Lawyer Tax Regime in France in 2026: BNC, SELARL, SELAS, AARPI, SPE

Updated 12 May 2026. A French lawyer never settles their tax regime once and for all on the day they take their bar oath. The arbitration between sole-practitioner BNC, AARPI, SCP, SELARL, SELAS — and from 2024 onward the new pluri-professional SPE created by Ordinance No. 2023-77 — is replayed at each milestone: crossing the micro-BNC threshold, associating with a peer, building a multi-disciplinary structure, planning a sale or a transmission of practice. At Cabinet Hayot Expertise, in Paris, we support both junior post-CAPA lawyers and founding partners of ten-fee-earner SELAS firms. This article maps the tax regime of the French lawyer in 2026 — choice of legal form, micro-BNC vs full declaration, switch to corporate tax, capital-gains on sale, Madelin caps — relying on the texts in force (CGI, Law of 31 December 1971, Ordinance 2023-77).

Article 92 of the CGI: why a lawyer falls under the BNC category#

Article 92 of the French General Tax Code (CGI) qualifies as non-commercial profits (bénéfices non commerciaux — BNC) the income of the regulated professions, of ministerial offices, and of any lucrative occupation that does not fall under another income category. A lawyer, a regulated profession governed by Law No. 71-1130 of 31 December 1971, falls automatically into the BNC category when practising in their own name or through a fiscally transparent structure. This BNC bedrock then conditions the arbitration between micro-BNC (Article 102 ter) and full declaration (Article 96), and governs eligibility for the professional capital-gains regimes (Articles 151 septies, 151 septies B, 238 quindecies).

Cash-basis accounting: collected revenues, paid expenses#

Unlike BIC categories kept on an accrual basis, BNC is computed as a rule on a cash basis: only revenues actually collected and expenses actually paid during the calendar year are recognised. This mechanism directly impacts year-end management — a payment delayed by a few days shifts taxable income to the following year. The lawyer may, by option, adopt accrual accounting (receivables/payables), in particular when preparing a sale or when integrating a group corporate-tax structure.

Mandatory cash book (Article 99 of the CGI)#

Article 99 of the CGI requires any BNC holder under the full declaration regime to keep a cash book detailing professional revenues and a register of fixed assets and depreciation. For a lawyer, the cash book records each collected fee with date, client identity (subject to professional secrecy — anonymisation by file number is standard practice), nature of services and method of payment. This obligation is auditable in a tax examination; its absence or defective keeping exposes the practitioner to rejection of the accounts and arbitrary assessment.

Sole-practitioner BNC: the entry-level form#

The sole practitioner operates under their own name. They are taxed under BNC personal income tax, subject to social contributions through URSSAF and the CNBF (see dedicated section), and engage their professional liability without any corporate shield. This is the form chosen by most lawyers starting out, often as collaborateur libéral within a host firm, before installing as titulaire or joining a structured practice.

AARPI: fiscal transparency at the service of association#

The Association of Lawyers with Individual Professional Liability (AARPI) is a contractual structure without legal personality. Fiscally transparent, it pays no tax in its own name: each partner reports their share of profit on their own 2035 return, under BNC. Each lawyer retains their own clientele, their own professional liability and invoices in their own name — but shares costs (rent, secretarial services, documentation) under a key set in the AARPI agreement. The AARPI is particularly well suited to associations of two to five lawyers wishing to pool resources without intermingling patrimonies.

SCP: transparency with legal personality#

The Civil Professional Company (SCP), governed by the Law of 29 November 1966, has legal personality but remains fiscally transparent at the personal income tax level. Each partner is taxed on their share of the result under BNC. Partners are however jointly and severally liable for the company's debts — a major differentiator versus SEL forms. The SCP has lost market share to SEL forms, but remains used in specific wealth-planning configurations.

SELARL and SELAS: the corporate-tax shield#

The Liberal Practice Companies (SEL), created by Law No. 90-1258 of 31 December 1990 and overhauled by Ordinance 2023-77 of 8 February 2023, allow lawyers to practise through a commercial-form vehicle. The SELARL (limited-liability form) is run by a gérant — treated as a self-employed (TNS) when majority shareholder, treated as an employee when minority. The SELAS (simplified joint-stock form) is run by a president treated as an employee, which offers the protection of the general social security regime (excluding unemployment insurance) and the statutory flexibility characteristic of the SAS. Both forms fall by default under corporate income tax (IS).

SPE: the new pluri-professional vehicle of Ordinance 2023-77#

Ordinance No. 2023-77 of 8 February 2023 on practice through companies of regulated liberal professions created a unified framework for multi-disciplinary practice. The Pluri-Exercise Company (SPE) allows lawyers to associate, within a single structure, with chartered accountants, notaries, judicial auctioneers, etc., subject to the deontological rules specific to each profession. The implementation calendar runs through 2024-2025 and continues to be refined by decree. For a Paris-based firm wishing to integrate a chartered-accountancy or wealth-planning arm, the SPE becomes a structuring vehicle to consider from 2026 — subject to confirmation of the last implementing decrees and any adjustments in the 2026 Finance Act.

The micro-BNC regime (Article 102 ter of the CGI)#

Article 102 ter of the CGI opens the micro-BNC regime to BNC holders whose annual revenues do not exceed a legal threshold — set at €83,600 for the 2026-2028 period. Under this regime, the lawyer reports gross revenues in box 5HQ of the 2042-C-PRO return and the administration applies an automatic 34% lump-sum deduction representing expenses. The taxable result is added to global income and subject to the progressive income-tax scale. No 2035 declaration is required, but the cash book remains mandatory.

Full declaration (Article 96 of the CGI)#

Beyond the micro-BNC threshold, or by express option below it, the lawyer falls under the full declaration regime (Article 96 of the CGI). They file an annual tax bundle on form 2035 detailing revenues, deductible expenses, depreciation and net taxable result. Deductible expenses include actual professional costs (rent, secretarial services, legal documentation, Bar fees, CNBF, URSSAF, Madelin retirement and protection insurance, deductible business meals, travel). The full regime is mandatory once revenues durably cross the threshold; it is frequently chosen by option below it, when real expenses exceed the 34% lump-sum allowance.

Approved Management Association (AGA) and end of the 1.25 surcharge#

Historically, BNC holders not affiliated to an Approved Management Association (AGA) suffered a 1.25 surcharge on their taxable result. This surcharge was progressively eliminated for income earned from 2023 onward. In 2026, AGA membership is no longer indispensable from a strict tax-cost standpoint, but retains practical value (2035 visa, control-prevention scheme, support during an audit). Our Paris 8 accounting team handles either configuration depending on client preference.

The 2026 corporate-tax rates: 15% then 25%#

A SELARL or SELAS falls by default under corporate income tax. The standard IS rate is 25% on profit. SMEs that meet the eligibility conditions benefit from a reduced rate of 15% on the first €42,500 of profit, subject to turnover below €10 million and a fully paid-up share capital held at least 75% by individuals (Article 219 b of the CGI). Above €42,500, the entire profit is taxed at 25%.

Salary + dividends: optimising the cash-out#

The corporate shield of a SEL allows the associate lawyer to split remuneration between salary (deductible from the company's profit, subject to social contributions) and dividends (paid on post-IS profit, subject to the 30% flat tax or the optional progressive scale). The arbitration depends on the marginal income-tax bracket, age, social protection needs and wealth projects. Our analysis on optimising director compensation details the quantified trade-offs.

The L131-6 III CSS trap: dividends of the majority gérant of a SELARL#

A specific watchpoint applies to the majority gérant of a SELARL: Article L131-6 III of the Social Security Code subjects to TNS social contributions (around 45%) the portion of dividends exceeding 10% of share capital, share premium and partner current-account balances. This rule, extended to SELs by case law and confirmed by the Social Security Financing Act, effectively eliminates the salary/dividends arbitrage for the majority gérant of a SELARL. It does not apply to the SELAS president (treated as an employee under the general regime), which is one of the main arguments for the SELAS choice in 2026. For the full picture of dividend taxation in France, see our dividend taxation analysis.

Capitalising retained earnings#

The corporate shield also allows retained earnings to be capitalised at the 25% IS rate — useful to fund an investment, hire, or build a reserve. Over 10 years, the difference between a SEL capitalising €100K/year at 25% and a sole-practitioner BNC taxed at the 45% marginal rate plus social contributions is substantial; it often justifies on its own the switch to a SEL once BNC net result crosses €200K, for a lawyer without an immediate cash-out constraint.

Capital ownership: at least 50% by practising lawyers#

Ordinance 2023-77 of 8 February 2023 unified and modernised the SEL regime. The cardinal rule is preserved: at least 50% of share capital and voting rights must be held by professionals practising within the company (or by SPFPLs — financial participation companies for the liberal professions). The remaining 50% may be opened to non-practising lawyers, SPFPLs, professionals practising another regulated liberal profession (notaries, chartered accountants) and, within limits, other third parties.

Mandatory declaration of partners to the CNB#

The Ordinance and its implementing decrees have reinforced disclosure obligations: the capital structure of any lawyers' SEL must be declared annually to the National Bar Council (CNB), with disclosure of ultimate economic beneficiaries. This transparency aims to prevent circumvention of the 50% rule.

Progressive 2024-2025-2026 roll-out#

The Ordinance's roll-out spans the 2024 and 2025 financial years, with transitional provisions for pre-existing SELs. Some implementing decrees remain to be published as of 12 May 2026, and case-law continues to build. For Paris-based lawyers considering setting up an SEL in 2026, vigilance must focus on compliance with the new governance rules and on the possible restructuring of older SELs that no longer meet the 50% threshold.

Article 151 septies: exemption for "small" BNC practices#

Article 151 septies of the CGI fully exempts professional capital-gains realised by a sole-practitioner BNC lawyer whose average revenues over the two preceding years do not exceed €90,000. The exemption is degressive between €90,000 and €126,000. The regime applies to the sale of clientele, transfer of the professional lease and amortisable assets, subject to at least 5 years of activity.

Article 151 septies B: holding-period allowance#

Article 151 septies B of the CGI grants an allowance of 10% per year of detention beyond the 5th year, leading to full exemption after 15 years, on long-term capital-gains relating to real estate allocated to operations (the firm's premises, for example). This mechanism is cumulative with other regimes for eligible assets.

Article 238 quindecies: exemption for business transmission#

Article 238 quindecies of the CGI fully exempts capital-gains on the sale of an individual business or a complete branch of activity whose value is below €500,000, with a degressive exemption up to €1,000,000. The regime applies in particular to the sale of an entire practice by a private lawyer to a peer, subject to the activity condition (5 years) and the absence of a capital link with the buyer.

Article 150-0 D ter: SEL director retiring#

For lawyers holding through a SELARL or SELAS, Article 150-0 D ter of the CGI grants, under conditions, a fixed €500,000 allowance on the capital-gain on the sale of the SEL shares realised at retirement. The mechanism, extended to 31 December 2031 by the 2024 Finance Act, requires at least 5 years of activity in the SEL, cessation of all directorship functions within the two years bracketing the sale, and liquidation of pension rights within the same period.

Dutreil pact: family transmission (Article 787 B)#

When the transmission is by donation to a child who will become a lawyer and take over the SEL, Article 787 B of the CGI opens, under collective then individual retention undertakings, a 75% allowance on the value taxable for gift duties. The Dutreil pact remains one of the central tools for family transmission of an SEL-structured practice.

CNBF, URSSAF, CSG-CRDS: the global social cost of a BNC lawyer#

A lawyer in private practice pays social contributions to URSSAF (health, maternity, family allowances, professional training) and to the CNBF — French Bars National Pension Fund for retirement (base and supplementary) and disability-death cover. The total cost can be broken down as follows (2026 orders of magnitude, to be confirmed with CNBF and URSSAF):

• CNBF base pension: flat-rate contribution + ~3.1% of net professional income
• CNBF supplementary pension: ~8 to 14% depending on class and bracket
• URSSAF health-maternity: ~6.5% of net income
• URSSAF family allowances: 0 to 3.1% depending on income
• CSG-CRDS: 9.7% of the CSG base (net income + mandatory contributions)
• CURPS (regional union contribution) — for the record

Total indicative range: 22 to 28% of net BNC depending on income, excluding supplementary discretionary pension and protection insurance.

2026 Madelin retirement caps#

Article 154 bis of the CGI opens, for TNS BNC holders, the deduction of Madelin retirement contributions within the limit of 10% of professional profit capped at 8 times the PASS (Social Security ceiling), plus 15% of profit between 1 and 8 PASS. With a 2026 PASS estimated at approximately €46,500 (figure to be confirmed at the official publication), the maximum deductible Madelin retirement envelope can reach ~€85,000 per year for a top-earning lawyer — one of the most powerful tax levers available to the BNC liberal professional.

Madelin protection and supplementary health caps#

In parallel, Madelin protection insurance and supplementary health authorise the deduction of contributions within the limit of 3.75% of professional profit + 7% of PASS, capped at 3% of 8 PASS, i.e. approximately €9,000 to €11,000 deductible per year depending on income. The wealth optimisation of a €200K-net sole-practitioner systematically passes through saturation of these two Madelin envelopes.

Case 1 — Sole-practitioner BNC at €200,000 net profit#

Paris-based sole practitioner, 5 years of practice, €200,000 net BNC, under full declaration. Optimised Madelin retirement: 10% × 200,000 + 15% × (200,000 − 46,500) ≈ 20,000 + 23,000 ≈ €43,000 (legal envelope ~€85K not saturated). Madelin protection/health: ~€7,500. CNBF + URSSAF + CSG-CRDS contributions: ~€50,000. Taxable profit after Madelin and any allowances: ~€150,000, taxed under the progressive scale at a 41% marginal rate. Net disposable income before personal IT: approximately €100,000.

Case 2 — SELARL with €200K salary + €100K dividends#

Sole partner of a SELARL, majority gérant. Salary €200K (TNS contributions ~€90K deductible from SEL result). Gross dividends €100K. Share capital €10K, no share premium. L131-6 III CSS application: 10%-of-capital threshold = €1,000. The €99,000 of dividends exceeding that threshold are subject to TNS contributions (~45%), i.e. ~€45K of additional social cost. The salary/dividends arbitrage in a SELARL becomes economically adverse beyond a certain fraction. The SELAS (no TNS assessment on dividends) remains the preferred form when the wealth project involves significant distributions.

Case 3 — Two-partner AARPI (€200K + €250K)#

Two lawyers associated in a Paris AARPI. Each invoices in their own name, keeps their own clientele and their own liability. Shared costs (rent €80K, secretarial €50K, documentation €8K) split 50/50 under the AARPI convention. Each files their own 2035 with their share of expenses. No legal personality, no IS, no SEL — the AARPI is the simplest and most flexible option to associate two to five private practitioners without changing their individual tax regime.

When to switch to a SELARL or SELAS#

The arbitration between sole-practitioner BNC and SEL rarely plays out below €150,000 to €200,000 of annual net profit. Below, the management overhead (accrual accounting, IS, formalities of general meetings, gérant payroll) exceeds the theoretical tax saving. Above, the SEL becomes relevant if — and only if — the lawyer capitalises a significant share of the result or prepares a medium-term sale (5-10 years). If the goal is to consume substantially all of the result, the sole-practitioner BNC optimised with Madelin remains competitive.

SELARL vs SELAS: why we steer towards SELAS#

The L131-6 III CSS trap on the dividends of the majority gérant of a SELARL structurally makes the SELAS more efficient for Paris-based lawyers with significant distribution capacity. The SELAS allows a president treated as an employee, dividends paid without TNS surcontributions, and superior statutory flexibility (preferred shares, approval clauses, shareholders' agreements). The SELARL retains an interest for the sole owner aiming to maximise TNS pension rights.

Preparing the sale 5 to 10 years in advance#

The regimes of Articles 151 septies, 238 quindecies and 150-0 D ter are not built the day before the sale. The structuring (move to SEL, building an SPFPL, setting up a wealth holding through an apport-cession) must be initiated 5 to 10 years before the effective exit. The wealth holding and its tax optimisation often constitutes the ultimate structuring layer. To prepare your arbitration, contact our Paris 8 accounting team or our outsourced CFO for growing SMEs.