Cash voucher (« bon de caisse ») pursuant to French law
What is a cash voucher (“bon de caisse”) pursuant to French law?
Cash vouchers (“bons de caisse”) are non-negotiable registered securities with an undertaking by a merchant to pay on a specified date, issued in consideration of a loan. They may not, in a single issue, confer identical debt rights for the same nominal value and may not be subscribed for at more than five years from maturity.
What is the legal nature of the cash voucher (“bon de caisse”)?
Cash vouchers (“bons de caisse”) are not considered securities, but documents representing an acknowledgement of debt according to a decision of the French Supreme Court (Cour de Cassation) of March 27, 2012.
The legal regime applicable to cash vouchers (“bons de caisse”) was modernized by a French ordinance of April 28, 2016, which included them in the list of products that cannot be the object of bank or financial canvassing. This Ordinance has been applicable since October 1, 2016.
What regime applies to cash vouchers (“bons de caisse”) in France?
Cash vouchers (“bons de caisse”) are generally subscribed directly from the issuer, but it is possible to acquire them through an intermediary within the framework of participatory financing.
They may be issued by individuals, companies that have prepared their third fiscal year balance sheet and credit institutions, and their term may not exceed five years.
Cash bonds may be assigned, provided such assignment is made in writing. It is enforceable against the debtor after notification.
The Ordinance of April 28, 2016 had created "minibons" to allow the intermediation of cash vouchers on participatory financing platforms. Only French joint stock companies (“sociétés par actions”) and SARLs that have established at least three financial balance sheets can issue such bonds.
However, the Ordinance of December 22, 2021 abolished the minibond regime because it had lost its interest, since French law currently allows companies to lend money, which was until recently prohibited and reserved to bank establishments only.
French law governing the cash vouchers (“bons de caisse”):
- Monetary and Financial Code, art. L. 223-1 et seq.
Main French law decisions on cash vouchers (“bons de caisse”)
- Civ. 2e, Sept. 13, 2012, no. 11-25.786
- Com. March 27, 2012, no. 11-15.316
- Com. Dec. 14, 2004, n° 01-13.302
- Civ. 1re, Feb. 24, 1993, No. 89-20.865
- Civ. 2e, May 16, 1990, n° 88-10.987