A company occupying more square metres than it uses naturally thinks about subletting the spare surface. The move is common, but it cannot be improvised: under a French commercial lease, subletting is prohibited by default, and a poorly framed deal can cost the tenant their lease renewal right. Here are the applicable rules and the steps to follow.
Subletting offices is prohibited by default
Article L145-31 of the French Commercial Code sets the principle: any full or partial subletting is prohibited, unless the lease states otherwise or the landlord consents. Silence in the lease therefore means prohibition, not permission.
The rule often comes as a surprise, because it is the opposite of what applies to civil leases, where subletting is free unless a clause forbids it. In commercial matters, the burden reverses: the tenant must show they are entitled to sublet.
The first step is therefore to re-read the lease. Three situations arise. The lease expressly allows subletting, and the deal is possible within the limits it sets. The lease forbids it, and written landlord consent is required, which the owner is never obliged to give. The lease is silent, and the prohibition applies, which brings the tenant back to the previous case.
The two conditions to meet before subletting
Obtaining the landlord’s consent is not enough. Two separate formalities apply together, and forgetting the second weakens the deal as much as missing the first.
The landlord’s consent comes first. It can appear in the original lease, as a clause allowing subletting, or be given later in a specific written document. Verbal consent exists legally but is impossible to prove in a dispute: writing is essential in practice.
The landlord’s involvement in the deed comes next. The tenant must invite the owner to take part in the subletting deed, serving notice by court commissioner or registered letter with acknowledgement of receipt. The landlord then has 15 days to state whether they intend to join the deed. If they do not answer within that period, consent is deemed given and the sublet can be signed without them.
That fifteen-day deadline is short, which works in the tenant’s favour: it prevents the owner’s silence from blocking the deal indefinitely.
What the subletting contract must contain
The subletting contract is a standalone agreement, separate from the head lease, but its clauses cannot contradict it. A tenant cannot grant a subtenant more rights than they hold themselves.
| Clause | What it must specify |
|---|---|
| Identification of the parties | Head tenant, subtenant, legal form, company registration number |
| Description of the premises | Exact surface, floor, location, desks covered, access to common areas |
| Term | Start and end dates, never beyond the end of the head lease |
| Rent and charges | Amount, frequency, split of service charges, taxes and utilities |
| Permitted use | Authorised activity, compatible with the use set in the head lease |
| Insurance | Subtenant’s insurance obligation, certificate to be provided |
| Termination | Notice period, early exit conditions, effect of the head lease ending |
| Annexes | Copy of the head lease, condition report, written landlord consent |
The most frequently overlooked point concerns what happens when the head lease ends. The sublet disappears with it: if the head lease is terminated, the subtenant loses their occupation title even if their own contract has not expired. That dependency should be stated explicitly, to avoid any nasty surprise.
Drafting is best entrusted to a lawyer or a specialist legal adviser. This article describes the applicable framework, it does not replace legal advice tailored to a specific situation.
Renewal rights, the main point to watch
This is the heaviest issue in the whole operation, and the one companies most often miss when they sublet.
With partial subletting, the subtenant can claim renewal of their lease directly from the landlord, provided they meet the legal conditions of the commercial lease statute: registration with the trade and companies register, and actual operation of a business on the sublet premises. The head tenant keeps their own renewal right.
With full subletting, the situation changes radically. The head tenant loses their renewal right, since they no longer operate on the premises themselves. Only the subtenant can then exercise it with the landlord. A company subletting all of its offices without measuring that consequence can lose a lease it has held for fifteen years.
When the sublet rent exceeds the head rent
The law also frames the economics of the deal. Where the sublet rent is higher than the head lease rent, the landlord may claim from the head tenant a rent increase equal to the difference.
That rule hollows out the idea of profitable subletting. A tenant who negotiated a favourable rent ten years ago cannot durably capture the gap with today’s market: the owner is entitled to recover it.
Subletting therefore belongs to a cost-reduction logic, not a revenue-generating one. It lightens a bill that has become disproportionate to actual headcount, which remains a legitimate and frequent objective after a reorganisation or a shift to hybrid work.
The risks of irregular subletting
A sublet agreed without meeting the legal conditions cannot be enforced against the landlord: legally, it does not exist as far as they are concerned. It also breaches the lease obligations.
The consequences stack up for the head tenant. The landlord may seek judicial termination of the lease. They may also refuse renewal without paying eviction compensation, even though that compensation often represents several years of rent for an established company.
The subtenant fares no better. Holding no title enforceable against the owner, they may be forced to leave with no recourse against the landlord, their only option being a claim against the head tenant.
Alternatives to subletting
Depending on the need, three structures achieve a comparable result without the constraints of the commercial lease.
| Solution | Term | Legal framework | Landlord authorisation |
|---|---|---|---|
| Subletting | Limited by the head lease | Articles L145-31 and L145-32 of the Commercial Code | Required, plus involvement in the deed |
| Derogatory lease | 3 years maximum | Outside the commercial lease statute | Not applicable, direct contract with the owner |
| Precarious occupancy agreement | Variable, justified by specific circumstances | Outside the commercial lease statute | Not applicable, direct contract |
| Serviced office | Monthly to yearly | Service agreement | Not applicable, no lease |
The derogatory lease suits short occupation, within a three-year cap, and is signed directly with the owner of the premises. It grants no renewal right, which is precisely its appeal for the landlord.
The precarious occupancy agreement answers a temporary need justified by objective circumstances, such as a building awaiting demolition or sale. It cannot be used to artificially bypass the commercial lease statute.
The serviced office follows a different logic. The company signs a service agreement covering an equipped space and services, not a lease. There is therefore no sublet to authorise, no renewal right to preserve and no landlord involvement to organise. That contractual flexibility explains its take-up among organisations whose headcount shifts from year to year. Price and commitment differences between operators are detailed in the ranking of office rental operators in Paris .
The five steps to follow
- Re-read the head lease and find the subletting clause. Without one, the prohibition applies.
- Request written landlord consent, stating the surface involved, the intended term and the identity of the prospective subtenant.
- Invite the landlord to join the deed by court commissioner or registered letter, then wait out the fifteen-day period.
- Have the subletting contract drafted by a professional, attaching the head lease and the consent obtained.
- Check insurance and the condition report before the subtenant moves in, and keep all written records for the whole term.
A company subletting to cut a bill that has grown too heavy should compare the operation with a move to a right-sized space. Between the time spent framing the sublet legally, the risk to renewal rights and the possible rent increase, the economic gap is often narrower than expected. Paris market benchmarks appear in the article on coworking prices in Paris , and the rules on registered office addresses in the guide to company registered address in Paris .
Sources: articles L145-31 and L145-32 of the French Commercial Code, and the Sous-location du bail commercial factsheet published by Service-Public Entreprendre. Law as at 22 September 2026. This article sets out a general framework and does not constitute legal advice.
