Time Limitation / Prescription Traps in France: How Businesses Lose Valid Claims With the Passage of Time

Foreign businesses doing deals in France often assume that if an invoice is legitimate, courts will enforce it. In practice, French limitation periods (“prescription”) can kill a claim that is 100% valid on the merits—simply because the action was started too late, or started in the wrong way, or started on the wrong date.

This is not academic risk. It is a daily, operational risk that turns receivables into write-offs, weakens leverage in negotiations, and can even backfire when the debtor uses technical defenses strategically.

This article explains how prescription works for commercial debt recovery in France, the hidden traps that catch even experienced finance teams, and a practical playbook to protect your claims.

1. Why “Prescription” Matters More Than the Invoice

In France, a creditor must bring court action within a legal time limit. Once that time limit expires, the creditor can still be “right” factually and legally—yet the court will not examine the substance if the debtor raises prescription as a defense.

Prescription is not just a detail for litigators. It directly impacts:

• Cash collection strategy (when to escalate)

• Contract drafting (payment terms, evidence, dispute clauses)

• Credit control (follow-ups vs. effective interruption)

• Risk reporting (aging schedules that ignore prescription are misleading)

• Settlement leverage (a prescribed claim is a weak bargaining chip)

The biggest trap is psychological: teams keep “working the account”, sending reminders and waiting for “the next payment,” while the limitation clock quietly runs out.

2. The Core Rule: 5 Years in Most Business Cases

For most commercial claims in France, the standard limitation period is 5 years:

• Civil Code: personal/movable actions, 5 years from when the right-holder knew or should have known the facts enabling action (Civil Code art. 2224).

• Commercial Code: obligations arising “on the occasion of trade” between merchants or between merchants and non-merchants, 5 years unless a shorter special limitation applies (Commercial Code art. L.110-4).

For many foreign businesses, that seems generous. It isn’t—because of how the start date is calculated, and because many routine actions do not interrupt prescription.

3. The Start Date Trap: It’s Often Not the Invoice Date

If the invoice sets a due date, that due date matters

If the invoice states when payment is due, that due date typically determines when the claim becomes enforceable—and thus when prescription begins.

Example:

• Invoice issued: March 1

• Terms: “Net 14 days”

• Due date: March 15

• Prescription start: March 16 (after the payment term expires)

So the five-year period is not necessarily counted from the invoice date.

If you invoice late, you may have already lost time

A very common operational mistake: service providers invoice months (or even years) after delivering the service.

In that scenario, French case law has repeatedly treated prescription as running from when the services were performed, not from when the invoice was finally issued. In other words: late invoicing can silently consume your limitation period.

If your internal process allows “delayed invoicing,” your legal risk is already embedded in your billing workflow.

In some claims, the start date depends on “knowledge”

For liability actions (e.g., contractual liability, professional liability), the five-year period often runs from the day the claimant knew or should have known the facts enabling action.

This creates argument—meaning cost and uncertainty—because the debtor will try to push the start date earlier and the creditor will try to push it later.

The burden of proof can flip the case

A subtle but important point: the party invoking prescription must prove the start date they rely on (and the facts supporting it). But do not take comfort in that. If your file is sloppy—missing acceptance, delivery evidence, milestones, or clear due dates—you may lose simply because you cannot anchor the timeline confidently.

Bottom line: limitation risk is not “legal.” It is documentation + process.

4. “The Last Day” Trap: France Does Not Always Give You the Next Business Day

Many international teams assume a limitation deadline that falls on a weekend or holiday shifts to the next business day. In France, for prescription, courts have held that this extension does not apply in the same way many people expect.

Even more brutal: prescription is acquired on the last day at midnight, not the next day.

Practical result: filing “the day after” can be fatal—even if you thought you were still within time.

Rule of survival: treat the deadline as earlier than you think, not later.

5. The “Reminders Don’t Interrupt” Trap: Chasing Is Not Preserving

This is one of the most expensive misconceptions in French debt recovery:

• Reminder emails

• Formal notices (“mise en demeure”)

• Registered letters with acknowledgment of receipt

• Collection agency letters

• Payment demands

• Even a bailiff’s “commandement de payer” in some contexts

…often do not interrupt prescription.

Finance teams understandably believe that “we sent a formal notice—so time should stop.” Often, it does not.

What actually interrupts prescription is narrower and much more procedural. If your collection policy relies on letters alone, you may be working hard while the claim dies.

6. What Does Interrupt Prescription (and What Doesn’t)

Under French law, there are three major ways to interrupt prescription in practice:

A court action (“demande en justice”): Filing a claim before a competent court generally interrupts prescription—even if:

• the court later finds it lacks jurisdiction (in many situations),

• there is a procedural defect, including certain annulments.

But beware: if the action is declared inadmissible (irrecevable), it may not interrupt prescription. This can happen because of technical standing issues, defective formalities, or other admissibility barriers.

Operational lesson: do not “rush-file” a sloppy claim as a deadline hack. Deadline filings must still be admissible.

Special warning: injunctive payment procedures: Many businesses like the French “injonction de payer” (payment order) procedure because it’s simple. But case law has emphasized that even if an order is obtained, the debtor can oppose it and raise prescription. In time-critical situations, a standard action or urgent interim action may be safer, depending on the file.

If you are close to limitation, your choice of procedure matters.

Enforcement acts and protective measures: Acts of enforcement (e.g., certain seizures) and protective measures under enforcement law can interrupt prescription.

A “commandement aux fins de saisie-vente” (a formal step initiating seizure-sale) can interrupt prescription because it begins an enforcement measure. Other acts can too, depending on the instrument and context.

Debtor’s recognition of the debt: A debtor’s acknowledgment can interrupt prescription. But it must be unambiguous. Examples that can qualify:

• A clear written promise to pay

• An email confirming the principle of the debt and negotiating only the amount

• A payment plan proposal

• A partial payment accompanied by statements recognizing the balance

Even better: a signed acknowledgment or a well-drafted payment plan agreement.

Critical nuance: even after prescription has expired, a debtor can effectively waive it by recognizing the debt—meaning the creditor might recover anyway if the debtor “admits” the obligation.

7. The “Payment Allocation” Trap: Your Money Can Be Applied to Old Debts—Even Prescribed Ones

Here’s a scenario foreign companies encounter in France:

A tenant or client pays a large sum without specifying which invoices it covers. Under French rules of allocation, payment may be applied to the oldest debts, even if some are already prescribed. That sounds counterintuitive: if the debt is prescribed, why can the creditor keep the payment?

Because prescription generally prevents the creditor from forcing payment through courts; it does not erase the underlying obligation in the same way as nullity might. If the debtor pays voluntarily, they typically cannot later demand reimbursement simply because the payment was applied to a prescribed item.

This creates strategic consequences:

• Creditors may lawfully allocate payments to older items if the debtor does not specify.

• Debtors who pay without specifying may accidentally “feed” their oldest exposure.

Best practice for creditors: confirm allocation in writing immediately and keep the audit trail.

8. The “Set-off / Compensation” Trap: Your Claim May Be Neutralized Before You Sue

If your debtor is also your creditor (common in distribution, logistics, platform marketplaces, and group relationships), the debtor may invoke set-off (“compensation”) to extinguish your claim—sometimes even before prescription becomes an issue.

Key idea: if reciprocal claims exist and the conditions for set-off are met before limitation expires, your recovery action can be defeated because the debt has already been extinguished by compensation.

In modern French civil law after the reform, “legal set-off” is not something you should assume will happen automatically in all contexts; it is generally a mechanism that must be invoked to be effective. Practically, this means:

• You must anticipate it in negotiation and litigation strategy.

• You must audit reciprocal exposures before escalating to court.

• You must understand whether your counterparty will weaponize set-off defensively.

Operational lesson: litigation is not just about your invoice. It’s about the entire relationship ledger.

9. Different Limitation Periods You Must Know (Because 5 Years Is Not Always the Rule)

Actions against consumers: often 2 years

When a professional claims payment from a consumer, French consumer law can impose a 2-year limitation period for many consumer contracts (Consumer Code art. L.218-2).

Foreign businesses get caught here when:

• they sell to individual clients in France,

• they provide services to private persons (e.g., design, renovation, coaching, legal/consulting in some contexts),

• they assume “commercial = 5 years.”

The key question is often: is the customer a consumer? And was the good/service provided contractually? The case law is nuanced; but from a risk standpoint, if your customer is an individual, you should treat limitation as potentially 2 years unless counsel confirms otherwise.

Lawyers’ fees: a notorious example

French courts have treated lawyers as professionals subject to the 2-year limitation when claiming fees from private individuals. The clock often starts at the end of the lawyer’s mission.

If you are a foreign professional services provider (consultancy, creative services, niche experts) working with individuals in France, this is relevant.

After you obtain a judgment: enforcement is typically 10 years

Once you have an enforceable title (usually a final judgment), you generally have 10 years to enforce it (French enforcement procedure code, art. L.111-4).

But—and this is another trap—if the judgment includes ongoing amounts that accrue after judgment (e.g., daily penalties or continuing indemnities), the limitation for amounts accruing after the judgment can follow different logic (often returning to the 5-year rule for those future amounts).

Transport claims: often 1 year

In transport of goods, a very short limitation period (often 1 year) applies to actions arising from the transport contract (Commercial Code art. L.133-6). It can start from delivery, offer of delivery, or the date delivery should have occurred, depending on the type of loss.

If your business touches logistics—even as a shipper, consignee, freight forwarder, carrier, or subcontractor—this is high risk.

Important nuance: not every logistics-related contract is a “transport” contract. For example, “vehicle with driver” arrangements may fall outside the transport limitation regime depending on the true nature of the service.

Electronic communications services: often 1 year

Telecom and electronic communications can have 1-year prescription rules (Post and Electronic Communications Code art. L.34-2), affecting both operators and users.

Claims against the French State and public bodies: often 4 years

Claims against the French State, municipalities, and public establishments often fall under a 4-year limitation period (law of 31 December 1968). It has its own interruption rules: a written claim to the administration can interrupt.

If you supply public entities in France, do not treat them like private debtors.

10. “Act at the Last Minute” Is Not Automatically a Fault—So Don’t Expect Sympathy

Another common argument debtors try: “The creditor waited too long; that’s abusive.”

French courts have rejected that reasoning as a general rule: acting within the limitation period is not a fault unless there is an abuse of rights.

That means:

• Creditors can wait, negotiate, and sue near the end without automatically being blamed.

• Debtors cannot rely on “late action” as a defense if limitation has not expired.

But you should not read this as permission to delay. The risk is not fault—it’s missing the deadline.

11. Interruption vs. Suspension: Know the Difference

Interruption

Interruption wipes out the time already elapsed and restarts a brand-new period of the same length.

If you interrupt at year 4, you do not keep the “one year left.” You restart a full new period.

Suspension

Suspension pauses the clock temporarily, but does not erase the time already elapsed. When suspension ends, the clock resumes from where it stopped.

Suspension can occur in specific situations, including certain mediation/conciliation frameworks and procedural agreements (and some force majeure-type impediments).

Practical takeaway: interruption is usually the stronger tool for creditors. Suspension is useful, but you must prove its conditions precisely.

12. The “Mediation Negotiations” Trap: Talking Doesn’t Always Suspend

Foreign businesses often assume that once parties “enter negotiations,” limitation pauses. In France, that is not automatically true.

A mediation/conciliation process may suspend prescription, but the conditions can be strict:

• often requiring a written agreement to mediate/conciliate or a clearly established start date of the process (e.g., first meeting),

• or specific procedural frameworks (e.g., participatory procedure agreements).

If you are negotiating close to deadline, do not rely on vague emails like “let’s find a settlement.” If you want suspension, you need the right mechanism, documented properly.

13. The 20-Year Long-Stop: You Can’t Extend Forever

Even with repeated interruptions or suspensions, French law places a long-stop cap: generally, interruption/suspension cannot push limitation beyond 20 years from the birth of the right (Civil Code art. 2232).

This matters in long relationships (distribution, franchise, infrastructure, long-term services). If your finance team treats “old receivables” as evergreen because the debtor keeps “acknowledging,” you still need a long-stop lens.

14. Can You Change Limitation Periods by Contract?

Yes—sometimes. But the rules are strict:

• Parties can contractually adjust limitation periods between 1 and 10 years in certain contexts.

• Parties can also define certain interruption/suspension triggers by contract.

However:

• It is not permitted in many consumer situations.

• It is forbidden for several categories of periodic payments (rents, wages, interest, etc.) and in other protected contexts.

For B2B relationships, a well-drafted limitation clause can be a powerful risk tool, but it must be drafted carefully and aligned with mandatory rules.