In a ruling handed down on 18 December 2024 (Appeal no. 23-20.785), the First Civil Chamber of the Cour de cassation dismissed the appeal lodged by a lawyer challenging the professional nature of a current account opened in his name. This decision clarifies the interpretation of the rules applicable to current account agreements in a professional context.
The facts: a disputed account and cash facilities
In 1998, Mr [T], a lawyer, opened a current account entitled ‘professions libérales’ (a non commercial independant professionnal) with Crédit du Nord. The bank subsequently granted him two cash facilities in 2004 and 2007 in two documents entitled ‘amendment to the account agreement’.
In 2016, after several payment reminders, the bank cancelled the overdraft and summoned Mr [T] to repay the debt. The lawyer disputed that the account had been used for professional purposes since 2002, when he had formed a partnership with other lawyers in a société civile professionnelle (SCP). He argued that the account had lost its professional nature and was therefore subject to consumer credit rules.
The legal issue: can the purpose of a current account change?
The Court had to answer two main questions:
- Can the business purpose of a current account be changed depending on how the account is actually used?
- Can the rules on consumer credit be applied in such a case, despite the initial name of the account?
The decision: the initial purpose prevails
The Court of Cassation confirmed that the business purpose of a current account is assessed at the date of the agreement to open the account, and not on the basis of subsequent actual use. It ruled that ‘ the business purpose of a current account […] is irrelevant to the subsequent conditions under which the holder uses it, provided that the parties have not changed the contractual purpose ’.
‘ In accordance with article L. 311-3 of the French Consumer Code, as amended by law no. 93-949 of 27 July 1993, loans, contracts and credit transactions intended to finance the needs of a professional activity are excluded from the scope of the Consumer Code.
Furthermore, the provisions governing consumer credit do not apply to business current account agreements or to cash facilities expressly attached thereto by endorsement. The business purpose of a current account is assessed at the date of the agreement to open it, regardless of the subsequent conditions under which the holder uses it, provided that the parties have not changed the contractual purpose’.
The Court also emphasised that the cash facilities granted by the bank were expressly attached to the business account and made no reference to the provisions of the Consumer Code.
Finally, the Court rejected the argument that the lawyer’s transfer to an SCP had changed the nature of the account, stating that ‘there is no public policy prohibiting a lawyer from keeping a professional account in this situation’.
Implications: clarification for professionals and banks
This ruling has important implications for professionals and banks:
- Primacy of the initial agreement: Once the business purpose of an account has been contractually established, it cannot be called into question by changes in use not provided for by the parties.
- Legal certainty for banks: Banks can rely on the initial contractual stipulations to challenge the application of consumer credit rules, unless the agreement is explicitly amended.
- Liability of professionals: Professional account holders must ensure that their accounts and facilities are adapted to their current situation to avoid such disputes.
A decision that is part of a coherent body of case law
This ruling is in line with previous case law, in particular decisions excluding the application of consumer credit rules to business current accounts and cash facilities (C. Cass. 1ère Chambre civile 14 Oct. 2015 n°14-21.894).
By clarifying the limits of arguments based on the actual use of accounts, the Cour de cassation reinforces the stability of banking agreements entered into in a professional context. In practice, this position means that complex situations can be avoided where business accounts are converted over time into accounts subject to the provisions of the Consumer Code. This clarification should make it possible to avoid numerous disputes on such arguments.
By Olivier Vibert, attorney, Paris
French Law . BLOG 