A pharmacist stands surety for the 1,060,000 € loan financing her company’s purchase of a pharmacy, then for an overdraft. In the bank’s questionnaire she declares property held through an SCI (société civile immobilière, a French property-holding company), estimated at 400,000 €. The company goes into receivership and the bank calls on her. The Bordeaux Court of Appeal finds the guarantees manifestly disproportionate: the bank confused the value of the SCI’s buildings with that of the shares, which alone were in the guarantor’s estate. On 17 June 2026 the Cour de cassation (the French supreme court for civil and commercial matters) quashed that ruling: a guarantor who completed a form free of apparent anomalies cannot later argue that her situation was worse than declared, and the Court of Appeal had to examine whether the form showed such an anomaly. Behind the rule of evidence lies a valuation question: what an SCI is worth seen from the shares.
The facts
By a deed of 25 January 2010 a bank grants a pharmacy company a loan of 1,060,000 € to finance the purchase of a pharmacy business; Mrs C. stands joint and several surety up to 130,000 €. On 1 October 2012 the bank grants a 30,000 € overdraft, guaranteed by her suretyship up to 39,000 €. In the confidential questionnaire completed on 26 October 2009, before the first commitment, the guarantor declared property held through SCI Valiane, which she estimated at 400,000 €.
The company is placed in receivership; the bank sues the guarantor. The Bordeaux Court of Appeal, on 28 November 2024, holds the guarantees manifestly disproportionate and unenforceable: the bank’s method of calculation at the time of the questionnaire is questionable, and the bank “confuses the value of the buildings held by SCI Valiane with that of the shares of that company, which alone were in Mrs C.’s estate”.
The decision
The commercial chamber quashed the judgment (Cass. com., 17 June 2026, no. 25-10.990), under article L. 341-4 of the Consumer Code then applicable: a professional creditor cannot rely on a suretyship “manifestly disproportionate to the guarantor’s assets and income, unless the guarantor’s estate, at the time she is called upon, enables her to meet her obligation”.
The rule of evidence is settled: “A guarantor who has completed, at the bank’s request, an information form on her annual income and expenses and her assets, free of apparent anomalies in the information declared, cannot later argue that her financial situation was in fact less favourable than the one she declared to the creditor.” By finding disproportion “without examining, as it was asked to, whether the information forms signed by the guarantor were affected by apparent anomalies, the Court of Appeal did not give a legal basis to its decision”. Remittal to the Agen Court of Appeal.
What this changes for valuation
Buildings and shares are not the same value. An SCI holding buildings worth 400,000 € with a 250,000 € loan outstanding has net assets of 150,000 €; a member’s shares are worth her fraction of those net assets, reduced where appropriate by a discount for minority or lack of liquidity. Declaring “property of 400,000 € held through an SCI” without mentioning the loan or the fraction held is declaring the value of the buildings, not that of the shares. The Court of Appeal was right about the economics of an SCI; it was wrong about evidence, because the form, taken as it stood, contained no apparent anomaly that should have alerted the bank.
What the guarantor declares binds her. Disproportion is assessed at signature, on the assets and income declared. A form free of apparent anomalies binds the guarantor; it is for her to declare accurately. For a manager guaranteeing her company’s loan, good practice is to state, for each property company, the value of the shares held, with the reasoning: market value of the buildings, loans outstanding, fraction held, discount. A dated opinion of value attached to the form avoids the later debate.
How the value of the shares is computed. The method is that of revalued net assets: each building at its market value, with market references, less loans and other liabilities, less or plus members’ current accounts depending on which side they sit, all applied to the fraction held. Then come the discounts specific to shares, which depend on the articles, the spread of the capital and whether a market exists for those securities. The site’s guide to valuing SCI shares details these steps; the French valuation charter (Charte de l’expertise en évaluation immobilière, 6th edition, November 2025, Title II, § 8.5) covers the valuation of businesses and shares.
When the guarantor is called upon. The statute reserves the case where the guarantor’s estate, at that time, allows her to meet the obligation. Again it is the shares that count, at their value on that day, after the repayments made and the movement of the market; a valuation at two dates, signature and call, is the standard exercise in these files.
For the bank as for the guarantor. The ruling does not say the bank could count 400,000 €; it says the guarantor could not go back on a form without anomalies. A prudent bank asks for the value of the shares and the SCI’s loan; a prudent guarantor declares them. In both cases a valuer’s report separating the buildings from the securities provides a common basis.
What the valuer takes from it
- The value of SCI shares is the fraction of revalued net assets, buildings at market value less loans and liabilities, with the discounts specific to securities; it is not the value of the buildings.
- A guarantor who completed a form free of apparent anomalies cannot later argue her estate was worth less.
- Declaring the value of the shares, the SCI’s loan and the fraction held, with a dated opinion of value, protects guarantor and bank alike.
- Disproportion is assessed at signature and, for the ability to pay, on the day of the call: two valuations at two dates.
- The report always separates the value of the buildings from that of the securities.
Further reading
The Business and company shares page describes the assignment, its timescale and its fee. The guides Valuing SCI shares in an inheritance or a gift and Banks: mortgage lending value and prudent value and the glossary entries parts de SCI, actif net réévalué and décote d’illiquidité complement this article. On the same theme: Valuing SCI shares: guide and worked example and Share sale price: the expert follows the protocol and the seller answers for EBITDA. The decision is available on Légifrance.
What next
SCI shares to declare, to pledge or to contest, and a value to establish?
I establish the value of the shares from the market value of the properties, the loans and the discounts specific to shares, in a report that clearly separates the buildings from the securities.
Free quote, by email or by phone. No commitment before the quote is accepted. Fees are never linked to the value of the property (Charte de l’expertise, Title I, §2.1).
