Retention period of documents in companies in France: the complete guide by a lawyer for managers of SMEs and CEOs

Document retention period: a strategic challenge for SMEs

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The “document retention period” is not just an administrative constraint: it is a matter of compliance, proof and risk management for your business. Between fiscal, social, commercial obligations and probationary issues, a bad archiving policy can be expensive (recovery, fine, loss of evidence in litigation, etc.).

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Concretely, an SME manager must be able to answer three simple questions: what documents to keep, for how long, and in what form (paper or digital). The objective of this article is to give you a clear, operational and documented vision of the applicable rules, with concrete examples and a reading grid that can be used in daily practice.

H2 — The legal framework for the retention period of documents

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Several texts are superimposed and explain why the retention periods vary according to the nature of the document:
• the Commercial Code regulates the preservation of accounting and commercial documents (books, registers, invoices, commercial contracts);
• the Tax Procedures Book sets the period for which the administration can exercise its right of control (in principle 6 years);
• the Labor Code imposes specific deadlines for social documents (personnel register, payroll items, documents related to working hours, work accidents, etc.);
• other texts (Monetary and Financial Code, Consumer Code, Intellectual Property Code, etc.) complete the system for bank statements, contracts concluded electronically, intellectual property titles, etc.

At the same time, the law of evidence and civil or commercial prescription require the ability to produce certain documents if a dispute arises several years after the operation (for example a claim involving personal injury or a ten-year liability related to work). The “right” shelf life is therefore not only the legal minimum period: it also depends on the litigation risk to be covered.

Key principles for organizing the preservation of documents

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Before going into the details of durations, it is useful to set out some guiding principles:
• Principle 1: distinguish the main families of documents: accounting and fiscal, commercial, commercial, banking, social (HR), legal (statutes, GA minutes), insurance, intellectual property, etc.
• Principle 2: apply the longest duration in case of doubt, especially when several regimes are superimposed (for example a document that is both accounting and fiscal).
• Principle No. 3: favor organized digital archiving, subject to guaranteeing the integrity, legibility and accessibility of documents throughout the preservation period (backups, traceability, access control).
• Principle 4: formalize an archiving policy (internal procedure, charter, preservation matrix) to avoid each department applying its own rules.

Concrete example: an SME that stores everything undifferentiated in physical boxes without a time frame of reference may, after a few years, be unable to find a key contract or an invoice in the event of a tax audit or customer litigation. Conversely, a company that destroys its bank statements or supporting documents too quickly may find itself without proof of payment, while the dispute arises several years later.

Summary table: what documents should you keep and for how long?

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This table must be adapted to your activity (construction, services, services, industry, e-commerce...) but offers a solid basis for structuring your archiving policy.

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What documents should be kept for 10 years?

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The question “what documents should be kept for 10 years?” ” comes back very often to meetings with SME managers. Several categories are classically covered by a preservation of 10 years:

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• Accounting documents: accounting books and records (logbook, general ledger, inventory book) and all supporting documents (customer and supplier invoices, order, delivery, receipt forms) should in principle be kept for 10 years from the end of the financial year.
• Annual accounts and associated corporate documents: balance sheet, income statement, income statement, annexes, management reports, meeting minutes are also kept for 10 years, in particular to cover the liability of managers.
• Some contracts: for example, contracts concluded electronically with consumers for an amount at least equal to a certain threshold must be archived for 10 years to allow them to be communicated later.
• Some insurance files: especially in the event of personal injury or decennial liability, the file must be kept for a minimum of 10 years, sometimes longer.

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Concrete example: an SME that invoices for recurring services keeps all of its invoices and accounting journals over 10 rolling years, even if the tax administration can in principle only go back 6 years, in order to cover any commercial or social dispute and the risks of late contests.

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Focus on bank documents: can I throw away my bank statements?

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The question “Can I throw away my bank statements?” ” is typical, especially since the generalization of online surveys. For an SME, caution is required.

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In practice:

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• account statements and other bank documents (transaction statements, direct debit notices, transfer orders, etc.) must be kept for at least 5 years, this period being in line with the prescription of numerous actions and with the regime applicable to payment transactions;
• for professionals and freelancers, many players recommend keeping accounting documents in line with the duration of accounting documents, i.e. 10 years for activity-related statements, in order to secure fiscal controls and the justification of financial flows.

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Concrete example:

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• You pay a strategic supplier by bank transfer. Three years later, he claims to have never been paid. Without a bank statement, proof of payment becomes more difficult to provide. Keeping your bank statements and supporting documents for at least 5 years, ideally 10 years, is therefore strongly recommended.

In practice, it is possible to dematerialize and archive statements in a secure system (digital safe, EDM, accounting tool) rather than keeping the paper originals, provided that their integrity, legibility and traceability are guaranteed.

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Retention of accounting and fiscal documents

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Accounting and tax documents are the core of an SME's preservation obligations.

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For accounting documents:
• preservation for 10 years for accounting books (journal, general ledger, inventory);
• preservation for 10 years for supporting documents (invoices, vouchers, vouchers, extracts, statements required for accounting).

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For tax documents:
• the general rule is a preservation of at least 6 years, corresponding to the period of resumption of the tax administration (right of control and communication);
• in the event of fraud, hidden activity or serious breach, this period may be extended to 10 years, which justifies setting the practice over this period for sensitive situations.

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Educational framework — Typical example of risk

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An SME subject to an audit sees the administration request proof of certain expenses incurred 5 years earlier (invoices, contracts, bank statements). The absence of these documents may lead to a rejection of deductibility or to an extra-accounting reinstatement, with a direct impact on the IS.

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H2 — Retention of commercial contracts and documents related to the customer/supplier relationship

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Commercial contracts (sales contracts, service contracts, distribution contracts, subcontracting, accepted terms and conditions, etc.) and commercial correspondence are subject to rules based essentially on commercial prescription.

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In practice:
• contracts or agreements concluded as part of commercial relationships must be kept for at least 5 years after their execution or the end of the relationship;
• commercial correspondence (important email exchanges, complaint letters, formal notices) must be kept as long as a dispute remains possible, which justifies a period of at least 5 years, or even longer for transactions at stake

Concrete example:
• A framework contract for the provision of services concluded for 3 years, renewed tacitly, gives rise to a dispute two years after its expiry. If the initial contract, its amendments and the pre-contractual exchanges were destroyed too soon, the SME is in a position to prove the extent of its obligations, its limits of liability or its price revision conditions.

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Example of a clause relating to the preservation of documents

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In some B2B contracts, it may be useful to insert a clause governing the preservation of documents and proof, for example:

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“The Parties undertake to keep, for a minimum period of X years from the end of the Contract, all documents and records (including in electronic form) relating to its execution, and to produce them at first request in the event of a dispute or control by a competent authority. It is expressly agreed that the electronic records, event logs, receipts and account statements produced by each Party will be authentic until proven otherwise.”

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Such a clause does not replace the law, but reinforces probationary security and establishes a framework shared with your partners. (To be adapted according to the contractual context and applicable regulations.)

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Retention of social documents (HR)

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The documents relating to employees respond to specific logics, combining labor law, social security law and health and safety requirements.

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Without being exhaustive:
• single personnel register: preservation for at least 5 years from the date of the employee's departure, with some practices going beyond that to secure labour disputes;
• employment contracts, amendments, disciplinary sanctions: retention for at least 5 years after the end of the contract, in accordance with the requirements for individual disputes;
• elements relating to working time, rest, and periodic penalties: retention between 1 and 3 years depending on the documents and their creation, in order to respond to requests from the labour inspectorate and disputes over overtime;
• health and safety documents (occupational accidents, occupational diseases, exposure to certain risks): some documents must be kept for up to 40 years after the end of the exhibition.

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Concrete example: a dispute over the payment of overtime may arise several years after the fact; the employer must then be in a position to produce working time statements and schedules to defend himself.

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Company legal documents: articles of association, minutes, registers

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Documents relating to the social life of the company must also be carefully preserved:
• company statutes and their amendments: in practice, they are retained for the entire life of the company and beyond, with some organizations recommending that they be retained for at least 5 years after deregistration;
• minutes of meetings and records of decisions (general meetings, management decisions, board of directors, etc.): preservation for at least 10 years, often with no time limit as a precaution;
• annual accounts, reports and annexes: retention 10 years from the end of each financial year.
Concrete example: when selling shares or raising funds, investors or buyers very often ask to check the history of social decisions (account approvals, regulated agreements, capital increases, etc.). The absence of certain PV may delay the operation or lead to special guarantees.

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Insurance documents, claims and liability

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Insurance policies, endorsements, certificates and claim files must be kept with particular vigilance, especially when personal injury or long-term liabilities (decennial liability, pollution, etc.) are at stake.

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In practice:
• some policies must be retained as long as liability can be sought, which leads to retention at least 10 years after the end of the contract, sometimes much longer;
• claim files (declarations, expert opinions, correspondence, compensation decisions) are often archived for a minimum of 10 years, in order to be able to respond to a dispute or a late appeal.

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Concrete example: a construction SME carries out a site with a ten-year guarantee. The insurance contract, certificates, work contract and receipt reports must be kept for at least 10 years, as a claim may occur at the end of the warranty period.

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Digital archiving, GDPR and data protection

Dematerialization and the GDPR add a layer of complexity: it's not about keeping “everything, everywhere, all the time.”

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A few points of vigilance:
• personal data (employees, prospects, customers, natural persons) must not be kept longer than necessary for the purpose of the processing;
• the legal retention period of documents and the retention period of the personal data they contain should coincide, by implementing intermediate archiving rules when necessary (data less accessible but retained for evidentiary purposes);
• archiving must respect the principles of security, integrity, confidentiality and traceability, especially for sensitive documents (health data, HR data, financial data).

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Concrete example: a database of prospects collected during a trade show cannot be kept indefinitely; on the other hand, the invoices issued as a result of these contacts, once the prospect has become a customer, are kept in accordance with accounting and fiscal terms (10 years).

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FAQ — Document retention period

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What documents should I keep and for how long (table)?

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The table presented above gives a summary view of the main categories of documents (accounting, fiscal, commercial, banking, social, legal, insurance, intellectual property) and their minimum retention periods.

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In practice, for an SME, the right approach often consists in:

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• calibrate accounting documents, supporting documents, annual accounts, annual accounts, meeting minutes, bank statements related to the activity over a period of 10 years;
• apply specific periods for certain social, fiscal, health and safety or intellectual property documents, using an internal framework (retention matrix).

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H3 — What documents should be kept for 10 years?

The main documents to be kept for 10 years are:
• accounting documents (books, registers, invoices, vouchers, inventories);
• annual accounts and associated social documents (balance sheet, income statement, annexes, GA minutes, reports);
• numerous commercial documents (order and delivery forms, contracts, especially those with an important evidentiary dimension for the customer/supplier relationship);
• some contracts concluded electronically and certain insurance files in case of personal injury or decennial liability.

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To simplify management, many companies adopt a default policy: 10 years for all documents related to accounts, financial flows and long-term commitments, except for specific text requiring more or less.

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Can I throw away my bank statements?

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In theory, the minimum retention period for bank statements is 5 years, which means that beyond that, these documents are no longer required as a result of the prescription of numerous actions.

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However, for an SME or a self-employed person, it is recommended:

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• to keep bank statements and documents for at least 5 years, and ideally 10 years when they are directly linked to professional activity, in order to cover tax audits, the justification of payments and the management of disputes;
• to opt for organized digital archiving rather than cumbersome paper storage, while guaranteeing the integrity and readability of documents over time.

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In concrete terms, systematically throwing away bank statements after a few months is a very bad practice for an SME.

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What documents do you have to keep for 10 years?

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The requests “what documents should we keep for 10 years?” ” refer, for the most part, to the following categories:

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• accounting documents (books, records, supporting documents);
• annual accounts and summary documents (balance sheet, income statement, annexes);
• a large part of the structuring commercial documents (order forms, delivery forms, framework contracts, important special conditions);
• certain electronic contracts, insurance records and documents relating to long-term liabilities (decennial, personal injury).

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Again, these are minimum periods: depending on your sector and your exposure to litigation risk, it may be appropriate to extend the preservation beyond 10 years for certain sensitive documents.

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Practical implementation of a conservation policy in your SME

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To move from theory to practice, several steps can be followed:

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1. Map your documents

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• identify, by department, the types of documents produced and received (accounting, commercial, HR, legal, production, quality, etc.);
• identify for each person: medium (paper/digital), frequency, use, associated risks (fiscal, social, contractual, criminal).

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2. Building a shelf life matrix

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• associate a minimum retention period for each type of document, based on applicable texts and sectoral practice;
• set an internal duration (often greater than the legal minimum) to simplify the rules and cover the risk of litigation.

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3. Choose archiving methods

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• define what is left on paper (originals required) and what can be dematerialized;
• set up tools (server, digital safe, EDM, accounting tools) allowing the rapid search of documents (keywords, indexing by date, by customer, by supplier, etc.).

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4. Organize secure destruction

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• provide procedures for the regular destruction of expired documents, avoiding the indefinite retention of personal or sensitive data;
• if necessary, use specialized service providers for secure physical or digital destruction.

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A regulated matter: the advantage of being accompanied by a lawyer

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The retention period of documents is at the crossroads of tax law, company law, employment law, banking law, GDPR and evidence law. This is a regulated subject, in constant evolution, and the consequences of a bad assessment can be serious: impossibility of defending yourself in court for lack of evidence, reconstitution of turnover by the administration, penalties, poorly prepared labor litigation...

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In particular, the support of a lawyer who is used to these problems makes it possible to:
• adapt the conservation policy to the specificities of your company (sector, size, history, exposure to risk);
• write or update your internal procedures, your contractual clauses relating to archiving and proof, and your RGPD information notices;
• secure your position before, during and after an inspection or litigation.

Why audit your retention periods and your archiving policy?

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Setting up or updating a document retention policy often requires a dedicated audit.

This audit allows:
• to identify the differences between your current practices and legal requirements or sector best practices (for example, destruction of certain documents too early, or on the contrary unlimited retention of personal data);
• to prioritize actions: compliance with retention periods, choice of digital archiving solutions, contractual framework with your subcontractors (accountant, IT service provider, third party archiver).

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In concrete terms, a serious audit generally includes:
• a review of your contracts, internal procedures, existing preservation matrices and archiving tools;
• interviews with key departments (management, finance, finance, HR, sales, IT);
• the delivery of an operational action plan, with graduated recommendations (“essential” measures for compliance, “appropriate” measures to optimize your processes and reduce archiving costs).

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For an SME manager, this is an opportunity to transform a legal constraint into a lever for risk control and the professionalization of document management.

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Article written by Guillaume Leclerc, lawyer in commercial contracts and commercial litigation in Paris.

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