Gage des stocks entreprises : formalité d'inscription
The Procedures guide allows entrepreneurs and decision-makers to have a reliable, precise and up to date overview of legal procedures and measures concerning commercial formalities to be undertaken. It is broken down into 6 sections in which you can find information and documentation required for formalities with Registry Offices at the Commercial Courts.
Pledged stocks is a pledge without repossession subject to the specific rules: Article 2354 of the Civil Code states that common law pledge rules do not prevent application of the special rules anticipated for trade or in favour of loan establishments for authorised pledges.
With respect to the debt and the creditor: pledged stocks guarantees a credit consented to by the credit establishment.
With respect to settlors: the settlor is a private law legal entity or an individual benefiting from a credit in the exercise of its professional activity.
With respect to property: it can be pledged, with the exception of property subject to a title retention clause, inventories of raw materials and of their supply, intermediary products, residual and finished products as well as merchandise belonging to the debtor and estimated in nature and valuation as of the date of the last inventory.
Form: pledged stocks is established by an instrument under private seal or certified instrument which must consist of, upon penalty of nullification, the references of Article L. 527-1 of the Commercial Code:
1° entitled "pledged stocks instrument";
2° designation of the parties;
3° reference that the instrument is subject to the provisions of Articles 527-1 through L. 527-11 of the Commercial Code;
4° the name of the insurer guaranteeing against fire or destruction;
5° the name of the guaranteed debt;
6° a description allowing for identification of present or future pledged property, in nature, quality, quantity and valuation as well as reference to the location of their maintenance;
7° duration of the agreement.
Pledged stocks is only effective if it is registered on a public register maintained by the clerk of the commercial court in the jurisdiction in which the debtor has its headquarters or domicile (Article L. 527-4 of the Commercial Code).
In order to register its pledge, the creditor files or addresses to the clerk of the commercial court of the jurisdiction in which its headquarters or domicile is located an original of the instrument establishing the pledge or a certified copy. The registration is undertaken, under penalty of nullification of the pledge, within fifteen days from creation of the establishing instrument (Article L. 527-4 of the Commercial Code).
Two copies of the registration form are attached to the instrument.
Consequences of publication with respect to creditors
The relative ranking of pledging creditors is determined based on the date of their registration, with creditors registering the same day ranked rateably.
The inventory constitutes, until full reimbursement of the advanced funds, guaranteed for the establishment of credit.
Secured status passes in full application of law of the alienated inventory to substituted persons.
The creditor may always at its own cost confirm the state of the pledged inventory. However, the parties can agree that a portion of the involved inventory diminishes in proportion to the relief to the creditor.
In the event of non-payment of any debt due, the creditor can pursue the enforcement of his pledge under the conditions anticipated by Articles 2346 and 2347 of the Civil Code (judicial decision ordering sale or award).
Consequences of publication with respect to settlors
The debtor is responsible for the preservation of the inventory in terms of quantity and quality.
It proves that the inventory is insured against risks of fire and destruction.
It keeps at the disposition of the creditor the state of the involved inventory as well as an accounting of all operations concerning it.
It undertakes not to diminish the value of the inventory: when the state of the inventory appears to diminish by 20% of its value as referenced in the establishing instrument, the creditor may give formal notice to the debtor, either by restoration of the guarantee, or by reimbursement of a portion of the loaned funds in proportion to the stated diminution. Otherwise the creditor can require full reimbursement of its loan.
Registrations normally made take effect as of their date. Registration preserves the pledge for five years from its date. It effects ceases if the registration is not renewed before the expiration of this period. In such event, the court clerk automatically proceeds with removal of the registration.
The request for a modifying registration is made to the clerk of the commercial court with respect to which the security is registered, notwithstanding change of headquarters or of domicile of the settlor. The modifying registration form is established by the requester in two copies and filed or addressed to the court clerk directly. Modifications affecting the initial information are marginally published on the existing registration.
(Prices with tax)
Payments to be made to the order of the relevant GREFFE DU TRIBUNAL DE COMMERCE.
REGISTRATION (including postal costs)
For a debt of less than 20,800 euros: 28.03 euros.
For a debt equal to or exceeding 20,800 and less than 41,600 euros: 102.91 euros.
For a debt exceeding 41,600 euros: 151.27 euros.
REFERENCE TO PRECEDENCE, SUBROGATION AND RENEWAL (including postal costs)
For a debt of less than 20,800 euros: 13.99 euros.
For a debt equal to or exceeding 20,800 euros: 31.15 euros.
MARGINAL REFERENCES (including postal costs)
For all amounts: 7.18 euros.
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