How to Buy a Company in French Insolvency: A Guide to Redressement Judiciaire and the Plan de Cession

French insolvency law gives a struggling company three tracks, and the acquisition opportunity looks completely different in each. If you are still choosing a market, the cross-border acquisition guide compares France with the other European regimes; this guide assumes France is the market.

Sauvegarde (safeguard) is preventive: the company files before it has stopped paying its debts and restructures under court protection with its management in place. It rarely produces a third-party sale — the point of the procedure is a repayment plan with the existing owners. Treat a sauvegarde filing as a signal, not as a target.

Redressement judiciaire (judicial reorganisation) opens once the company is in cessation des paiements — it can no longer meet its due liabilities out of its available assets. The court opens an observation period and appoints an administrateur judiciaire who, in parallel with any continuation plan, solicits offers from third parties. This is the procedure where a sale of the business — a plan de cession — is a designed outcome rather than an afterthought, and it is the one to filter for.

Liquidation judiciaire follows when recovery is judged impossible, either from the outset or after a failed redressement. A going-concern sale is still possible (cession totale ou partielle), but the liquidateur's mandate is to realise assets for creditors, so continuation offers compete harder against a sale of the assets piece by piece, and the timetable is shorter.

Every collective procedure runs through a commercial court — a tribunal de commerce, or, in the twelve jurisdictions piloting the reform since 2025, a tribunal des activités économiques. The opening judgment is published in the BODACC, the state's official bulletin of civil and commercial notices; the court clerk sends it for publication within fifteen days of the judgment.

The notice gives you the company, its SIREN number, the procedure, the date the observation period opened and the court-appointed professionals handling the file. That last item is the real entry point. There is no listing agent: the administrateur judiciaire runs the sale process, usually for several companies at once, and the buyer's problem is less finding distressed companies than finding the right one before the offer deadline the administrator has already set.

One practical gap: BODACC tells you the legal event, not what the business does. The activity code (NAF/APE) lives in the INSEE Sirene register, so a raw BODACC feed needs a second lookup before you can filter by sector. Emptera does that join for you — every French case on emptera.com/fr carries its SIREN, court and industry, so you can work through French cases by sector instead of reading notices chronologically.

A plan de cession is not a purchase agreement in the private-M&A sense. It is a written offer submitted to the administrator and judged by the court, and the Code de commerce (article L642-2) sets what it must contain:

The assets and contracts you are taking over — which assets, and which running contracts (leases, supply agreements, licences) you want assigned. Your business plan — forecasts of activity and financing, not just a price. The price and how it will be paid. The level and prospects of employment the offer preserves. Guarantees that you can perform, and any disposals of the acquired assets you foresee in the following two years.

The court retains the offer that best secures, in the words of article L642-5, the durable preservation of the jobs attached to the business and the payment of creditors, on the most serious guarantees. Price matters, but it is not the tiebreaker it would be at an auction: a lower offer that keeps more jobs with credible financing can beat a higher one.

Two eligibility points catch foreign buyers out. The company's own managers and their close relatives cannot, as a rule, bid for the business (article L642-3), which is why a credible outside buyer is valuable to the administrator. And an offer can be improved but not freely withdrawn once the deadline has passed — treat the filing as binding.

The structural advantage of buying through a plan de cession is that you acquire the business, not its liabilities. Debts incurred before the proceedings opened stay with the insolvent company and are dealt with in the creditor process; the sale price goes into that process. This is the same logic as a German asset deal out of insolvency or a Spanish unidad productiva sale.

Two things do travel with the business, and both belong in the price. Employment contracts: on the transfer of a going concern, French labour law (article L1224-1 of the Code du travail) moves the employment contracts to the buyer. The plan can authorise redundancies, and the number of jobs you commit to keeping is exactly what the court weighs — but you cannot model a French target as if nobody transfers. Loans secured on specific assets: where a lender financed an asset and holds a special security over it, the remaining instalments pass to the buyer with that asset (article L642-12). Check the security register before you price equipment or property.

The observation period in redressement judiciaire lasts up to six months, renewable once, and can exceptionally be extended further at the prosecutor's request — eighteen months at the very most. In practice the administrator sets an offer deadline well inside that ceiling, because a business losing money during the observation period is exactly the risk the procedure is there to contain. Offer windows measured in weeks are normal once a sale is being solicited.

So the work has to be done before the target appears: a financing letter or committed funds, a standard offer template covering assets, contracts, business plan and jobs, a decision-maker who can sign inside the window, and a view on the employment commitment you can actually make. The winning offer is often not the best-analysed one, but the best one that was ready to file on time.

1. Confirm the procedure and the deadline. Redressement or liquidation, and the date the administrator set for offers — both are in the court's documents and the administrator will tell you.

2. Contact the administrator named in the notice. The file moves through that person; ask for the information pack and the offer requirements.

3. Scope the perimeter in writing. Which assets, which contracts, which employees. What is outside the perimeter stays in the estate.

4. Price the two liabilities that travel. Employment contracts and any loans secured on the assets you take.

5. Prove the money. Offers without evidence of financing are discounted by the court, not just by the administrator.

6. Get a French insolvency lawyer to read the offer before it is filed. The court judges the document, not the conversation.