A legal watch consisting of a selection of judicial decisions on various topics of business law. A sentence, summarizes the subject and the court decision is visible through a link.

The authors of these choices and this summary are Mrs. Clémence Chareyre and Mr. Nathan KURTZ.

Sudden termination of established commercial relations

• Cass. com., 10 février 2021, n° 19-15.369: In the event of a takeover by a third party, only the demonstration of a common intention by the parties to continue the commercial relationship that previously existed between the company and a partner can justify taking into consideration the previous relationship when calculating the notice period in the event of termination.

https://www.courdecassation.fr/jurisprudence_2/arrets_publies_2986/chambre_commerciale_financiere_economique_3172/2021_9991/fevrier_10016/120_10_46481.html 

Extension of merger control by the European Commission

• The European Commission broadens its merger control by agreeing to consider referral requests from national authorities for transactions that do not meet national thresholds.

https://ec.europa.eu/commission/presscorner/detail/en/ip_21_1384

Health crisis and advance notice in the event of termination of commercial relations

• CA Paris, 26 mars 2021, n°20/13493: According to the Paris Court of Appeal, the Covid-19 pandemic may amount to force majeure, thus allowing a party not to give notice before terminating the contract with its business partner.

https://www.doctrine.fr/d/CA/Paris/2021/C7F0143DE1018E0FFDDD4

Covid and payment of rents by the lessee of the commercial lease

• TJ La Rochelle, 23 mars 2021, n° 20/02428: The Court of La Rochelle ruled that the closure of the businesses due to sanitary measures exempted the tenant from paying the commercial rent, in that it resulted in a loss of the rented property. 
• Revirement: CA de Paris, pôle 1, ch. 2, 18 mars 2021, n° 20/13262: The Paris Court of Appeal, hearing the case in summary proceedings, considered that, in the absence of any fault from the landlord, the rent was indeed due. 

https://www.doctrine.fr/d/CA/Paris/2021/CA91C7DF081D2EBE409AE

• Cour d'appel de Lyon, ch. 08, 31 mars 2021 - n° 20/05237: A restaurant owner tenant who is prevented from operating due to sanitary measures must continue to pay the rent due under the commercial lease. On the other hand, the request for payment of contractual penalties and interests for late payment is a matter for the court to decide.

https://www.doctrine.fr/d/CA/Lyon/2021/C1CADBF080E0940BB18F9

• Cour d'appel de Riom, ch.civile 01 - 2 mars 2021 - n° 20/01418: The lessee of a commercial lease can not be exempted from paying his Covid rents on the grounds of force majeure or failure to deliver. On the other hand, it is the responsibility of the parties to consider the need to adjust the terms of fulfilment of their respective obligations.

https://www.doctrine.fr/d/CA/Riom/2021/C6BCDCE94A60E0BF672ED

Specialized courts - practices restricting competition

• Com. 31 mars 2021, FS-P, n° 19-14.094: A general appeal relating to a claim based in the alternative on a restrictive competition practice and judged by one of the specialised courts of first instance must be brought only before the Paris Court of Appeal. 

https://www.legifrance.gouv.fr/juri/id/JURITEXT000043352192?page=1&pageSize=10&query=19-14.094&searchField=ALL&searchType=ALL&sortValue=DATE_DESC&tab_selection=juri&typePagination=DEFAULT

Renewal of the lease “under the same terms and conditions”

• Civ. 3e, 15 avr. 2021, FP-P, n° 19-24.231: The will of the parties to have their lease renewed "under the same terms and conditions" as the previous lease entails an express and precise agreement on the price of the rent. Therefore, it is not possible for the parties to make a subsequent claim to fix the rent for the renewed lease.

https://www.courdecassation.fr/jurisprudence_2/arrets_publies_2986/troisieme_chambre_civile_3171/2021_9999/avril_10105/380_15_46947.html

Acquisition of a termination clause

• Civ. 3e, 11 mars 2021, FS-P+L, n° 20-13.639:The seriousness of the breach sanctioned by a resolutory clause cannot be assessed by the judge, who is obliged to note the acquisition of the clause at the end of the one-month period following the service of the summons. 

https://www.courdecassation.fr/jurisprudence_2/arrets_publies_2986/troisieme_chambre_civile_3171/2021_9999/mars_10046/242_11_46645.html

Takeaway food activities are included in the catering and general food business

• Paris, pôle 5, ch. 3, 17 févr. 2021, n° 18/07905: The take away and internet delivery of food prepared and cooked on-site are included in the catering activity combined with the general food service activity that are allowed by the contractual purpose of the premises. 

https://www.doctrine.fr/d/CA/Paris/2021/CD841AE5E3339CC6A7DD8

Constitutionality of the eviction indemnity due by the landlord

• Cons. const. 5 mars 2021, n° 2020-887 QPC The Constitutional Council ruled in favour of the constitutionality of Article L.145-14 of the Commercial Code pertaining to the eviction indemnity payable by the landlord in the event of the non-renewal of the lease. Such a provision does not disregard either the principle of equality before the law or the owner's right to property. 

https://www.conseil-constitutionnel.fr/decision/2021/2020887QPC.htm