DGCCRF payment terms audit: procedure, audit, adversarial phase, sanctions, appeals. A practical guide for executives by a Paris lawyer.

For several years, the Directorate General for Competition, Consumer Affairs and Fraud Control (Direction générale de la concurrence, de la consommation et de la répression des fraudes - DGCCRF) has made compliance with inter-company payment terms one of its priorities. The figures speak for themselves: according to the annual reports published by the administration, inspections have intensified in recent years, with an increase in administrative fines that can now reach 4 million euros in case of repeat offense. Payment delays would represent approximately 15 billion euros in cash flow not returned to suppliers each year in France, a considerable prejudice for SMEs and mid-caps whose financial health depends on the regularity of payments from their clients.
The DGCCRF payment terms audit has become a primary risk for companies' financial and legal departments. Its initiation can result from a simple sectoral program, a denunciation by a supplier, or a cross-reporting from another administration. When the opening letter arrives, the company has only a few weeks to gather dozens of accounting and legal documents, defend its payment practices, and prepare for a potential adversarial phase where the stakes can amount to millions of euros.
This article aims to provide you with an operational and legal guide to understand, anticipate, and, if necessary, challenge a DGCCRF payment terms audit. We detail the administrative chain, audit methods, the calculation of working capital requirement gains used by the administration, the adversarial phase provided for by Article L. 470-2 IV of the Commercial Code, the scale of sanctions, and the avenues for appeal. You will also find practical recommendations for structuring your defense upon receipt of the first letter.
To fully understand a DGCCRF payment terms audit, it is first necessary to identify the administrative actors involved. The distribution of responsibilities between central administration, decentralized services, and departmental branches may seem complex, but it determines the scope of investigative powers and territorial jurisdiction.
The DGCCRF is a department of the Ministry of Economy. It defines national control policy, develops annual sectoral survey programs, and publishes methodological notes used by decentralized services. It also coordinates the national network of investigators specializing in payment terms and consolidates the reports submitted annually to Parliament. The DGCCRF FAQ of October 25, 2024, currently serves as the main doctrinal basis for understanding the methodology applied by investigators.
At the regional level, the Regional Directorates for Economy, Employment, Labor, and Solidarity (DRIEETS in Île-de-France, DREETS elsewhere) house the "Competition, Consumer Affairs, Fraud Repression, and Metrology" divisions (C divisions). They are responsible for conducting major investigations, particularly concerning large companies and mid-sized enterprises (ETIs) headquartered within their jurisdiction. The rapporteur in charge of your case will most often be attached to the DRIEETS of the head office.
The Departmental Directorates for the Protection of Populations (DDPP) form the departmental level. They handle lower-stakes cases and routine inspections. Regarding payment terms, their involvement remains minor but can be observed for mid-sized companies located far from major economic centers. The investigative powers provided for in Article L. 450-3 of the Commercial Code apply equally to all three levels.
All DGCCRF payment term inspections are not alike. The nature of the trigger largely determines the company's stance and the quality of dialogue with the administration.
Each year, the DGCCRF establishes a sector-specific investigation program. Sectors identified as sensitive are regularly scrutinized: retail, agri-food, transport, construction, automotive, and telecoms. Companies are selected because they appear on an internal list, usually compiled from public indicateurs publics (rapports de gestion, rapports CAC sur les délais de paiement de l'article D. 441-6 du Code de commerce) or cross-referenced reports. This type of inspection has a statistical dimension: the administration seeks to compare practices within the sector and identify non-compliant actors.
The second trigger mechanism results from a complaint or a report. A supplier frustrated by payment delays, a former employee, or a professional trade union can contact the DGCCRF. Reports via the SignalConso platform have also seen a surge since 2020. In such cases, the investigator has precise factual information from the outset, making the audit more targeted and narrowing the scope for discussion.
More rarely, an inspection may result from a report by another administration (URSSAF, Directorate General of Public Finance, Banque de France). These cross-referenced reports are systematically taken seriously by the DGCCRF, as they indicate broader vulnerabilities within the company. To anticipate this overall risk, we refer you to our guide on legal audits to secure and anticipate your company's risks.
The DGCCRF payment terms inspection almost systematically begins with a registered letter addressed to the company's legal representative. This letter, sometimes supplemented by an email to the financial department, serves as the official legal document: it defines the scope, the period under review, and the deadlines.
The letter specifies the legal basis for the inspection (Articles L. 441-9, L. 441-10 and L. 450-3 of the Commercial Code), designates the lead investigator, and sets the reference period — generally the 12 to 24 months preceding the inspection. It also reminds of the existence of the offense of obstructing an investigation as provided for in Article L. 450-8, punishable by two years imprisonment and a fine of 300,000 euros. This is a significant reminder: it means that any withholding of information or unjustified reluctance to provide the requested documents can lead to criminal charges.
Attached to or immediately following the letter, a request for documents detailed is sent to the company. This request may contain between 10 and 14 sections depending on the nature of the inspection. The submission deadline is generally between 15 and 30 calendar days. In practice, this is very short given the volume of documents required: the reconciled vendor balance for a full fiscal year can represent several gigabytes of data extracted from the accounting system.
Upon receipt of the letter, it is recommended to designate a single point of contact within the company — typically the legal director or financial director — responsible for centralizing communications with the DGCCRF. This precaution avoids contradictions between departments and helps maintain control over the timeline. Engaging a lawyer at this stage is highly recommended, if only to define the scope, negotiate deadlines, and prepare the reasoned responses that will follow.
The DGCCRF's standard document request covers all elements necessary to reconstruct the contractual, accounting, and operational chain of vendor payments. Understanding the purpose of each section helps to better organize the collection and identify potential weaknesses before the investigator detects them.
The first sections concern theidentification of the legal entity : KBIS extract, up-to-date articles of association, group organizational chart, and list of shareholdings. These elements allow the investigator to map the scope of the inspection, identify subsidiaries, and define intra-group flows that are subject to specific treatment (see section 7).
The core of the request focuses on the accounting records : tax returns for the last three fiscal years, reconciled general ledger, reconciled supplier ledger, purchase journals, bank journals. The supplier ledger is the key document: it is from the analysis of discrepancies between invoice issue date and payment date that the average delay is reconstructed.
Also requested are the general terms and conditions of purchase (GTCs), the main framework agreements, intercompany agreements where applicable, as well as the description of the internal invoice validation and payment process. This last document is crucial: it allows explaining, if applicable, why certain delays are structural (multi-level validation, reconciliation of purchase order / delivery note / invoice) and identifying areas for improvement.
Beyond these 14 standard categories, the investigator may request additional documents during the audit. To ensure the proper drafting of your general terms and conditions — which are prominently featured in the document request — we refer you to our dedicated guide on the drafting of GTCs and general terms and conditions of sale.
At the heart of any DGCCRF payment terms audit lies a quantitative approach: to reconstruct the gain in working capital requirement (WCR) that the audited company would have unduly derived from delaying payments to its suppliers. This method, formalized in the DGCCRF FAQ of October 25, 2024, then serves as the basis for calibrating the penalty.
For each invoice, the investigator calculates the difference between the invoice issue date (legal starting point for the deadline under Article L. 441-10) and the actual payment date, then subtracts the applicable legal payment term (generally 30, 45 days end of month, or 60 days). The delay thus obtained is then weighted by the invoice amount. The sum of the products "amount × days of delay", referenced against a benchmark interest rate, yields the theoretical working capital gain realized by the defaulting debtor.
The formula used by investigators can be expressed as follows:
Working Capital Gain = Σ (Invoice Amount × Number of Days of Delay) × (Reference Financing Rate / 365)
The financing rate used varies depending on the investigators and the period, but it is generally aligned with the average cost of a cash credit for a comparable-sized company. The working capital gain calculated in this way can reach several hundred thousand euros for an ETI (Intermediate-Sized Enterprise) that has systematically withheld payment 15 to 30 days beyond the legal deadline.
The amount of the administrative fine proposed by the administration does not automatically correspond to the working capital gain. In practice, the investigator applies an empirical ratio, which varies depending on the severity, recurrence, and cooperation of the company. This ratio can range from 1 to 4 times the working capital gain, subject to the legal caps set by Article L. 441-16 of the Commercial Code (2 million euros for a legal entity, doubled in case of recurrence within two years).
The purpose of a preliminary legal audit is therefore to challenge, line by line, the methodology applied by the investigator: the nature of the flows considered, the classification of disputes, and the truly relevant value dates. A serious technical discussion can significantly reduce the calculation basis.
Not all invoices listed in the supplier ledger should be included in the delay calculation. The administration admits certain exclusions but firmly rejects others. Mastering this doctrine is essential to effectively defend the audited company.
The intercompany invoices are generally excluded when the intercompany agreement stipulates it and the holding company or subsidiary concerned is part of the same consolidation scope. The economic justification is that a payment delay between companies within the same group does not create a real cash transfer. However, it is still necessary to produce the written agreement and demonstrate the reality of the scope. Without written documentation, the investigator reincorporates the flows into the calculation basis.
The suppliers established outside France are not subject to the maximum payment terms of the French Commercial Code. Their invoices are therefore excluded from the calculation. However, be aware: the legal qualification of the supplier (French permanent establishment, branch, permanent presence) can be subject to debate. Directive 2011/7/EU is regularly invoked to highlight the existence of European standards, but DGCCRF controls remain limited to domestic flows.
The credit notes issued by suppliers (for example, in the case of returned goods or commercial rebates) are neutral in the calculation, provided they are traceable in the general ledger. The direct debits, when they apply to recurring invoices (energy, telecoms, leases), are also excluded, as the company does not control the debit schedule.
More complex: the treatment of ongoing disputes and that of delays due to internal processes. The administration accepts the suspension of the calculation when the company can demonstrate, with supporting documents, that the invoice was subject to a documented dispute (written exchanges, formal challenge, partial credit note). However, delays resulting simply from a slow internal validation process (reconciliation of purchase order / delivery note / invoice) are not an accepted excuse. This is precisely one of the most frequent pitfalls: the DGCCRF considers that the internal process falls under the due diligence of the company. To better structure your validation cycles, you can consult our file on the structuring commercial partnerships.
Once the documents have been submitted and reviewed, the audit continues with an on-site visit. This visit, stipulated by Article L. 450-3 of the Commercial Code, can be announced or unannounced. As part of a DGCCRF payment deadline inspection, it is almost always announced and subject to a negotiated schedule.
The first step is an introductory meeting with management. The investigator outlines the purpose of the inspection, its legal basis, investigative powers, and the offense of obstruction. It is crucial that company management is represented by a high-level contact (CFO, legal director, general secretary) and, ideally, accompanied by their lawyer. Anything said during this meeting can be recorded and used later.
The second stage focuses on theaccounting and information system audit. The investigator requests access to the accounting system (most often SAP, Oracle, Sage, Cegid) to verify, by sampling, the consistency between the submitted documents and the actual data. They may request ad hoc extractions during the visit. This stage can last several days.
The third stage concerns the customer cycle, i.e., the company's sales. If it is itself owed overdue payments, it may be subject to corresponding observations. This aspect is often overlooked by audited companies, who mistakenly focus solely on the supplier cycle. The unfair commercial practices can also be highlighted if abusive behavior towards suppliers is identified.
The fourth and final step is thesupplier cycle audit itself. The investigator selects a sample of 20 to 50 representative suppliers and examines, invoice by invoice, compliance with deadlines. Particular attention is paid to SMEs, which are the priority target of public policy to combat late payments. Special attention is given to suppliers in a situation of economic dependence, whose treatment may reveal situations of significant imbalance.
At the end of the audit, or sometimes during the audit, the investigator draws up a hearing report which records the statements collected from company representatives. This document is a major legal act with considerable probative value.
The report is drawn up by the investigator and is considered valid until proven otherwise. It records the questions asked and the answers given, sometimes rephrased. It may also contain factual elements observed on site (consultation of documents, presence or absence of documents). Under Article L. 450-3, it has the value of an administrative investigation act and may be produced later before a judge in the event of litigation.
Before signing, the person interviewed has the right — and the duty — to review thoroughly the official report. Any inaccuracy or careless rewording must be corrected. It is entirely possible to request that nuances be added, that sentences be rephrased, or even that a disagreement be recorded. The lawyer's presence at this stage is invaluable: they can identify ambiguous phrasing and ensure it is revised.
The official report concludes with a handwritten statement which the interviewed person must copy by hand: "read and approved," possibly supplemented by observations. This handwritten statement has stronger evidentiary value. Any reservation or partial objection must be recorded at this stage — it will be very difficult to revisit it later. The signature permanently binds the legal entity and its representative.
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After the audit concludes, the investigator drafts an investigation report and proposes a sanction. This proposal is notified to the company, initiating the adversarial phase as provided for in Article L. 470-2 IV of the Commercial Code. This is, without a doubt, the most important stage of the entire procedure.
The company has a period of 60 days from the date of notification to submit its written observations. This period is, in practice, when the most crucial part unfolds: it is here that the lawyer will challenge, point by point, the administration's methodology, the basis used, the rejected exclusions, the applied ratio, and propose an alternative interpretation of the facts. A well-reasoned response can lead to halving, or even further reducing, the proposed fine amount.
During this period, the company has the right to review the complete file compiled by the administration. This review is a right and must be organized under conditions that allow for a thorough examination. Any new document submitted by the administration during the procedure reopens an additional period for observations. Regarding the legal classification of the alleged conduct, the discussion may align with that of deceptive commercial practices or significant imbalances.
The company may also request an oral hearing by the investigating services. This hearing is not a right but is generally granted for high-stakes cases. It allows for explaining written arguments, presenting contextual economic elements (sectoral situation, cyclical downturn, operational constraints), and, where appropriate, proposing a settlement agreement or an accelerated compliance commitment.
The defense during the adversarial phase typically relies on three complementary approaches. Firstly, challenging the methodology: the basis used, the financing rate applied, the scope of exclusions. Secondly, contextualizing delays: sectoral difficulties, exceptional events, documented operational constraints. Thirdly, demonstrating the compliance dynamic: corrective actions already undertaken, investments in automation, team training. This last aspect is often decisive in obtaining a downward adjustment.
Following the adversarial phase, the authorities can impose several types of measures. The choice between these measures, and their potential combination, depends on the severity, recurrence, and the company's conduct during the investigation.
In a minority of cases, the case may be closed without further action. This is the most favorable outcome, but it assumes that the explanations provided during the adversarial phase have convinced the authorities of the absence of a clear breach. This outcome is more common when the average delay is marginal and the company has demonstrated a commitment to improvement.
Article L. 470-1 of the Commercial Code allows the authorities to issue a warning, which constitutes a formal reprimand without direct financial implications, or an injunction to comply within a specified period. The injunction may be accompanied by a penalty payment for non-compliance. These measures are frequently used as alternatives or complements to a fine.
The main penalty for payment delays remains theadministrative fine provided for in Article L. 441-16 of the Commercial Code. The legal ceiling is 75,000 euros for an individual and 2 million euros for a legal entity. These ceilings are doubled in case of repeat offense within a two-year period, or up to 4 million euros for a legal entity. The pronouncement procedure is governed by Article L. 470-2.
The most feared measure by companies concerned about their image, the publication of the penalty provided for in Article L. 470-2 V, allows the administration to make the decision public. The publication is made on the DGCCRF website and, where applicable, on the company's own website. The reputational damage can far exceed the amount of the fine. It is also one of the measures whose terms can be negotiated during the adversarial phase — duration, medium, wording.
If the penalty is deemed unfounded or disproportionate, the company has several avenues of appeal. However, it is essential to act quickly and according to the prescribed forms, as the appeal periods are short.
Before any litigation, it is possible to file an administrative appeal with the authority that issued the penalty, or a hierarchical appeal with the Minister of Economy. Article R. 470-2 of the Commercial Code governs the procedures. These administrative appeals do not suspend the execution of the penalty but interrupt the deadlines for judicial review. They are useful when new evidence can be submitted or when a modification of the publication is sought.
The main avenue is the appeal for abuse of power or full merits appeal before the administrative court. The deadline is two months from the date of notification of the sanction. The administrative judge verifies the regularity of the procedure, the legal classification of the facts, the proportionality of the sanction, and the reasoning behind the decision. An unfavorable decision can be appealed before the administrative court of appeal, and then the Conseil d'État.
The most frequently raised arguments before the judge concern: insufficient reasoning of the sanction, failure to respect due process (insufficient duration, incomplete access to the file), themanifest error of assessment in the calculation of the WCR gain, the disproportionate nature of the sanction considering the company's economic situation, and the violation of the non bis in idem principle when other proceedings (tax, social) have already penalized similar facts. A termination or resolutory clause inserted into a framework agreement cannot, for example, be invoked to justify systematic payment delays.
Beyond administrative sanctions, a criminal risk weighs on the audited company: that provided for in Article L. 450-8 of the Commercial Code, which punishes the offense of obstructing an investigation.
The offense of obstruction is established when the company refuses to transmit the requested documents, hinders inspections, conceals information, or attempts to mislead the investigator. Establishing this offense does not require specific malicious intent: simple repeated negligence can suffice if it is interpreted as an avoidance strategy.
The prescribed penalties are severe: two years imprisonment and a 300,000 euro fine for individuals, and five times that amount for legal entities in accordance with Article 131-38 of the Penal Code. This penal aspect is rarely invoked for simple delays in transmitting documents, but it is more systematically applied in cases of deliberate obstruction.
When the transmission of documents encounters real technical constraints (data volume, format, restoration of a migrated accounting system), it is imperative towrite to the investigator explaining the difficulty and proposing an alternative timeline. This written communication, preferably drafted with the help of a lawyer, attests to the company's good faith and eliminates any risk of being classified as obstruction.
The best defense against a DGCCRF payment terms inspection is anticipation. Here are the main recommendations based on practical experience.
An internal audit of payment terms, ideally led by an external lawyer, allows for the identification of risk areas before the administration detects them. This audit must faithfully reproduce the DGCCRF methodology: extraction of the supplier ledger, reprocessing of intra-group and foreign flows, and calculation of weighted delay. Identified discrepancies can then be corrected upstream, and supporting documentation prepared. Our firm offers this type of audit as part of its practice ofpreventive legal audit.
Effective preparation involves a robust contractual documentation : formalized intra-group agreements, general terms and conditions of purchase aligned with legal deadlines, framework agreements specifying agreed deadlines within the limits of Article L. 441-10. Any document explaining a delay (dispute, challenge, partial credit note) must be retained and archived in an easily retrievable manner.
The purchasing and accounts payable teams must be trained in the applicable rules and the consequences of delays. Internal KPIs must include the on-time payment rate, broken down by supplier type. Annual training, provided by a lawyer or specialized consultant, helps to embed a culture of respecting deadlines.
Finally, the company must have an internal response protocol to a potential opening letter from the DGCCRF: who opens the letter, who alerts management, who contacts the lawyer, who coordinates the collection of documents. This protocol, formalized in a procedure note, avoids initial panic and saves valuable time. It should also be aligned with your General Terms and Conditions of Sale/Purchase policy.
The total duration of a DGCCRF payment deadline audit varies depending on the size of the company and the complexity of the case. On average, it takes 6 to 18 months between the opening letter and the notification of the sanction. The on-site physical audit phase generally lasts 2 to 6 weeks, followed by an internal administrative investigation phase of several months, and then the 60-day adversarial phase.
No. The DGCCRF's investigative powers, as stipulated in Article L. 450-3 of the Commercial Code, apply to any natural or legal person engaged in commercial activity. Refusal constitutes the offense of obstructing an investigation (L. 450-8), punishable by two years' imprisonment and a fine of 300,000 euros. However, the company can negotiate reasonable deadlines, request clarification on the scope, and be assisted by a lawyer.
Informing the statutory auditor is not a legal obligation as long as no sanction has been pronounced. However, as soon as a significant sanction is notified, the matter must be addressed within the scope of the auditor's mission, who will need to assess the impact on the accounts (provision for risk) and on the annual report on payment terms (D. 441-6). Prior consultation with the auditor is generally recommended.
The company can certainly refuse the proposed sanction formulated at the end of the investigation, by submitting detailed written observations during the 60-day adversarial phase. The administration is not bound by the initial proposal: it can maintain it, reduce it, or, more rarely, increase it. In case of persistent disagreement, legal action before the administrative court remains an option.
Yes, within the limit of the five-year limitation period applicable to most administrative offenses. In practice, the DGCCRF focuses its analyses on the 12 to 24 months preceding the start of the inspection, but it can go back further if specific elements justify it. Retaining accounting and contractual documents for at least ten years remains essential.
The Publication of the sanction provided for in Article L. 470-2 V is not automatic. It is left to the administration's discretion, which adjusts its decision based on the severity, the company's cooperation, and its compliance efforts. A well-conducted adversarial phase can lead to avoiding publication, reducing its duration, or negotiating its wording. This is one of the main stakes of the defense.
The cost of legal defense in the context of a DGCCRF payment terms inspection depends on the size of the case, the volume of documents, and the chosen strategy. For an SME, the budget can range from a few thousand to several tens of thousands of euros. For a mid-cap or large company, fees can reach more significant amounts. This cost must be weighed against what is at stake: a potential fine of several million euros and a major reputational risk.
Entering into collective proceedings (safeguard, receivership, liquidation) does not terminate the DGCCRF inspection, but it alters the nature of any resulting claim. The administrative fine becomes a prior claim subject to declaration and collective discipline. However, "name and shame" publication is maintained. In this context, coordination between the lawyer handling the inspection and the one handling the collective proceedings is essential.
The DGCCRF payment terms inspection is no longer a distant possibility for French companies: it has become a tangible reality, with potentially considerable financial and reputational stakes. Potential fines, which can reach 4 million euros in case of repeat offenses, and "name and shame" publication represent a major strategic risk, particularly for mid-caps and large companies exposed to public scrutiny.
The best defense remains anticipation. A preventive internal audit, robust contractual documentation, trained teams, a clear response protocol: these are all measures that significantly reduce risk. When the opening letter arrives, the quality of the defense during the 60-day adversarial phase can halve, or even further reduce, the amount of the proposed sanction. Compliance with legal deadlines is not just a matter of conformity: it is also a matter of maintaining lasting relationships with suppliers, whose financial health conditions that of the entire value chain.
Victoris Law Firm assists companies in preventing and defending against DGCCRF payment terms inspections, from implementing internal protocols to negotiating sanctions and initiating litigation. Our approach combines technical mastery of commercial and tax law, knowledge of administrative practices, and rigorous procedural discipline. To discuss your situation or arrange a preventive audit, please contact the firm: contact@victorisavocat.com — 34 Avenue des Champs-Élysées, 75008 Paris.
Article written by Guillaume Leclerc, business lawyer in Paris, 34 Avenue des Champs-Élysées.