Donation of the business to a family member
Verified 21 February 2026 - Entreprendre Service Public / (Prime Minister)
It is possible to transfer your business to a family member without asking for financial compensation. The donation is subject to the fulfillment of several formalities with a view to ensuring the protection of the donor, the donee and creditors company.
Step-by-step approach
During his lifetime, the head of company can pass on his business in several ways:
- Simple Donation : in the presence of a single child, this act makes it possible to transfer ownership of the business to an heir without financial consideration.
- Donation-sharing : the head of company distributes his assets among the members of the family (spouse, ascending, descendant).
One receives ownership of the fund and the others receive donations of property and donations of money. If the goodwill constitutes the majority of the estate, it is up to the beneficiary of the gift to compensate the other heirs by the payment of a sum of money, called squirrel.
Moreover, the Head of company may decide to give only the bare-property of its funds and to keep theusufruct. On the death of the donor, the usufruct ceases and the donee becomes full owner without having any additional right to pay.
The transfer of the business entails the transfer of all the elements that constitute the fund. Nevertheless, certain elements of the company are excluded from this transfer.
Assigned Items
The donation of the business involves the transfer of the following:
- Customers
- Ensign and trade name
- Right to lease : the right to take over from the holder of a commercial lease, to occupy the premises and to benefit from a right to renewal of the lease.
- Employment, insurance and publishing contracts
- Property rights literary, artistic and industrial (patents, software, trademarks, domain names)
- Licenses or administrative authorizations : for regulated businesses, e.g. pharmacies or beverage outlets.
- Furniture
- Hardware and tooling : the assets necessary for the operation of the fund (machinery, computers, offices).
Please note
It is advisable to determine precisely which are the goods included in the transfer to avoid possible disputes. For example, the inventory of goods it is not included in the value of the goodwill, it is valued separately.
The donation of a business can also include the transfer of digital elements of the fund, crucial for the continuity of the company:
- Domain name and linked business email addresses
- Website
- Accommodation contract
- Google my business (GMB)
- Client File and audience analytics services (e.g. Google Analytics)
- Accounts on social networks Facebook, Twitter, Instagram, LinkedIn
- Account on a marketplace or a booking tool (ex: Amazon, Cdiscount, Booking, Tripadvisor...))
These digital elements allow the buyer toaccelerate its implementation local and on the internet.
Please note
The donor may call on a FranceNum activator (digital expert) to be accompanied during the sale of its digital assets.
Items excluded from disposal
On the other hand, the transfer of the business does not include the following:
- Claims and debts : the obligations to repay loans and operating debts are not transferred, they remain the responsibility of the assignor.
- Building : the premises in which the fund is operated.
- Miscellaneous contracts : supplier contract, for example, with the exception of lease, labor and insurance contracts that are automatically transmitted.
- Trade books and accounting documents : these documents are not transmitted, they must only remain at the disposal of the purchaser for 3 years.
Please note
The transferor may provide with the purchaser that the transfer of the business also includes the transfer of these other items, including debts and premises (if the transferor owns them).
The drafting of a deed of assignment is mandatory. It shall include the following:
- Intangible and tangible assets transferred : customers, sign, trade name, lease right, patent, equipment, tools, stock, etc.
- Identity of the parties : surname and forenames, date and place of birth, address of domicile
- Date and nature of the act : authentic act or private act
- Origin of the business transferred : the identity of the predecessor, the date on which the transferor acquired the company itself and at what price to record any capital gain
- and operating income : over the last 3 fiscal years preceding the disposal
- Statement of pledges against the fund : these are the pledges which have been granted to creditors the company over the 10 years preceding the date of sale. If the company is not subject to any pledge, the instrument must also mention it.
- Commercial Lease Terms : date and duration of conclusion of the lease, amount of rent, conditions for renewal, identity and address of the lessor
- Spouse's consent : if the transferor is married under the community regime
Since July 21, 2019, the disclosure of information on the origin of the company, the status of pledges and the results of the last 3 fiscal years is no longer mandatory. Nevertheless, the mention of all this information allows the deed of assignment to be concluded in full transparency between the parties.
Buildings or parts of buildings for tertiary use d'at least 1 000 m² must achieve targets for reducing energy consumption by 2030, 2040 and 2050.
In the event of a transfer, the assessment of compliance with this obligation must be annexed to the deed of assignment for information, on the basis of the latest annual digital attestation generated by OPERAT.
The deed of transfer must be filed with the Land Advertising and Registration Service (SPFE) without waiting if it is a deed under private signature or, in a delay of 1 month following the signature of the sale, if it is a authentic act.
You must submit the following to the check-in service, either on site or by mail:
- Deed of sale of the business in 2 copies
- Business Transfer Declaration Form in 3 copies
- Form for reporting the condition of equipment and goods transferred in 3 copies
- Settlement of registration fees (in cash up to €300by check or bank transfer)
Declaration of transfer of goodwill or customers
Declaration of transfer of goodwill or customers: status of equipment and new goods transferred
When a donation is made, the tax authority collects a tax called donation right.
This right of donation is in principle to be paid by the beneficiary of the donation. However, the deed of assignment may provide that the payment of the tax is to be borne by the donor. In this case, the amount of the fee is not considered as a donation supplement.
To calculate this tax, the registration department proceeds as follows:
- It takes into account value of donation.
- He then deducts from this first value the amount of any abatements.
- He finally applies a tax schedule (a percentage) to the value found.
The amount of the allowance and the tax rate vary depending on the relationship between the donor and the recipient of the donation (the donee).
Example :
A head of company transmits to his son a business worth €320,000, that's the value of the donation.
A donation to one of his children has 2 consequences :
- An abatement of €100,000 applies, i.e. 320 000 - 100 000 = €220,000.
- The scale of taxation shall be 20%.
Thus, the amount of the gift right amounts to 20% from €220,000, or €44,000 of right.
The Head of company may decide to give only the bare-property of its business and to maintain itsusufruct.
In this case, the tax authority collects a donation fee calculated only on the value of the bare property. This value changes as a function of the age of the head of company at the time of transmission of bare ownership.
In concrete terms, the younger the head of company is when he transfers bare ownership of his land, the lower the value of bare ownership (and the right of donation that follows) will be.
AGE of the Head of company | VALUE of the usufruct | VALUE of bare ownership |
|---|---|---|
Less than: | ||
21 years of age | 90% | 10% |
31 years of age | 80% | 20% |
41 years of age | 70% | 30% |
51 years of age | 60% | 40% |
61 years of age | 50% | 50% |
71 years of age | 40% | 60% |
81 years of age | 30% | 70% |
91 years of age | 20% | 80% |
Over 91 years of age | 10% | 90% |
On the death of the donor, the usufruct ceases and the donee becomes full owner without having any additional entitlement to pay.
The use of donation with usufruct reserve therefore makes it possible to reduce very substantially the cost of a transmission.
Moreover, 2 specific reductions may also be applicable in the case of a company transmission.
Dutreil Pact
The transmission of company is facilitated by the Dutreil device which entitles to a partial exemption the right of donation, up to 75% of the value of the company.
In other words, only a quarter (25%) of the value of the company will be taken into account to calculate the amount of the gift right.
A Dutreil Pact may be concluded when the 4 cumulative conditions the following are combined:
- The donor held the company for at least 2 years. No time limit shall be imposed if he has set up the transmitted company or if he has acquired it himself free of charge.
- Each beneficiary of the donation undertakes to keep the company and the assets allocated to it for 6 years.
- One of the beneficiaries must undertake to carry on the company's activity for 3 years from the time of transmission. This activity must be carried out on a regular and principal basis.
- The company's main activity is commercial, artisanal, industrial, agricultural or liberal, excluding any activity to manage its own movable or immovable assets (e.g. SCI).
Early transmission
If the donor is under 70 at the time of transmission, a reduction of 50% shall apply to the amount of the donation right. To benefit from this mechanism, the transfer must comply with the same conditions as those set out for the Dutreil Pact (nature of the activity, duration of ownership, continuation of the activity, etc.).
FYI
The device of the anticipated transmission is cumulative with the benefits of the Dutreil Pact and any related allowances.
When transmitting his business, the head of company must comply with advertising formalities mandatory. These allow the transfer to be made enforceable against third parties.
Publication in Bodacc or in a legal advertising medium
The transferor has the choice between 2 means of publication :
- Either publication in Bodacc
- Either publication in a legal advertising medium
Publication in Bodacc
The transferor shall have a period of1 month from the transfer of his company to publish a notice to Official bulletin of civil and commercial announcements (Bodacc).
To publish his opinion, he must address (on site or by post) to registry of the commercial court on which depends the seat of his company. The Registry will transmit the opinion directly for publication on the dedicated website bodacc.fr.
The notice must include the following entries :
- Birth name, usage name, first names and, where applicable, business name of the transferor and the transferee (the purchaser)
- Professional activity and APE code
- Address of the principal establishment or, in the absence of such establishment, the address of the dwelling-place where the transferred company is fixed
- Siren Number
In addition, the notice must be accompanied by a descriptive statement of the professional assets transferred, i.e.:
- Overall value of theactive
- List of collateral of which the company benefits and the amounts of the claims secured by such collateral
- Total value of liabilities
- List of professional assets subject to a security right and, for each of the assets concerned, the nature of the security right and the amount of the secured claim.
The descriptive state is established by taking into account the last closed accounting year updated at the date of transfer, or, for individual contractors not subject to accounting obligations, at the date resulting from the agreement of the parties.
Publication in a legal advertising medium
The transferor shall have a period of1 month from the transfer of the company to publish a review in a support for legal announcements authorized in the department in which the professional activity is carried out.
Once the publication is completed, a certificate of publication the notice of amendment shall be issued.
Opposition by creditors
The creditors of the company have a period of1 month from the time of advertising for oppose the transfer of professional heritage.
Creditors shall indicate by registered letter with acknowledgement of receipt or by extrajudicial act transmitted to the purchaser's domicile, the amount and causes of the claim.
The judge examines the merits of the claim and orders, if necessary, the repayment of the debt. In this case, the assignor is committed to all its movable and immovable property present and future (with the exception of its principal residence).
By contrast, the opposition does not prevent the universal transfer of assets which takes place at the expiry of the opposition period.
The transfer of the individual business or its fund is analyzed as a cessation of activity. This must be declared, on the website of the company formalities window, within 45 days from the publication of the assignment in the medium of legal announcements.
From a tax point of view, this cessation carries theimmediate taxation of profits since the end of the last financial year and the TVA payment.
Declaration of result
In order to establish taxation, the assignor must realize a declaration of result. The approach to be taken differs under the income tax system to which the company is subject.
BIC company
The transferor must realize a declaration of result no. 2031 in the 60 days from the publication of the assignment in a support for legal announcements.
BNC company
The transferor must realize a declaration of result no. 2035 in the 60 days from the publication of the assignment in a support for legal announcements.
Non-Commercial Profit Reporting (BNC) - Controlled Reporting Regime
Company on IS
The transferor must realize a declaration of result no. 2065 in the 60 days from the publication of the assignment in a support for legal announcements.
(TVA)
If the transferor is liable to the TVA, it shall declare and pay the TVA on all transactions that have not yet been reported at the date of disposal.
He shall have the following time limit for making his declaration:
- If it falls under the simplified real regime from TVA: time to 60 days from the publication of the assignment in a legal advertising medium.
- If it falls under the normal real speed from TVA: time to 30 days from the publication of the assignment in a legal advertising medium.
The regime TVA real simplified shall apply to a company from 1er January of a year N where it complies with TVA’s turnover and amount thresholds:
Threshold for duty-free turnover
- Its turnover excluding taxes in N-1 must be between:
- €85,000 and €945,000 for business, catering and housing supply activities (except furnished rentals):
- €37,500 and €286,000 for other service provision activities (including furnished rentals):
- Its turnover excluding tax realized in N shall not exceed increased thresholds following:
- For business, catering and housing supply activities (except furnished rentals): €1 040 000
- For other service delivery activities (including furnished rentals): €323,000
FYI
These thresholds are valid for 2026 (year N).
Threshold on the amount of TVA due
The amount of TVA due for the year N-1 must be less than €15,000
Consequences in the event of exceedance
- If the normal turnover threshold for the activity carried out is exceeded, or the TVA threshold due (€15,000): the company switches to the TVA normal real speed from 1er January of the year following the year of the exceedance.
- If one of the thresholds is exceeded increased of turnover, the company shifts into the TVA normal real speed in a retroactive, that is to say that this regime will apply from 1er January of the year in which the overrun occurred. The company must then subscribe to a declaration (3) summarizing all transactions carried out over the entire month (or quarter). This declaration must be made the month following the month (or quarter) of the overrun.
Warning
However, this operation is exempt from TVA if the sale covers all the items of the business and the purchaser is itself liable to the TVA. The exemption then covers all goods and services transferred on the occasion of the transfer of the fund.
Reporting arrangements
The statement of outcome or TVA shall be made in a manner that dematerialized (sending paper forms is no longer possible):
- Either by a manual online entry form (EFI mode). The company completes it itself, connecting:
On his professional space impots.gouv.fr:
Online tax account for professionals (EFI mode)
Or on his account Portailpro.gouv. :
Business account portailpro.gouv
- Either by going through a software of special exchange (EDI mode). In this case, the company or more generally its representative (for example a public accountant) enters all the information required and then transmits it to the administration.
These two methods of remote reporting are further detailed on the page "How to submit business tax returns: EDI or EFI? »
Please note
The tax authorities grant an additional period of 15 calendar days to carry out this teleprocedure.
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Donation-sharing
Immediate taxation of profits
Value of bare-property
Payment of the donation fee
Dutreil Pact
Early transmission