Unpaid rent under a commercial lease: the landlord's remedies

A commercial tenant has stopped paying rent for two quarters. The landlord, whether an individual owning premises or a property company, faces a growing debt and an occupier who remains in the premises. Acting quickly and in the correct form determines the success of both the recovery of the debt and the recovery of the premises. This guide details the mechanism of the payment notice invoking the termination clause (commandement de payer visant la clause résolutoire), recourse to the summary proceedings judge (juge des référés), the enforcement routes for recovering sums due, and sets out an operational checklist for the landlord for 2026.

Unpaid rent under a commercial lease: first checks before acting

Before starting any procedure, the landlord must reconstruct the situation precisely. An incorrectly quantified arrears or a procedure brought on an inaccurate basis exposes the landlord to dismissal, additional delay and wasted costs. Where the premises are let under the specific regime of the professional lease, the landlord's remedies in respect of unpaid rent under a professional lease are examined in a separate article.

The first question concerns the presence of a termination clause (clause résolutoire) in the lease. This clause, almost systematic in commercial leases, provides that the contract will be terminated by operation of law if the tenant does not pay the rent within a certain period after formal notice. Without a termination clause, the landlord can obtain termination only by applying to the court on the merits, a longer procedure. With a termination clause, the landlord has the most effective lever in commercial lease law.

The landlord must then draw up a precise and dated statement of the sums due: rent, recharged service charges, taxes borne by the tenant, indexation applied, VAT where applicable. This statement must distinguish principal from ancillary sums and state the due date of each instalment. A vague statement weakens the whole procedure.

Finally, the landlord checks the available security: security deposit collected at the start of the lease, personal guarantee from a company director, independent guarantee, first-demand guarantee. These securities shape the recovery strategy, alongside the action against the tenant itself.

The payment notice invoking the termination clause: the central act

The payment notice invoking the termination clause is the act that triggers the whole mechanism. It is governed by Article L. 145-41 of the French Commercial Code, which forms part of the commercial lease regime (Articles L. 145-1 et seq. of the same code, extensively reworked by Law No. 2014-626 of 18 June 2014, known as the Pinel Law).

Any clause inserted in the lease providing for termination by operation of law takes effect only one month after a notice that has remained without effect. The notice must, on pain of nullity, mention that period. (Article L. 145-41, paragraph 1 of the French Commercial Code)

This act is not a mere letter. It must be served by a commissaire de justice (bailiff) (a profession that merged judicial bailiffs and judicial auctioneers on 1 July 2022, pursuant to Ordinance No. 2016-728 of 2 June 2016). An amicable reminder, even by registered post, does not start the running of the termination clause period.

Mandatory particulars, on pain of nullity

The notice must enable the tenant to understand exactly what is alleged and how to remedy it. Several particulars are required on pain of nullity of the act:

• the precise statement of the sums claimed, instalment by instalment, distinguishing rent and service charges
• the reference to the termination clause of the lease that the landlord intends to invoke
• the reproduction of the provisions of Article L. 145-41 of the Commercial Code
• the express mention of the one-month period allowed to the tenant to pay
• the warning that, failing payment within that period, the termination clause will take effect

An error in the amount claimed can be fatal. If the notice claims sums that are not due or are overstated, the judge may consider that the tenant was not in a position to regularise correctly, which deprives the notice of its effectiveness. The accuracy of the statement is therefore decisive. The formalities on which the effectiveness of this act depends are detailed in our article on the payment notice invoking the termination clause.

The one-month period and its effects

From service of the notice, the tenant has one month to pay all the sums referred to. This period is a matter of public policy: it cannot be shortened by a clause in the lease.

Two outcomes arise. If the tenant pays within the month, the termination clause does not operate and the lease continues, the landlord having recovered what was owed. If the notice remains without effect at the end of the period, the termination clause takes effect by operation of law: the lease is deemed terminated. The landlord may then apply to the court to have this recorded and to obtain eviction.

One point is often overlooked: a partial payment within the month is not enough to defeat the clause. The tenant must pay all the sums covered by the notice. However, a partial payment or a late regularisation may weigh on the decision of the judge subsequently seised, in particular when considering a request for time to pay.

Applying to the summary proceedings judge to have the termination recorded

Once the month has elapsed without full payment, the landlord summons the tenant before the president of the judicial court (tribunal judiciaire) sitting in summary proceedings (référé). Summary proceedings are the preferred route because the operation of the termination clause in principle leaves no room for a debate on the merits: the judge records a contractual mechanism that has operated by law.

The claim typically has three parts: to record that the termination clause has taken effect, to order the eviction of the tenant and of all occupiers through it, and to order the tenant to pay the rent due and an occupation indemnity until the premises are actually vacated.

The occupation indemnity deserves particular attention. Once the lease is terminated, a tenant remaining in the premises no longer owes rent but an occupation indemnity, the amount of which is often fixed by reference to the contractual rent plus an uplift, according to the terms of the lease. This legal distinction has concrete accounting and tax consequences.

Grace periods: the tenant's weapon

The tenant may ask the judge for time to pay, on the basis of Article 1343-5 of the French Civil Code, which allows the judge to defer or spread payment of a debt within a limit of two years.

Above all, Article L. 145-41, paragraph 2 of the Commercial Code authorises the judge to suspend the effects of the termination clause when granting such time. In practical terms, if the judge grants the tenant a payment schedule, the termination clause is suspended: as long as the tenant complies with the payment schedule set, the lease continues and eviction cannot be ordered. By contrast, a single default on the schedule revives the clause and allows the landlord to obtain definitive termination, often by a simple application. Since Law No. 2026-403 of 26 May 2026 on the simplification of economic life, the grant of time to pay and the suspension of the effects of the termination clause for non-payment of rent are conditional on the tenant's ability to pay the rent debt and on the resumption of full payment of the current rent before the date of the first hearing (Article L. 145-41, paragraph 3), for suspension applications made since that law entered into force.

This power of suspension explains why the "termination clause" summary procedure is not always the quick outcome hoped for. A tenant acting in good faith, who presents the judge with a credible payment plan, frequently obtains time to pay. The landlord therefore has an interest in documenting any bad faith on the part of the tenant, the age of the arrears and the absence of serious prospects of recovery.

Recovering the sums due: judicial recovery and enforcement

Having the termination recorded is not enough: the unpaid rent and the occupation indemnity must still be recovered. Recovery follows its own path, in parallel with or after the eviction procedure.

Obtaining an enforceable title

To seize the tenant's assets, the landlord must hold an enforceable title (titre exécutoire), that is, a court decision ordering the tenant to pay. A summary order recording the termination and ordering payment constitutes such a title.

Where the debt is not seriously open to challenge and no eviction is sought, the payment order procedure (injonction de payer) offers a fast and inexpensive way of obtaining a title. If the tenant seriously disputes the debt, an action on the merits before the judicial court becomes necessary.

Enforcement measures

Armed with an enforceable title, the landlord may instruct a commissaire de justice to carry out seizures, governed by the Code of Civil Enforcement Procedures (Code des procédures civiles d'exécution):

• the attachment of debts (saisie-attribution), which allows sums held by a third party for the tenant's account to be seized, in practice bank account balances
• the seizure and sale of movable property (saisie-vente) found in the premises or at the debtor's home, with a view to its sale at auction
• the seizure of partners' rights and transferable securities where the tenant is a company

Beforehand, if the landlord fears that the tenant is arranging its insolvency, it may ask the enforcement judge (juge de l'exécution) for authorisation to carry out a protective seizure (saisie conservatoire) of the tenant's accounts or assets, even without an enforceable title, provided it shows a claim that appears well founded and circumstances threatening recovery. The protective measure freezes the assets while the title is obtained, and is then converted into a definitive seizure.

The landlord's privilege: maintained, but limited in collective proceedings

Contrary to a widespread belief, the special privilege of the landlord of a building was not abolished by Ordinance No. 2021-1192 of 15 September 2021 reforming the law of security interests. Since 1 January 2022, it appears in Article 2332, 1° of the French Civil Code, which applies it to all sums due under a lease or for the occupation of a building, over the movable property furnishing the premises and belonging to the debtor, including, where applicable, the operating equipment.

The landlord therefore retains a right of preference over the tenant's movable property, the rank of which relative to other special privileges is fixed by Article 2332-3 of the Civil Code. In safeguard proceedings, this privilege is limited to the last two years of rent before the opening judgment and, if the lease is terminated, to the current year (Article L. 622-16 of the Commercial Code). Its base, limited to the movables furnishing the premises, is often of low value: it does not dispense with solid contractual guarantees negotiated when the lease is signed (security deposit, guarantee, independent guarantee).

When the tenant is subject to collective proceedings

The opening of safeguard, reorganisation or compulsory liquidation proceedings against the tenant upsets the landlord's strategy and takes precedence over ordinary-law remedies.

First, the opening judgment brings about a stay of individual proceedings (Article L. 622-21 of the Commercial Code): the landlord may no longer bring or pursue an action for payment of rent predating the judgment, nor carry out any seizure for those sums. Unpaid rent predating the judgment must be the subject of a proof of claim (déclaration de créance) to the court-appointed creditors' representative (mandataire judiciaire), in principle within two months of publication of the opening judgment in the BODACC (French official gazette of civil and commercial announcements). A landlord who neglects this filing risks seeing its claim unenforceable against the proceedings.

Next, the termination clause is neutralised for prior rent: the opening judgment interrupts or prohibits any action seeking termination of a contract for non-payment of a sum of money (Article L. 622-21, I, 2° of the Commercial Code). If a payment notice invoking the termination clause had been served before the judgment but the month had not elapsed, termination is paralysed. The fate of the commercial lease on the tenant's compulsory liquidation, in light of Article L. 641-12 of the Commercial Code, is analysed separately.

By contrast, rent corresponding to occupation after the opening judgment must be paid when due: these are post-commencement claims that receive preferential treatment. Non-payment of that later rent may, for its part, justify termination of the lease, although the landlord may act only after a period of three months from the opening judgment (Article L. 622-14, 2° of the Commercial Code). As soon as the landlord notices that proceedings have been opened, one reflex is essential: identify the administrator or the representative, file the claim within the time limits, and rigorously distinguish prior debt from current rent.

Contractual guarantees to activate

Alongside the action against the tenant, the landlord calls on the securities stipulated in the lease.

The security deposit may be applied to the sums due, but it rarely represents more than a few months' rent and is quickly exhausted in the face of prolonged arrears. It therefore never dispenses with taking action.

The personal guarantee (caution), frequently given by the director of a tenant company, allows proceedings against an individual who is often more solvent than the company in difficulty. The guarantee undertaking must comply with strict formalities to be valid, and the landlord must check that the handwritten mention and the annual information of the guarantor, where required, were properly complied with, failing which the undertaking may be weakened.

The independent guarantee or first-demand guarantee, which is more protective, obliges the guarantor to pay on the landlord's simple demand, without being able to raise defences derived from the lease. Where it exists, it offers quick recovery, provided the demand procedures laid down in the instrument are scrupulously followed.

The articulation of these guarantees with the main action must be planned from the first unpaid instalment: calling on the guarantor or the independent guarantee early avoids waiting for the outcome of an eviction procedure that is sometimes lengthy.

Landlord's checklist for 2026

Faced with unpaid rent under a commercial lease, effectiveness comes down to method. The following steps structure the landlord's action:

• check the presence and exact wording of the termination clause in the lease
• reconstruct a precise, dated statement distinguishing rent, service charges and ancillary sums
• list the available guarantees: security deposit, personal guarantee, independent guarantee
• have a commissaire de justice serve a payment notice invoking the termination clause, containing all the particulars required by Article L. 145-41 of the Commercial Code
• wait for the one-month period to expire and check that full payment has not been made
• summon in summary proceedings to record that the termination clause has taken effect, obtain eviction and an order for payment
• anticipate a possible request by the tenant for time to pay and document the age of the arrears
• obtain an enforceable title and take the appropriate seizure measures (attachment of debts, seizure and sale, protective seizure beforehand)
• check continuously that no collective proceedings have been opened against the tenant, and where applicable file the claim within two months of publication in the BODACC
• activate the personal guarantees in parallel with the action against the tenant

Conclusion: act quickly, but in the correct form

The payment notice invoking the termination clause remains, in 2026, the most powerful tool of the commercial landlord. But its strength depends entirely on its formal rigour: an inaccurate statement, an omitted particular, an overstated amount can ruin months of procedure. The summary proceedings that follow are not the expeditious formality one imagines, because the judge has the power to suspend the clause, now subject to the tenant's ability to pay the debt and to the resumption of the current rent before the first hearing.

The landlord's privilege, maintained in Article 2332, 1° of the Civil Code, applies only to the movables furnishing the premises and is limited in collective proceedings: the owner must therefore rely on solid contractual guarantees and on maximum responsiveness from the first unpaid instalment. Waiting several quarters means letting the debt grow and, often, seeing collective proceedings arrive that freeze everything.

The decisive advice: from the second unpaid rent, have a statement of account agreed with the tenant and the termination clause of your lease checked by a professional before serving the notice. An act that is irreproachable from the outset saves you the months that count.

Frequently asked questions

Can a payment notice under a commercial lease be sent by registered letter? No. The payment notice invoking the termination clause must be served by a commissaire de justice in order to start the one-month period of Article L. 145-41 of the Commercial Code. A registered letter, even with acknowledgement of receipt, is at best an amicable formal notice, with no effect on the operation of the termination clause. Only the bailiff's act (acte d'huissier), now called an act of a commissaire de justice, produces that effect.

How long does it take to evict a commercial tenant who no longer pays? After a notice that remains without effect at the end of one month, summoning in summary proceedings and obtaining the order generally take several weeks to a few months depending on the court. To this is added the time for the commissaire de justice to carry out the eviction. If the judge grants the tenant time to pay, the procedure may extend well beyond that, the termination clause then being suspended as long as the payment schedule is respected.

Can the tenant avoid termination by paying after the one-month period? In principle, the termination clause takes effect as soon as the month expires without full payment. However, the tenant may ask the judge for time to pay on the basis of Article 1343-5 of the Civil Code, and the judge may suspend the effects of the clause under Article L. 145-41, paragraph 2 of the Commercial Code. Since the Law of 26 May 2026, that time to pay and that suspension require that the tenant be able to pay the debt and have resumed full payment of the current rent before the first hearing. A late payment, if accompanied by a credible payment plan, may thus lead to the lease being maintained.

Does the landlord still have a privilege over the tenant's furniture? Yes. Ordinance No. 2021-1192 of 15 September 2021 maintained the special privilege of the landlord of a building, now provided for in Article 2332, 1° of the Civil Code for all sums due under a lease or for the occupation of a building, over the movable property furnishing the premises and belonging to the debtor. In safeguard proceedings, it is limited to the last two years of rent before the opening judgment (Article L. 622-16 of the Commercial Code). As its base often remains modest, solid contractual guarantees such as a personal guarantee or an independent guarantee remain necessary.

What should be done if the tenant is placed in reorganisation or compulsory liquidation? All individual proceedings for rent predating the opening judgment must cease and the claim must be filed with the court-appointed creditors' representative, in principle within two months of publication in the BODACC. The termination clause cannot operate for prior arrears, the opening judgment prohibiting any action for termination for non-payment of a sum of money (Article L. 622-21 of the Commercial Code). By contrast, rent corresponding to occupation after the judgment must be paid when due and its non-payment may justify termination, after a period of three months from the judgment (Article L. 622-14).

Can a commercial lease be terminated without a termination clause in the event of non-payment? Yes, but only through judicial proceedings on the merits, by asking the court to order termination of the lease for the tenant's failure to perform its obligation to pay. This procedure is longer and leaves the judge a wide discretion as to the seriousness of the breach. That is why the presence of a termination clause, which operates by law, is a major asset for the landlord.

Is the security deposit enough to cover unpaid rent? Rarely. The security deposit generally represents one to a few months' rent and is quickly exhausted in the face of prolonged arrears accompanied by an occupation indemnity. It may be applied to the debt, but never dispenses with bringing a recovery action and activating the other available guarantees, such as the director's personal guarantee or an independent guarantee.