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85 7th Place East, Suite 500 MINNESOTA St. Paul, Minnesota 55101-2198 DEPARTMENT OF www.commerce.5tate.mn.us COMMERCE 651.296.4026 FAX 651.297.1959 An equal opportunity employer May 22, 2012 MARISA D FAUNCE PLAVE KOCH PLC 12355 SUNRISE VALLEY DRIVE SUITE 230 RESTON, VA 20191 Re: F-5468 CBC RESTAURANT CORPORATION CORNER BAKERY CAFE FRANCHSIE AGREEMENT Dear Ms. Faunce: The Annual Report has been reviewed and is in compliance with Minnesota Statute Chapter 80C and Minnesota Rules Chapter 2860. This means that there continues to be an effective registration statement on file and that the franchisor may offer and sell the above-referenced franchise in Minnesota. The franchisor is not required to escrow franchise fees, post a Franchise Surety Bond or defer receipt of franchise fees during this registration period. As a reminder, the next annual report is due within 120 days after the franchisor's fiscal year end, which is December 31, 2012. Sincerely, MIKE ROTHMAN Commissioner By: Daniel Sexton Commerce Analyst Supervisor Registration Division (651)296-4520 MR:DES:dlw F-5468 STATE OF MINNESOTA DEPARTMENT OF COMMERCE REGISTRATION DIVISION (651) 296-6328 IN THE MATTER OF THE REGISTRATION OF: CORNER BAKERY CAFE FRANCHSIE AGREEMENT By CBC RESTAURANT CORPORATION ORDER AMENDING REGISTRATION WHEREAS, an application to amend the registration and amendment fee have been filed, IT IS HEREBY ORDERED that the registration dated September 29, 2006, is amended as of the date set forth below JL MIKE ROTHMAN Commissioner Department of Commerce 85 7th Place East, Suite 500 St Paul, MN 55101 Date: May 22, 2012 UNIFORM FRANCHISE REGISTRATION APPLICA1\I0N Filei<Jo. F-5468 / State ©fMumcoota MAY 21201? State: Minnesota Fee: $300.00 ^ -ev^ APPLICATION FOR (Check only one): INITIAL REGISTRATION OF AN OFFER AND SALE OF FRANCHISES X RENEWAL APPLICATION OR ANNUAL REPORT PRE-EFFECTIVE AMENDMENT POST-EFFECTIVE MATERIAL AMENDMENT 1. Full legal name of Franchisor: CBC Restaurant Corp. 2. Name of the franchise offering: "Corner Bakery CaK" 3. Franchisor's principal business address: 12700 Park Central Drive, Suite 1300 Dallas, Texas 75251 (972) 619-4100 4. Name and address of Franchisor's agent In this State authorized to receive service of process: Commissioner of Commerce 85 7th Place East, Suite 500 St. Paul, Minnesota 55101 5. The states in which this application is or will be shortly on file: California, Florida, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Utah, Virginia, Washington, Wisconsin. 6. Name, address, telephone and facsimile numbers, and e-mail address of person to whom communications regarding this application should be directed: Marisa D. Faunce, Esq. Plave Koch PLC 12355 Sunrise Valley Drive, Suite 230 Reston, Virginia 20191 703.774.1214 (direct phone) 703.774.1201 (fax) [email protected] (E-mail) PK 50925.l/ComerBakery/MN ^ MAY 1 8 2012 PLTWEKOCH Mr. Daniel Sexton Franchise Examiner Minnesota Department of Commerce 85 7"" Place East, Suite 500 St. Paul, Minnesota 55101 Re: CBC Restaurant Corp. {"Corner Bakery") File #: F-5468 Minnesota Franchises Law Application for Renewal of Franchise Registration Dear Mr. Sexton; Enclosed please find an application for renewal of franchise registration submitted on behalf of Corner Bakery to offer and sell franchises in the State of Minnesota. The application consists of a check for $300.00 made payable to the "Minnesota Department of Commerce" for the requisite filing fee.and the following items: 1. Facing Page, 2. Certification Page. 3. Uniform Consent to Service of Process Form. 4. Corporate Acknowledgment. 5. Franchisor's Costs and Source of Funds Form. 6. Franchise Seller Disclosure Forms for each individual to be engaged in the offer or sale of franchises in the State of Minnesota. 7. One copy of a signed Consent of Accountants. 8. One copy of Corner Bakery's FDD, including all required financial statements and agreements. 9. One copy of Corner Bakery's FDD, which has been redlined to indicate new or revised information. , , Plave Koch PLC 12355 Sunrise Valley Drive (Suite 230) Reston, Virginia 20191 United States of America vmw.PlaveKoch.com Marisa D. Faunce [email protected] direct phone 703.774.1214 direct fax 703.774.1201 MAY 1 8 2012 PLAVEKOCH Mr. Daniel Sexton Page 2 Please contact me if you have any questions or comments regarding the enclosed application. Othenwise, we would appreciate receiving notification of franchise registration for Corner Bakery. Thank you very much. Sincerely, Marisa D. Faunce Via FedEx Enclosures PK 50942.1 GrantThornton May 18, 2012 i.r n- 1 J r» i_ J GrantThomtonLLP Mr. Richard Peabody One California Slreet, Suita 2300 IFCB Holding Corporadon SanFrancisco,CA 94111-54Z4 770 Tamalpais Drive, Suite 400 T415.9B6.3900 „ / n^noc F415.936.3916 Corte Madera, CA 94925 www.GranlThQrnlQn.com Grant Thornton LLP agrees to the inclusion in the Franchise Disclosure Document issued by CBC Restaurant Corp on May 18, 2012 of our reports dated April 20, 2012 and March 31, 2011 relating to the consolidated financial statements of IFCB Holding Corporadon and II Fornaio (America) Corporation as of December 25, 2011 (Successor), December 26, 2010 (Predecessor) and December 27, 2009 (Predecessor) and for the periods from June 10, 2011 dirough December 25, 2011 (Successor) and December 27, 2010 dirough June 9, 2011 (Predecessor) and the years ended December 26, 2010 (Predecessor) and December 27, 2009 (Predecessor). Grant Tliornlon LLP U.S. maniber firm of Granl Thomton Inlaroatona LW. CERTIFICATION I certify and swear under penalty of law that I have read and know the content of this application, including the Franchise Disclosure Document with an issuance date of MA' ,2012 attached as an exhibit, and that all material facts stated in all those documents are accuratraree anId those documents do not contain any material omissions. I further certify that I am duly authorized to make this certification on behalf of the Franchisor and that I do so upon my personal knowledge. Signed at Dallas, Texas on H^lTCin ^ , 2012. CBC Restaurant Corp. By: Print Name: Print Title: SenibtL^i^ie^ Presiierit Qf-l!)evelopment and General Counsel STATE OF TEXAS CBC Restaurant Corp. COUNTY OF DALLAS Personally appeared before me this day of , 2012, the above-named , to me known to be the person who executed the foregoing application (as the above-named applicant) and, being first duly sworn, state upon oath that said application, and all exhibits submitted herewith, are true and correct. Notary Public: (L /a (NOTARIAL SEAL) My Commission Expires: MAfllAJ.NAVA MY COMMISSION EXPIRES May 20,2013 PK 50925.1/Comer Bakery/MN UNIFORM FRANCHISE CONSENT TO SERVICE OF PROCESS CBC Restaurant Corp., a corporation organized under the laws of the State of Delaware (the "Franchisor"), irrevocably appoints the officers of the States designated below and their successors in those offices, its attorney in those States for service of notice, process or pleading in an action or proceeding against it arising out of or in connection with the sale of franchises, or a violation of the franchise laws of that State, and consents that an action or proceeding against it may be commenced in a court of competent jurisdiction and proper venue within that State by service of process upon this officer with the same effect as if the undersigned was organized or created under the laws of that State and had lawfully been served with process in that State. We have checked below each state in which this application is or will be shortly on file, and provided a duplicate original bearing an original signature to each state. California: Commissioner of Rhode Island: Director, Department of Corporations Business Regulation Hawaii: Commissioner of Securities South Dakota: Director of the Division of Securities Illinois: Attorney General Virginia: Clerk, Virginia State Indiana: Secretary of State Corporation Commission Maryland: Securities Commissioner Washington: Director, Department of Financial Institutions X Minnesota: Commissioner of Commerce Wisconsin: Administrator, Division of Securities, Department of Financial New York: Secretary of State Institution North Dakota: Securities Commissioner Please mail or send a copy of any notice, process or pleading served under this consent to: CBC Restaurant Corp. 12700 Park Central Drive, Suite 1300 Dallas, Texas 75251 (972) 619-4100 Dated: V\(K^CWV .20\2. CBC Restaurant Corp By: Print Name: Blake Be rn< Print Title: SeniocYKe Pre^enLef Development and General Counsel PK 50925.1/Comer Bakery/MN CORPORATE ACKNOWLEDGMENT STATE OF TEXAS ) ) CBC Restaurant Corp. COUNTY OF DALLAS ) Personally appeared before me this day of 2012, the above-named 01^1^ p^jTwy to me known to be the person who executed the foregoing application (as t'^\[P gr QCl^^^pWU'^^of the above-named applicant) and, being first duly sworn, state upon oath that said application, and all exhibits submitted herewith, are true and corrects Notary Public: J^^^ (NOTARIAL SEAL) MARIAJ.NAVA i/ COMMISSION EXPIRES hW May20.2013 PK 50925.1/Comer Bakery/MN CBC RESTAURANT CORP. FRANCHISOR'S COSTS AND SOURCE OF FUNDS 1. Disclose franchisor's total costs for performing its pre-opening obligations to provide goods or services in connection with establishing each franchise, including real estate, improvements, equipment, inventory, training and other items stated in the offering. Category Costs Real Estate $5,000 Improvements $15,000 Equipment $3,000 Inventory $2,500 Training $85,000 Totals $110,500 2. State separately the sources of all required funds: Working Capital PK 18128.1/Corner Bakery/Franchisor's Costs and Source of Funds form FRANCHISE DISCLOSURE DOCUMENT CBC RESTAURANT CORP. ^(lO THE A Delaware Corporation corner 12700 Park Central Drive, Suite 1300 Dallas, Texas 75251 CAFE (972)619-4100 [email protected] nf^rnorbnkQrvGafo.comfranchise(a)cornerbakerycafe.com www.cornerbakerycafe.com The franchisee will operate a fast-casual restaurant under the name Corner Bakery Cafe® offering a limited menu of breakfast, lunch and dinner products and featuring artisan breads, salads, sandwiches, soups and baked goods ("Corner Bakery Cafe").
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