Leaseback and estoppel rule

Amiens Regional Court, 1st Chamber, Litigation Division 4, 25 June 2026, No. 24/02360

Holiday residence – Estoppel – The landlord may rely on alternative legal grounds without contradicting himself

The dispute vs PV Exploitation France

By writs of the judicial officer dated 30 July 2025, the owner of a unit situated in a tourist residence brought proceedings against the companies CP Holding and PV Exploitation France before the Amiens Judicial Court. He sought, primarily, the annulment of the commercial lease, the return of the property, the eviction of the operator and the payment of compensation for occupation. In the alternative, he sought the judicial termination of the lease and, failing that, an order requiring the operator to pay compensation for occupation.

Following an initial conclusion of the preliminary proceedings, the court set aside that order so that a plea of inadmissibility raised by the defendants before the pre-trial judge could be examined. The order of 25 June 2026 therefore does not rule on the merits of the case, but solely on this procedural issue.

The argument put forward by PV Exploitation France and CP Holding

The operating companies invoked the principle of estoppel, that is to say, the prohibition on a party contradicting itself to the detriment of its opponent.

In their view, the landlord had adopted two incompatible positions during the proceedings. Initially, he claimed to have been the victim of fraud at the time the commercial lease was concluded, criticising the tenant for failing to inform him of the consequences attached to the status of commercial leases, in particular the obligation to pay eviction compensation.

Subsequently, however, he argued to the contrary that the disputed contract did not fall under the regime governing commercial leases and should be reclassified as a lease under ordinary law, meaning that no eviction compensation was due to the tenant.

In the defendants’ view, these two lines of argument were irreconcilable and rendered the landlord’s new claims inadmissible.

The landlord’s response

The landlord contested this analysis.

He argued that his new line of argument constituted merely a subsidiary claim supplementing his main claim. In his view, a litigant is perfectly entitled to put forward several hierarchical legal grounds in order to preserve all his defences.

He maintained that accepting the opposing argument would amount to infringing his right to bring proceedings and the principle of concentration of pleas, which specifically requires that all arguments capable of forming the basis of a claim be put forward from the outset.

A reminder of the conditions for the application of estoppel

The pre-trial judge reiterated the principles governing a plea of inadmissibility based on estoppel.

Drawing on the case-law of the Court of Cassation, he emphasised that this mechanism, linked to the general principle of procedural fairness, sanctions only conduct consisting, in the course of the same proceedings, of adopting genuinely incompatible positions which have misled the opposing party as to the intentions of the party adopting them.

However, it must still be demonstrated that there has been a change of position constituting a breach of good faith, conferring a procedural advantage on the party adopting it and causing prejudice to the opposing party, who would have organised their defence on the basis of the position initially expressed.

The judge also points out that estoppel applies only to procedural contradictions arising during the proceedings and not to mere inconsistencies between prior conduct and a claim made before the court.

The lessor’s change in arguments is accepted

Applying these principles, the judge rejects the operating companies’ arguments.

He notes that, whilst the lessor had initially sought the annulment of the commercial lease on the grounds of fraud, in its subsequent submissions it subsequently argued primarily that the contract should be reclassified as a common-law lease, with the claim for nullity on the grounds of fraud then becoming a subsidiary claim.

However, this procedural shift does not constitute a prohibited contradiction. The claimant is still pursuing the same objective: to obtain the return of the property and compensation for occupation. He has simply developed a new legal basis and organised his claims according to a standard hierarchy between principal and subsidiary claims. Such a procedural technique is common practice and even meets the requirements for the concentration of arguments.

Above all, the defendant companies have demonstrated neither the existence of unfair conduct nor any prejudice resulting from this change in argumentation. The conditions for the application of estoppel are therefore not met.

Claims seeking a ‘declaration’ do not constitute claims

The judge adds a particularly interesting ground.

The defendants sought to have certain claims seeking a ‘declaration’ that the lease was a civil lease or that it had come to an end declared inadmissible.

However, the judge points out that requests to ‘declare and rule’, ‘take note of’ or ‘declare’ do not, in themselves, constitute genuine claims within the meaning of Article 4 of the Code of Civil Procedure. They cannot therefore be the subject of a plea of inadmissibility based on Article 122 of the same Code.

The decision

Consequently, the pre-trial judge dismissed in their entirety the pleas of inadmissibility raised by CP Holding and PV Exploitation France on the grounds of estoppel.

The two companies are ordered jointly and severally to pay the costs of the interlocutory proceedings and to pay €3,000 pursuant to Article 700 of the Code of Civil Procedure. The case is then referred to a further pre-trial hearing scheduled for 24 September 2026 so that the proceedings may continue on the merits.

Scope of the decision

This order is of significant practical importance in disputes concerning holiday residences. It confirms that a landlord may adapt their legal arguments during the proceedings, in particular by setting out primary and alternative claims, without automatically incurring a dismissal on the grounds of estoppel. Merely altering the legal grounds is not sufficient: it must also be demonstrated that there is a genuine procedural contradiction, conduct contrary to good faith, and harm suffered by the opposing party. This decision thus serves as a reminder that the principle of procedural fairness must not stand in the way of the parties’ right to present all relevant arguments in defence of their interests.