The professional lease

Depending on the nature of their business, a company may choose between two types of lease: the commercial lease, reserved for businesses engaged in commercial activities where the premises will be used to operate a trading or industrial enterprise, or alternatively, the professional lease.

This professional tenancy agreement applies to properties used exclusively for professional purposes, with the exception of the liberal and commercial professions covered by the commercial lease. Signing a professional lease is a common undertaking, but since it is subject to less legal oversight than a commercial lease, its drafting deserves careful attention. Here is an overview of the key features of the professional lease, its eligibility criteria and the points to watch out for.

Professional lease: definition and duration

From a legal standpoint, the Directorate of Legal and Administrative Information, under the authority of the Ministry of Justice, defines the professional lease as a tenancy agreement that applies "to the rental of premises used for an activity that is neither commercial, craft-based, industrial, nor agricultural. It applies primarily to the liberal professions."

The professional lease therefore covers only premises used strictly for professional purposes. If the professional in question wishes to put their premises to another use — in particular as a residence — they will need to sign a mixed-use lease.

Signing a professional lease is a legal contract that binds all parties to comply with the terms set out in that contract. Its minimum duration is six years, although the lease may be agreed for a longer period. One important point to bear in mind: the professional lease is subject to tacit renewal without specific conditions and for an identical period if an express clause in the contract so provides. Unlike a commercial lease, the professional lease does not carry an automatic right to renewal.

The tenant of the professional premises may, however, vacate at any time, provided they have notified the landlord and observed the mandatory six-month notice period stipulated in the professional lease agreement. Notice of termination may be given by recorded delivery letter with acknowledgement of receipt, or by a legal act carried out under the supervision of a bailiff. The tenant is not required to remain in the premises for a minimum of three years. Conversely, the landlord may under no circumstances terminate the professional lease before it expires. In the event of a dispute between the two parties, the civil court has full jurisdiction and responsibility.

Who is the professional lease for?

The professional lease has a residual status. It is intended primarily for tenant businesses — whether individuals or legal entities — that do not fall under other regulatory frameworks or legislation. Among the self-employed professions covered by the professional lease are regulated professions such as architects, chartered accountants, lawyers, doctors, nurses… as well as unregulated liberal professions practised on a self-employed basis (social workers, urban planners, teachers… ). More specifically, four categories of liberal profession can benefit from this lease:

• Healthcare professions
• Legal professions
• Technical professions
• Unregulated liberal professions

These are all practitioners who do not carry out commercial, agricultural, craft or industrial activities, and who are covered by the professional lease.

Please note that the income of these practitioners must be taxed under the BNC regime — non-commercial profits.

In certain situations, case law may reserve the right to authorise certain associations to benefit from this agreement, provided they habitually carry out their activity on a for-profit basis.

How to draft a professional lease properly?

A professional lease is a written contract. It can be drafted directly by the parties involved, or by a third party who guarantees its validity — such as a notary or a solicitor.

What does a professional lease contain?

A professional lease is a legally binding contract. It is therefore important to pay close attention to its content and to ensure that all required legal provisions are included. These typically cover:

• The identity of both parties
• A description of the commercial premises and their location
• The duration of the lease as agreed between both parties
• The amount of the rent and the security deposit (optional)
• The service charges and costs allocated between the parties
• The terms for subletting your offices, if applicable
• The terms for terminating the lease
• The competent jurisdiction in the event of a dispute
• The inventory of fixtures upon entry into the commercial premises

The inventory must in particular include meter readings for water, electricity and gas, the condition of floors, walls and ceilings in all rooms, the condition of the fittings and fixtures, as well as any other defects noted.

Once drafted and signed, the professional lease must be made available to the tenant, and the business registered and recorded in the companies register.

A professional lease drafted with care and accuracy helps prevent any misunderstanding in the event of a dispute.

How is the rent set for a professional lease?

The rent for a professional lease is agreed and set freely from the outset, as with a commercial lease. Bear in mind that the rent may be above, or less commonly below, market rates. It is advisable to research the property market and current prices per square metre beforehand.

In addition, the tenant's rent may be revised during the lease if a clause to that effect is included. This clause must set out the terms and details of any such revision. The actual variation will then be calculated with reference to the tertiary activities rent index (ILAT). It may occur on an annual basis.

If no indexation clause appears in the contract, the rent will remain unchanged until the end of the lease.

Beyond the rent, there is also the question of costs. While the tenant generally bears the expenses relating to their commercial premises (repairs, maintenance, taxes and duties…), major structural works remain the responsibility of the building owner.

To avoid any missteps, do not hesitate to seek advice from a lawyer specialising in this area.

Signing a professional lease marks a new milestone for many tenants in their professional journey. Finding the right business premises calls for tailored guidance aligned with your ambitions and the needs of your activity. Beyond the lease itself, location, proximity to amenities and transport links, and the immediate surroundings are all factors to consider in your property search — especially if you expect to receive clients or visitors.

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