Caen Court of Appeal, 28 May 2026 (Case No. 25/01294): dismissal of the application to set aside a Pierre & Vacances commercial lease on the grounds of fraud.
The facts: an investment in a holiday residence
In 2011, Mr and Mrs [C] purchased an off-plan flat in a holiday residence located in Deauville. This property was let under a commercial lease to the company Pierre & Vacances Résidences & Resorts France on 19 April 2016 for a term expiring on 30 September 2026.
Following difficulties encountered during the health crisis and unpaid rent, the owners brought legal proceedings against the companies PV Holding and PV Exploitation France. They sought, primarily, the annulment of the commercial lease on the grounds of fraud, claiming they had been misled when the contract was concluded.
As the Lisieux Judicial Court dismissed all their claims by judgment of 28 March 2025, they lodged an appeal.
The landlords’ argument: a waiver of eviction compensation presented as misleading
Mr and Mrs [C] based their argument on a letter dated 1 September 2015 sent by Pierre & Vacances Conseil Immobilier. In this letter, the group stated that the operator would waive its right to renew the lease and to claim eviction compensation at the end of the operating period.
According to the lessors, this statement constituted a decisive factor in their consent. They argued that the companies within the Pierre & Vacances group knew that this advance waiver was legally ineffective and that they had thereby created a mistaken belief on their part regarding the economic consequences of the transaction.
They therefore invoked the existence of fraud, within the meaning of the former Article 1116 of the Civil Code, and consequently sought:
- the cancellation of the lease;
- the eviction of the operator;
- payment of occupancy compensation;
- damages;
- coverage of any tax consequences arising from the cancellation of the contract.
The defence of Pierre & Vacances
The companies PV Holding and PV Exploitation France denied any fraudulent conduct.
They argued that the right to renew the commercial lease and the right to eviction compensation were expressly set out in several contractual documents signed by the investors:
- the reservation agreement;
- the commercial lease;
- the authentic deed of purchase.
In their view, the owners could not claim to have been misled when these provisions were set out in black and white in the documents they had signed.
The court’s reasoning: absence of fraud
The Court of Appeal noted that fraud cannot be presumed and must be proven.
It first observed that the reservation agreement signed as early as 2010 clearly stated the lessor’s obligation to pay eviction compensation in the event of a refusal to renew the lease, in accordance with Article L. 145-14 of the Commercial Code.
It then noted that the commercial lease signed in April 2016 also contained a specific and detailed clause providing for the payment of eviction compensation to the tenant in the event of a refusal to renew.
Finally, the authentic deed of sale also referred to this legal mechanism, without repeating the commitment invoked by the landlords.
In the court’s view, these contractual provisions were perfectly explicit and incompatible with the existence of any deception or fraudulent concealment.
The scope of the letter of 1 September 2015 dismissed
The court acknowledges the existence of the letter relied upon by Mr and Mrs [C], but considers that it cannot take precedence over the contractual provisions subsequently signed.
It emphasised that the lease was signed more than eight months after this correspondence and that the investors had ample opportunity to familiarise themselves with the terms of the contract and the notarised deed.
The judges noted that a contracting party, even a layperson, remains obliged to read the documents they sign and that there was no evidence to suggest that Mr and Mrs [C] had been prevented from doing so or coerced into signing.
Consequently, the letter of 1 September 2015 cannot be regarded as reflecting the parties’ common intention nor as evidence of a deliberate intention to deceive the investors.
The decision
The Court of Appeal fully upholds the judgment of the court of first instance.
It dismisses the application for the annulment of the commercial lease as well as all the ancillary claims of the owners.
Mr and Mrs [C] are ordered jointly and severally:
- to pay the costs of the appeal;
- to pay €2,000 pursuant to Article 700 of the Code of Civil Procedure to the companies PV Holding and PV Exploitation France.
Lessons from the judgment
This judgment illustrates the difficulty for an investor in a tourist residence to obtain the cancellation of a commercial lease on the grounds of fraud when the contractual documents clearly and repeatedly refer to the rules governing the status of commercial leases. The court here gives priority to the content of the booking contract, the lease and the authentic deed over an isolated pre-contractual correspondence. It also reaffirms the minimum duty of care incumbent on any signatory, even a non-professional, when entering into a commercial lease that voluntarily falls under the regime governing commercial leases.
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