You run your business from London, New York, Dubai or Singapore, and your French company needs a real office, a shop or a workshop in France. The landlord sends you a draft headed “bail commercial”, asks for a large deposit, a bank guarantee and a personal guarantee from the foreign parent, and your bank tells you that without a registered address it will not unblock the account. At the same time, the Guichet unique asks for proof of the company’s premises before it issues the Kbis, the official certificate that proves your company is registered, and each party waits for the other to move first. This article explains the full chain in the order you will meet it: which contract gives your company premises, how to sign it while living abroad, how the rent moves, and how the lease ends, renewed or not. If you are still choosing the vehicle that will sign the lease, read first our guide on how a foreign founder chooses between a SAS subsidiary, a SARL subsidiary and a branch in France, because the tenant’s identity shapes every guarantee the landlord will demand. French commercial leases are governed by a protective statute in the Commercial Code, and the same rules apply whether the tenant’s shareholder lives in Paris or abroad. The pages below give you the procedure, the papers, the figures and the remedies, with the exact statutory language and court decisions that a Paris judge will apply to your file. Two companion guides approach the same lease from complementary angles: signing a Paris office lease and challenging eviction or rent hikes and renting your first office or shop in France.

I. How do you sign a 3-6-9 commercial lease from abroad and what deposit and guarantees will the landlord ask for?

A. Which contract gives your French company a real office: 3-6-9 lease, short-term derogatory lease, or simple domiciliation?

Three instruments look alike when you read them from abroad, and they do not give you the same rights at all. The standard instrument is the commercial lease, commonly called the 3-6-9 lease because it lasts at least nine years and lets the tenant leave every three years. The statute states the rule in one sentence: “La durée du contrat de location ne peut être inférieure à neuf ans.” That nine-year floor is the starting point of every negotiation, and any clause that imposes a shorter fixed term under the statute is rewritten by the judge, not by the landlord. The statute covers most premises in which a business is run, since “Les dispositions du présent chapitre s’appliquent aux baux des immeubles ou locaux dans lesquels un fonds est exploité”, whether the tenant is a trader registered with the Registre du commerce et des sociétés, the register of commerce and companies kept by the greffe, the registry office of the commercial court, or a craft business registered with the Registre national des entreprises, the national business register. In practice, offices, shops, restaurants, workshops and warehouses used for an activity fall inside the statute, while pure residential use and some professional offices used without any commercial clientele stay outside it, which is why the description of the authorised activity in the lease, called the destination des lieux, deserves a full paragraph rather than a single line.

The second instrument is the derogatory lease, called bail dérogatoire, which lets both sides step outside the statute for a short test period. The Code allows it on one strict condition: “Les parties peuvent, lors de l’entrée dans les lieux du preneur, déroger aux dispositions du présent chapitre à la condition que la durée totale du bail ou des baux successifs ne soit pas supérieure à trois ans.” Foreign founders like this format because it allows a twelve, twenty-four or thirty-six month trial before committing the subsidiary for nine years, and landlords like it because the tenant has no automatic right to stay at the end. But the trap sits in the same article: once the three-year total expires, if the tenant stays on with the landlord’s acceptance, a full nine-year statutory lease arises automatically, with the right to renewal and the eviction compensation described below. The Cour de cassation, the supreme court for civil and commercial matters, enforces this conversion strictly. In a much-cited judgment of 22 October 2020, the Third Civil Chamber held that “les parties ne peuvent pas conclure un nouveau bail dérogatoire pour exploiter le même fonds dans les mêmes locaux à l’expiration d’une durée totale de trois ans que ne peuvent excéder les baux dérogatoires successifs et qui court dès la prise d’effet du premier bail dérogatoire, même si le preneur a renoncé, à l’issue de chaque bail dérogatoire, à l’application du statut des baux commerciaux.” Concretely, a founder who signs a two-year derogatory lease and then a second one-year derogatory lease for the same shop, even while signing a written waiver of the statute each time, holds a nine-year lease on the first day after the third year, with all the notice and compensation rules that follow. If you want a short presence without that effect, leave the premises at expiry and document the departure, or negotiate a precarious occupation agreement for genuinely temporary use, which obeys a different regime and requires real temporariness, such as premises awaiting demolition or redevelopment.

The third option, domiciliation, is not a lease at all. A domiciliation company rents you an address, receives your mail and lets you register the company there, but it gives you no right to occupy an office, receive customers or store goods. It is enough to obtain the Kbis when you incorporate, and many foreign founders start there because it costs little and takes days rather than weeks. It does not replace a lease when the activity needs real premises, when the bank asks for the lease before releasing funds, when the landlord of the future office asks for the Kbis before signing, or when employees need a declared workplace for health, safety and URSSAF purposes, URSSAF being the body that collects employers’ social contributions. Expect therefore a two-step calendar: domiciliation for incorporation, then a commercial lease or a derogatory lease once the premises are chosen, with an amendment of the registered address filed on the Guichet unique, the single online business-filing portal operated by the INPI, the national institute for industrial property that runs company registrations. Each change of address must be declared, published and reflected on a fresh Kbis, and the landlord will ask for that fresh Kbis before handing over the keys, which closes the loop between the lease and the company file.

Before signing anything, check four points that founders living abroad often discover too late. First, the stated activity must cover everything you plan to do, including storage, after-sales service, click-and-collect or food preparation, because adding an activity later requires the landlord’s authorisation or a court order, and an unauthorised activity can justify a refusal to renew without compensation. Second, the premises must have the administrative authorisations for that activity: commercial-operation permits for large retail space, restaurant licences, extraction and noise compliance for kitchens, accessibility and fire-safety clearance for premises open to the public, and planning permission for any change of use. Third, the person signing for the landlord must actually own the walls or hold a valid mandate, which you verify with a recent title deed or a management mandate and, for tender commercial centres, with the related deeds for common areas. Fourth, the condition report, the inventory of fixtures and the energy-performance file determine who pays for what on exit, so insist on a contradictory handover report with dated photographs rather than a one-line statement that the premises are taken as is. These checks cost a few days and save years of litigation, and they are exactly what a Paris commercial judge examines first when a file turns contentious.

B. How do you sign and register the lease while living abroad: powers, translation, deposit, guarantees and Paris practical points?

Signing from abroad is routine, but it follows a paper chain that French registries and banks read literally. If the tenant is a French SAS or SARL already incorporated, its president, general manager or gérant signs within the powers given by the articles and the shareholders’ decisions, and the landlord will ask for the Kbis less than three months old, the articles, the register of beneficial owners, called RBE for Registre des bénéficiaires effectifs, and the identity documents of the signatory. If the company is being formed, the founder signs on behalf of the company in formation, with a clause that the company will take over the lease upon registration, followed by a formal takeover decision once the Kbis is issued. If a foreign parent company signs directly, for example for a branch, called succursale, the signatory needs a board resolution or a notarised power of attorney, and any document in a foreign language must come with a sworn translation, while documents from abroad often need an apostille, the international authentication stamp, or consular legalisation, depending on the issuing country. Powers sent by e-mail without a verifiable signature are regularly rejected by the Guichet unique, and a file rejected for a defective power loses weeks, so have the power drawn up in bilingual form, dated, with the exact address of the premises and the maximum rent and term the agent may accept.

The money paragraph of the draft deserves the same attention as the term. Market practice in Paris and the inner suburbs is a deposit of three months’ rent for a nine-year lease, sometimes more for restaurants and high-street retail, plus a first demand bank guarantee covering six to twelve months when the tenant is a newly formed subsidiary with no balance sheet. A first demand guarantee lets the landlord call the bank without proving the breach first, which is why its trigger events, duration, release conditions and cost, usually around one to three percent per year of the guaranteed amount, must be negotiated before the lease is signed rather than after. Landlords of foreign groups also ask for a parent-company guarantee, by which the foreign mother company promises to pay if the French subsidiary defaults, and that promise is only as strong as its wording: cap the amount, limit the duration, require prior notice to the parent, and choose the governing law and jurisdiction in writing, because a guarantee signed in London or Delaware without a jurisdiction clause still ends up before the French court of the premises when the dispute concerns the lease itself. None of these securities can be cumulated without limit when the lease concerns certain protected tenants, but for standard offices, shops and warehouses held by a company, the parties are broadly bound by what they sign, so every month of guarantee you concede is a month of cash immobilised.

Registration of the lease itself is lighter than founders expect, and the company’s own filing is where delays happen. A commercial lease for a fixed term does not need to be registered with the tax office to bind the parties, although registration gives the deed a certified date against third parties, and leases longer than twelve years must be drawn up by a notary, a public officer, and published at the land registry to be fully effective. What must be filed in every case is the company’s occupation of the premises: the address on the Kbis, the RBE declaration if the shareholders changed during a fundraising that funded the deposit, and the establishment file on the Guichet unique with the signed lease or domiciliation certificate attached. The greffe checks that the address exists, that the activity is authorised there and that the signatory had power, and it issues observations, called rejets or observations, for the smallest mismatch between the lease address, the articles and the filing form, including accents, floor numbers and municipality codes. Answer each observation within the deadline stated on the portal, with the corrected page attached, because an unanswered observation closes the file and forces a fresh filing with fresh fees.

Paris and the Ile-de-France region, the twelve-million-inhabitant region around the capital, add three local layers to this national framework. First, commercial rents in central Paris run far above national averages, and landlords of prime streets routinely demand a droit d’entrée, a lease premium paid on top of the rent for the right to take the premises, which is a capital sum distinct from the deposit and which is amortised over the lease for tax purposes. Second, planning and heritage constraints bite earlier: change of use from housing or office to retail or restaurant needs municipal authorisation in Paris, works in a historic building need additional clearance, and terraces need a separate city permit that the lease alone never grants. Third, jurisdiction and timing are Parisian: disputes over commercial leases in Paris go to the specialised commercial-lease chamber of the Paris judicial court, expert appraisals for eviction compensation and rent-fixing are ordered from the Paris list of experts, and service by bailiff, now called commissaire de justice, the enforcement officer, follows Paris timeframes that leave no room for informal extensions. Build these points into your calendar: two to four weeks to negotiate and sign, one to three weeks for the Guichet unique and the fresh Kbis, and a handover date that leaves a margin before the first employees arrive and the first URSSAF declaration falls due.

II. How do rent, renewal and exit work once the lease is running: revision, renewal, eviction pay and termination for unpaid rent?

A. How is your rent set and revised: initial rent, ILC and ILAT indices, triennial revision and uncapping at renewal?

The initial rent is set by negotiation, and everything after it is channelled by statute. At signing, the parties can agree on any rent, a stepped rent that rises over the first years, a franchise of several months during fit-out works, or a turnover-linked supplement for retail, and the judge will not rewrite that bargain. Once the lease runs, two different mechanisms move the rent. During the lease, each party can demand a triennial revision every three years, and the revised rent must track the indices unless the lease says otherwise. At renewal, the new rent must by principle match the rental value, and the statute commands it directly: “Le montant des loyers des baux renouvelés ou révisés doit correspondre à la valeur locative.” Rental value is assessed on five factors listed by the Code: the characteristics of the premises, the authorised activity, the obligations of each party, local commercial factors and the prices commonly charged nearby. An expert measures shop frontage, floor levels, ceiling height, extractor rights for a restaurant, delivery access for a warehouse and footfall for a high street, then compares documented lettings of similar premises, and the gap between the passing rent and that value decides whether the landlord can increase, called déplafonnement or uncapping, or whether the tenant can decrease the rent at renewal.

Between two renewals of a nine-year lease, the increase is normally capped by the rent indices, which protects the tenant against sudden jumps. The rule holds that “A moins d’une modification notable des éléments mentionnés aux 1° à 4° de l’article L. 145-33”, the change in the renewed rent cannot exceed the change in the ILC or ILAT index since the initial rent was fixed. The ILC, the commercial-rent index, covers shops and commercial premises, while the ILAT, the tertiary-activities index, covers offices and related activities, and both are published quarterly by INSEE, the national statistics institute. A lease should name which index applies and which reference quarter starts the count, because silence forces the court to reconstruct the nine-year window and invites expert argument over thousands of euros. The cap falls away, and the rent can be uncapped to full rental value, when one of the five factors changed notably: authorised extension of the premises, contractual change of activity, major authorised works by the landlord, or a documented shift in local commerciality such as a new transport hub or a lasting change in the street’s retail profile. Landlords invoke newtho nearby developments and tenants invoke lasting vacancy in the street, and the judge decides on dated photographs, planning decisions and comparable lettings, not on general statements about the market.

Charges, taxes and works decide the real occupancy cost far more than the headline rent, and this is where foreign tenants face the largest surprises. French commercial leases allocate the property tax, called taxe foncière, the office tax in Ile-de-France, called taxe sur les bureaux, insurance of the building, management fees and routine versus structural works between the parties, and the judge reads the lease’s allocation table line by line. Since the Pinel reform of 2014, the lease must include a precise inventory of the categories of charges, taxes and works borne by each party, and charges passed to the tenant without that detail can be challenged. In Paris offices, the annual package of charges and taxes commonly adds fifteen to thirty percent on top of the net rent, and fit-out works authorised by the landlord raise the question of who owns the improvements at exit and whether the tenant must restore the premises to their initial state at its own cost. Negotiate three clauses before signing rather than after the first bill: a cap on annual charge increases, a list of structural works that stay with the landlord, and a restoration clause that distinguishes authorised improvements the landlord keeps without payment from alterations the tenant must remove. Keep every invoice, every authorisation letter and every handover photograph, because at renewal or exit the expert values the premises as improved or as restored, and undocumented works are valued at zero.

Put these economics into a forecast before you commit the subsidiary. Take the passing rent, add the indexed trajectory over nine years at a prudent assumption, add charges, property tax, insurance and the amortised lease premium, subtract the fit-out franchise, and compare the total with a derogatory lease plus a move, or with smaller premises plus a warehouse outside Paris. Founders who run this calculation discover that a slightly higher rent in a transport-served street with a capped charge package costs less over nine years than a lower headline rent with uncapped charges and a full restoration obligation. The forecast also sets the guarantee strategy: a bank guarantee sized on the true annual package rather than on the net rent avoids a mid-lease demand for a top-up when charges rise. None of this requires litigation, only a spreadsheet, the draft lease and the last three years of charge statements for the building, which the landlord must be asked to produce before signing.

B. How do you stay, leave or defend yourself: six-month notice, renewal, eviction compensation, resolutory clause and the two-year deadline?

Staying or leaving turns on two symmetrical acts sent at least six months before the end: the landlord’s notice to quit, called congé, and the tenant’s request for renewal, called demande de renouvellement. The statute derogates from ordinary civil-termination rules and states that commercial leases end only through these formal acts, which is why the Cour de cassation repeats, word for word, that “par dérogation aux articles 1736 et 1737 du code civil, les baux de locaux commerciaux ne cessent que par l’effet d’un congé donné six mois à l’avance ou d’une demande de renouvellement. A défaut de congé ou de demande de renouvellement, le bail fait par écrit se prolonge tacitement au-delà du terme fixé par le contrat. Au cours de la tacite prolongation, le congé doit être donné au moins six mois à l’avance et pour le dernier jour du trimestre civil.” In its judgment of 19 June 2025, the Third Civil Chamber drew the consequence for a tenant who had never asked for renewal and never received notice: the written lease had continued by tacit extension, called tacite prolongation, and the owner could not treat the tenant as an occupier without rights simply because the initial nine years had expired. For a founder abroad, the lesson is diary management: calendar the lease expiry minus six months, the three-year break dates and the tacit-extension notices, and send every act by registered letter with acknowledgment of receipt or by a commissaire de justice, keeping the receipts with the lease file, because an e-mail reminder has no legal effect as a congé or a renewal request.

The tenant who exploited the business personally for the three years before expiry holds a right to renewal, and the landlord who refuses to renew pays for it. The Code restricts the right to the operator of the business, since “Le droit au renouvellement du bail ne peut être invoqué que par le propriétaire du fonds qui est exploité dans les lieux.” A subsidiary that sublets the whole premises without operating anything there, or that ceased activity long before expiry, risks losing the protection, while a subsidiary that runs the shop, the restaurant or the offices itself, directly or through a regularly authorised manager, keeps it. When the landlord refuses renewal outside the statutory exceptions, such as demolition for reconstruction, legitimate reason or serious breach, compensation is due, and the Code defines it as full loss: “Le bailleur peut refuser le renouvellement du bail. Toutefois, le bailleur doit, sauf exceptions prévues aux articles L. 145-17 et suivants , payer au locataire évincé une indemnité dite d’éviction égale au préjudice causé par le défaut de renouvellement.” That payment covers the market value of the business, assessed by business-transfer usage in the trade, plus standard removal and reinstallation costs and the transfer duties for an equivalent business, unless the owner proves the loss is smaller. In practice the expert values goodwill from audited turnover, reconstructs the cost of equivalent premises nearby, adds agency and moving invoices, and the total often reaches several years of rent, which is why landlords negotiate agreed departures, called résiliations amiables with an agreed payment, rather than imposing a refusal and litigating the figure for two years.

The measure of that payment is policed closely by the Cour de cassation, and tenants should read the limit as carefully as the right. In its judgment of 10 October 2019, the Third Civil Chamber recalled that “l’indemnité d’éviction du preneur sortant ne doit réparer que le préjudice qu’il a subi”, and it quashed an appeal ruling that had charged the owner with removal, reinstallation, communication and double-rent costs partly borne by a sub-tenant rather than by the departing tenant itself. For a foreign group, the message is documentary: claim only the French subsidiary’s own loss, invoice by invoice, and do not mix the parent’s relocation costs, the sub-tenant’s advertising or a sister company’s double rent into the French file, because the judge deducts everything the tenant did not personally bear. Conversely, when you are the incoming tenant taking over premises after an eviction, ask for the eviction file and the expert report, since the valuation of the street and the rental value argued there will shape your own renewal nine years later.

Non-payment and breach follow a different track, built around a one-month formal demand and the judge’s power to grant time. Almost every lease contains a resolutory clause promising automatic termination if the tenant does not pay, but the clause sleeps until the landlord serves a commandement, a formal demand by a commissaire de justice ordering payment or performance within one month. The statute warns that “Toute clause insérée dans le bail prévoyant la résiliation de plein droit ne produit effet qu’un mois après un commandement demeuré infructueux. Le commandement doit, à peine de nullité, mentionner ce délai.” A demand that omits the one-month warning is void, and the whole termination falls with it, so the first defence of a tenant served from abroad is to have the demand read immediately: date of service, exact sums broken down between rent, charges and interest, statement of the one-month period, and signature of the officer. Within that month, and even after it while the court has not finally recorded termination, the tenant can pay, cure the breach and ask the judge for grace periods. The Civil Code provides that “Le juge peut, compte tenu de la situation du débiteur et en considération des besoins du créancier, reporter ou échelonner, dans la limite de deux années, le paiement des sommes dues.” Paris judges grant such schedules when the tenant resumes paying the current rent in full, shows bank transfers rather than promises, and clears the arrears over a realistic span, and while the schedule runs, the effects of the resolutory clause are suspended. A founder who discovers the demand late should therefore wire the current rent at once, propose a dated repayment plan with proof of funds, and appear through counsel at the first hearing with the ledger, because a tenant who pays nothing and explains everything loses, while a tenant who pays visibly and documents the catch-up keeps the premises in most cases.

Every action under the commercial-lease statute expires after two years, and that deadline surprises foreign litigants used to longer limitation periods. The Code states it bluntly: “Toutes les actions exercées en vertu du présent chapitre se prescrivent par deux ans.” Renewal, eviction compensation, rent-fixing, termination and restoration all fall under this two-year bar, counted from the event that gives rise to the claim. The Cour de cassation applies it without softening: in its judgment of 23 April 2013, it approved an appeal court that had held “la prescription biennale de l’article L. 145-60 du code de commerce n’est pas soumise à la contestation du droit du locataire au paiement d’une indemnité d’éviction”, so that the tenant’s compensation claim, interrupted once by a court-ordered expert appraisal, expired two years after that order when the tenant waited too long to file the payment claim. Diarise therefore two clocks from the day of the notice, the demand or the expert order: the six-month and one-month action clocks above, and the two-year expiry clock for filing the court claim. A protective writ filed in time, even before the expert valuation is complete, preserves the right while the figures are still being measured, and withdrawing it without refiling restarts nothing.

Conclusion

A commercial lease in France rewards the tenant who reads dates before amounts. Choose the right container, a nine-year lease for a lasting base, a derogatory lease capped at three years total for a trial, or domiciliation for the incorporation weeks only, then sign through a clean chain of powers, translations and filings so that the Guichet unique, the greffe and the bank recognise the same company at the same address. Run the nine-year cost with indexed rent, charges, taxes and restoration before you sign the guarantees, calendar the six-month notices, the monthly commandement period and the two-year filing bar once you occupy, and document every payment, work and notice as if the expert were already appointed. Handled that way from abroad, with counsel in Paris when the notice arrives, the 3-6-9 lease does what foreign founders need most: a stable address that protects the business, a rent that follows measured indices rather than surprises, and an exit, renewed or compensated, that can be planned instead of suffered.