French insolvency law has undergone its most significant structural revision in over a decade. Reforms to the Code de commerce (French Commercial Code) – enacted to implement the EU Restructuring Directive – reshaped the balance between debtor protection and creditor recovery. International businesses with French subsidiaries, trade receivables, or secured positions in France need to act before these changes erode their standing.
The 2025 insolvency law amendments in France introduce revised creditor voting thresholds, restructured classes in formal insolvency proceedings, and new timelines for proof of debt (declaration of claim) submission. The changes affect all commercial entities registered in France, including those operating as a société à responsabilité limitée (SARL) or société par actions simplifiée (SAS). Creditors who miss the updated declaration windows risk automatic exclusion from any distribution.
This alert covers what changed, which entities are affected, the critical compliance deadlines, and the immediate steps every international creditor should take now.
What changed and when it took effect
The reform entered into force on 1 January 2025. It restructured the insolvency proceedings regime across three main procedures: sauvegarde (safeguard), redressement judiciaire (judicial reorganisation), and liquidation judiciaire (judicial liquidation).
The most significant changes for creditors are as follows.
Revised creditor classes. French commercial insolvency legislation now mandates that creditors be divided into formally defined classes for voting on any restructuring plan. Secured creditors, unsecured creditors, and equity holders are treated in separate classes. A cross-class cram-down mechanism – drawn directly from the EU Restructuring Directive – allows the court to confirm a plan even when one or more classes vote against it, provided specified conditions are met.
New proof of debt deadlines. The window for submitting a proof of debt to the administrateur judiciaire (judicial administrator) or the liquidateur (liquidator) has been standardised. Creditors domiciled in France must file within two months of the publication of the opening judgment in the Bodacc (official commercial gazette). Foreign creditors receive an extended period of four months. Missing either deadline extinguishes the right to participate in distributions.
Administrator and liquidator powers. The judicial administrator now holds broader authority to impose short-term operational restrictions on the debtor during the observation period. The liquidator's powers to challenge pre-insolvency transactions – including preferential payments – have been extended in scope. The Cour de cassation (France's Supreme Court for private law) had already signalled a tighter approach to transaction avoidance in earlier rulings; the amendments codify and extend that direction.
Creditors' meeting procedures. The reforms require that creditors' meeting notices be sent with a minimum lead time of fifteen days. Remote participation is now expressly permitted under insolvency legislation, removing a practical barrier for foreign creditors.
For a detailed analysis of your restructuring options under the revised French regime, the Ferraz & Whitmore team is available at info@ferrazwhitmore.com.
Who is affected and which thresholds apply
The reforms apply to all commercial entities subject to French insolvency legislation. This includes companies incorporated in France – regardless of whether the ultimate parent is foreign – as well as foreign entities with a registered place of business or significant assets in France.
By entity type. Both the SARL and the SAS are fully within scope. Partnerships, sole traders registered under a commercial form, and civil companies carrying on commercial activities are equally covered. There is no minimum turnover or headcount threshold for the new creditor class and voting rules to apply.
By creditor category. The new class structure affects:
- Secured lenders holding French law security over assets or receivables
- Unsecured trade creditors with outstanding invoices or contract claims
- Bondholders and noteholders in structured finance arrangements
- Intragroup creditors where the French entity owes amounts to affiliates
- Foreign creditors who supplied goods or services to a French debtor
The cross-class cram-down risk. Any creditor in a dissenting class should note that the court may now confirm a plan over its objection. The conditions – including the "best interest of creditors" test and the requirement that dissenting classes receive at least as much as they would in liquidation – must be scrutinised carefully. Relying on a blocking position in a single class is no longer a reliable defence strategy.
Intragroup and cross-border matters. Where a French operating company is part of a group with entities in other jurisdictions. The interaction between French insolvency proceedings and parallel procedures in other EU member states is governed by the EU Insolvency Regulation. The centre of main interests analysis remains critical. A French huissier de justice (enforcement officer) may be engaged to serve notices or execute enforcement steps that intersect with French insolvency proceedings. understanding where that process fits within the new regime matters for timing.
International companies with exposure to French debtors or corporate disputes connected to insolvency proceedings should also review our analysis of corporate disputes in France, where restructuring and shareholder conflict frequently intersect.
Immediate actions for international companies
The combination of tighter deadlines, new voting mechanics, and extended avoidance powers creates concrete risks for any creditor that does not act promptly. The following steps are prioritised by urgency.
1. Audit your French debtor exposure now. Identify all French counterparties in financial difficulty or subject to ongoing insolvency proceedings. Check the Bodacc for opening judgments. Each opening judgment starts the clock for proof of debt submission. Missing the four-month window for foreign creditors is fatal to your claim.
2. Review security and contract documentation. Assess whether your security interests – pledges, assignments, retention of title clauses – are properly perfected under French law. Imperfect security may result in reclassification to the unsecured creditor class, significantly reducing recovery prospects under a restructuring plan.
3. Engage with the administrator or liquidator early. Once appointed, the judicial administrator or liquidator controls access to information and the process timeline. Early engagement – submitting your proof of debt promptly, attending the creditors' meeting, and submitting observations on the draft restructuring plan – is the most direct way to protect your position.
4. Assess the cross-class cram-down exposure. If you hold a position in one creditor class, model what you would receive in a liquidation scenario. That figure sets the floor below which a court should not confirm a plan over your objection. If the proposed plan offers less, you have grounds to challenge confirmation before the competent commercial court.
5. Coordinate cross-border strategy. Where a French proceeding interacts with proceedings in Portugal, the UK, or another jurisdiction, appoint co-counsel in each jurisdiction without delay. The EU Insolvency Regulation governs recognition and coordination across EU member states; post-Brexit, UK proceedings require separate analysis. For the Portuguese dimension, our alert on insolvency amendments in Portugal sets out the parallel changes under Portuguese insolvency law.
Our full insolvency and restructuring service for France is described at insolvency and restructuring in France, where you can also find guidance on sauvegarde procedures and creditor representation.
About Ferraz & Whitmore
Ferraz & Whitmore is an international law firm based in Lisbon, advising business clients across 46 jurisdictions. Our insolvency and restructuring practice covers creditor representation, restructuring plan negotiations, and cross-border enforcement across both civil law and common law systems. Engaging a lawyer in France with cross-border experience matters when new legislation shifts the balance of creditor rights. As an international law firm in France and across the EU, we advise secured lenders, trade creditors, and intragroup counterparties on protecting their positions in French insolvency proceedings. Our attorneys have experience before French commercial courts, as well as in parallel proceedings under EU insolvency regulation mechanisms. The firm's Lisbon base provides direct access to Portuguese and EU regulatory regimes, while our common law expertise supports enforcement strategies in English-speaking jurisdictions. To discuss how the 2025 amendments affect your exposure, contact us at info@ferrazwhitmore.com.
Disclaimer: This publication is provided for informational purposes only and does not constitute legal advice. The information herein should not be relied upon as a substitute for professional legal counsel tailored to your specific circumstances. Ferraz & Whitmore assumes no liability for actions taken or not taken based on the contents of this material. For advice regarding your particular situation, please contact info@ferrazwhitmore.com.