Act no. 2026-403 of 26 May 2026 (Official Journal of 27 May 2026), articles 61 to 63.
Act no. 2026-403 of 26 May 2026 does not overturn the French commercial lease regime: it retouches it at five precise points, in force since 28 May 2026. Monthly payment of rent, a cap on rental guarantees, validation of indexation collar clauses, a reinforced but not neutralised forfeiture clause, and clarification of the tenant right of first refusal where the premises are sold. Each of these changes applies, save exception, to leases already running. What follows is a reading article by article, with a table of the transitional rules. The table is worth more than the text itself.
A targeted reform, of immediate application
Published in the Official Journal of 27 May 2026, Act no. 2026-403 amends title IV of book one of the Commercial Code at five points precisely delimited by its articles 61 to 63. The text carries out no general recodification and leaves the central mechanisms of the regime untouched: the term of the lease, the capping of the renewed rent, the eviction indemnity. Its entry into force, set at 28 May 2026, draws no distinction between leases concluded before and after that date: save for a transitional provision specific to each article, the new rules apply to leases already running.
1. Monthly payment of rent becomes a tenant right (article L. 145-32-1)
The new article L. 145-32-1 of the Commercial Code gives the tenant the right to require monthly payment of the rent, in place of the quarterly periodicity usually stipulated in the lease. The text reserves that right to the tenant of premises intended for retail or wholesale trade, or for the supply of commercial or craft services, and makes it conditional on there being no arrears of rent or service charges that have not been previously disputed. The landlord cannot object: the provision is mandatory and any clause to the contrary is deemed unwritten, article L. 145-15 of the Commercial Code now referring to article L. 145-32-1. The right is exercised by notice to the landlord and the request takes effect from the next rent payment date under the lease. Silence from the landlord is not a refusal. The measure applies to leases running at the date the Act was promulgated (part A of paragraph II of its article 62) as well as to those concluded since: a tenant already in place can therefore, from entry into force, give notice of a switch to monthly payment without waiting for renewal or for any review of the lease.
2. Rental guarantees capped at one quarter (article L. 145-40)
Article L. 145-40 as amended now caps the security deposit that may be required at one quarter of the rent, and that deposit cannot bear interest for the landlord benefit. The deposit sits idle; it does not work for him. The text also governs what becomes of that security where the building changes hands: the security deposit passes automatically to the new owner, while any other securities constituted, a suretyship or a first demand guarantee, lapse and must be released within six months of the transfer. On expiry or termination of the lease, return of the deposit follows a graduated timetable, of the order of three to six months depending on whether sums remain due from the tenant. Whether the one quarter cap is assessed security by security or cumulatively, where several securities coexist, is not expressly settled by the text and will have to be clarified by practice or by the courts.
3. Collar clauses validated, provided they are symmetrical (article L. 145-38-1)
The new article L. 145-38-1 confirms the validity of so called collar clauses, which frame the variation of the indexed rent with a floor and a ceiling, on the twofold condition that they operate symmetrically upwards and downwards and that they bear on a rent indexed to the commercial rents index (ILC) or the index of rents for tertiary activities (ILAT). The legislature thus takes up, and secures, a practice the Court of Cassation had previously accepted subject to reciprocity (Cass. 3e civ., 1 June 2022, no. 20-17.691), while removing the risk of recharacterisation as a prohibited sliding scale clause where the symmetry condition is missing. An asymmetrical clause falls in its entirety.
4. A reinforced forfeiture clause, not a neutralised one (article L. 145-41)
The reform does not call into question the principle of a forfeiture clause for non payment of rent, but it tightens the conditions for invoking it, in favour of a tenant in difficulty. Article L. 145-41 as amended now makes the clause taking effect conditional on the tenant demonstrating his ability to settle the rent arrears and on resumption of payment of the current rent before the first hearing. The scheme follows the line already drawn by the Court of Cassation, which had held that an action to have an irregular forfeiture clause deemed unwritten is not subject to limitation (Cass. 3e civ., 19 November 2020, no. 19-20.405) and had set out how the trial court is to review it (Cass. 3e civ., 6 November 2025, no. 23-21.454). In practice, landlords and tenants will have to address, from the moment the formal notice is served, the question of the tenant solvency and of his ability to resume paying the current rent.
5. The tenant right of first refusal, now defined by statute (article L. 145-46-1)
The right of first refusal the tenant enjoys where the premises he occupies are sold is clarified by a statutory definition of the commercial or craft premises to which it applies, expressly excluding premises used exclusively as offices and warehouses. That clarification puts an end to part of the litigation born of the imprecision of the original scope of the scheme. The Court of Cassation also had occasion, shortly after the Act came into force, to set out the consequences of withdrawing an offer made to the tenant under the right of first refusal (Cass. 3e civ., 25 June 2026, no. 25-10.765), completing the case law already laid down on calculating the sums due to a tenant deprived of that right (Cass. 3e civ., 23 January 2025, no. 23-18.643).
Table of the transitional rules
Save for a contrary provision specific to each of the five amended articles, Act no. 2026-403 applies immediately to commercial leases running at the date it came into force.
| Provision | Entry into force | Application to leases already running |
|---|---|---|
| Monthly payment of rent (L. 145-32-1) | 28 May 2026 | Yes, on notice from the tenant |
| Cap on guarantees (L. 145-40) | 28 May 2026 | Yes; the deposit passes and other securities lapse on a later transfer |
| Collar clauses (L. 145-38-1) | 28 May 2026 | Yes, for clauses indexed to the ILC or the ILAT meeting the symmetry condition |
| Reinforced forfeiture clause (L. 145-41) | 28 May 2026 | Yes, to formal notices served on or after that date |
| Clarified right of first refusal (L. 145-46-1) | 28 May 2026 | Yes, to proposed sales notified on or after that date |
This compressed timetable, five reforms in force on the same day with no separate transitional period, requires landlords and tenants alike to review their existing leases without delay: guarantee clauses to be capped, indexation clauses to be checked, recovery procedures to be adapted to the new conditions of the forfeiture clause.
The full guide, with updated model clauses
The firm has prepared a practical guide setting out, article by article, how Act no. 2026-403 applies to the common contractual situations: a lease being switched to monthly payment, a guarantee to be recalculated, a collar clause to be made safe, a forfeiture clause to be invoked or resisted, a right of first refusal to be exercised or excluded. It is available as a free download on giving a professional email address. For assistance on a property matter, see our real estate law page. For the practical application, landlord by landlord and tenant by tenant, see our article on what the Act of 26 May 2026 changes for the landlord and the tenant.
Frequently asked questions
Can a tenant switch to monthly rent on a lease signed before the reform?
Yes. Article L. 145-32-1 of the Commercial Code applies to leases running at the date the Act was promulgated, under part A of paragraph II of its article 62. The tenant gives notice to the landlord and the change takes effect from the next rent payment date under the lease. The right is reserved to retail, wholesale and commercial or craft services premises, and is conditional on there being no undisputed arrears of rent or service charges. The provision is mandatory, so any clause to the contrary is deemed unwritten and silence from the landlord is not a refusal.
How much security deposit can a landlord now require?
One quarter of the rent at most, under article L. 145-40 as amended, and it cannot bear interest for the landlord. Where the building changes hands, the deposit passes automatically to the new owner while any suretyship or first demand guarantee lapses and must be released within six months. Whether the cap applies to each security separately or to all of them together, where several coexist, is not settled by the text.
Is a collar clause limiting rent indexation valid?
It is, under article L. 145-38-1, on two conditions: it must operate symmetrically upwards and downwards, and the rent must be indexed to the ILC or the ILAT. A clause that caps increases without a matching floor on decreases is asymmetrical and falls in its entirety, with the risk of being recharacterised as a prohibited sliding scale clause.
Has the forfeiture clause for unpaid rent been abolished?
No. It survives, but article L. 145-41 as amended makes it taking effect conditional on the tenant showing that he can settle the arrears and on his resuming payment of the current rent before the first hearing. Both sides therefore have to address the tenant solvency from the moment the formal notice is served, rather than at the hearing.
Does the right of first refusal cover offices and warehouses?
No. Article L. 145-46-1 now contains a statutory definition of the commercial or craft premises concerned, which expressly excludes premises used exclusively as offices and warehouses. The clarification applies to proposed sales notified on or after 28 May 2026.