Passing on your business premises in an SCI: gift, split ownership, Dutreil

Quick answer. To pass on business premises held in an SCI, the Dutreil pact and its 75% exemption do not apply if the SCI merely lets unfurnished property: it is a civil activity, excluded from article 787 B of the Tax Code. The genuinely effective levers are the gift of shares, the 100,000 euro allowance per parent and per child every 15 years (Tax Code art. 779), and split ownership, which reduces the taxable base under the article 669 scale.

Many owners imagine passing on their business premises using the Dutreil pact, as they would for their operating company. This is one of the most costly mistakes we see in wealth transmission: an SCI holding premises let unfurnished does not give the right to Dutreil. The good news is that other tools exist, perfectly effective when combined and started in time. This article sets out what works, what does not, and how to organise the transmission within the 2026 framework.

The Dutreil pact of article 787 B of the Tax Code allows company shares to be passed on with a 75% exemption of their value, under collective then individual retention commitments. The mechanism is powerful, but it is strictly reserved for companies carrying on an industrial, commercial, artisanal, agricultural or liberal activity.

An SCI that lets unfurnished premises carries on a civil activity of managing its own real-estate wealth, expressly excluded from the scheme. This is not a grey area: case law and administrative doctrine have long kept unfurnished letting outside the Dutreil scope, and the finance law for 2026 confirmed and tightened this line for transmissions occurring from 21 February 2026, by stating that managing one's own real-estate wealth is not an eligible activity.

There is a nuance we always flag: an SCI carrying on a genuine commercial activity, for example fitted or furnished rental qualified as commercial and subject to corporate income tax, could under strict conditions claim a favourable regime. But this is not the case of a classic wealth SCI holding premises let unfurnished. Counting on Dutreil in that configuration exposes you to a duty reassessment together with interest and penalties.

The transmission of an SCI goes first through the gift of its shares, which benefits from a favourable, progressive tax framework.

Each parent can give each child up to 100,000 euros free of duty, and this allowance renews every 15 years (Tax Code art. 779). For a couple with two children, that means 400,000 euros transferable free of duty per 15-year period, so considerable amounts by repeating the operation over a lifetime. Above the allowance, duties follow the progressive direct-line transmission scale (Tax Code art. 777), applied by value brackets on the taxable share, from 5% on the first euros up to 45% beyond 1,805,677 euros of net taxable share. A useful precision for larger estates: in the direct line, the marginal rate caps at 45%. The 60% rate sometimes quoted from the same article 777 does not target children but transmissions between unrelated persons, so it does not apply to a gift to descendants. On significant bases, the duty bill nonetheless stays heavy, which makes spreading by allowances all the more useful.

The SCI mechanically eases this strategy: it turns an indivisible property into divisible shares, far simpler to give in instalments than the asset itself. You can then size each gift to the available allowance and smooth the transmission over time. It is one of the major benefits of holding the premises in an SCI, a scheme we also explore in our article on buying premises through split ownership, usufruct to the company and bare ownership to the owner. To structure the whole, this reflection belongs to a broader approach to wealth management for the company owner.

Split ownership strongly amplifies the efficiency of the gift of shares, and it is the central lever of a well-run transmission.

By giving only the bare ownership of the shares and keeping the usufruct, you transmit only a fraction of the value, calculated under the scale of article 669 of the Tax Code according to your age on the day of the gift. The younger the donor, the higher the value of the usufruct, so the lower the bare ownership transmitted and taxed. You also keep the SCI's income as usufructuary.

On the death of the usufructuary, full ownership rebuilds itself automatically on the bare owner's head, with no inheritance duty on the value of the extinguished usufruct (Tax Code art. 1133). This is what makes the operation so efficient: the value of the usufruct extinguishes free of duty. One technical caveat deserves a mention: this duty-free extinction concerns the split property itself, here the SCI shares; a separate regime applies to a usufruct the deceased had reserved on sums of money, a point to examine case by case with your notary. We detail the transmission mechanism in our article on the split ownership of SCI shares to pass on to children, and its calculation rests on the split-ownership scale.

The tax scale of article 669 depends solely on the usufructuary's age on the day of the gift. Here is the full table to know in order to place the fraction of value actually transmitted to the bare owner.

The reading is simple: a donor aged 61 to 70 who splits ownership has only 60% of the share value taxed, against 70% in the 71 to 80 bracket and 80% in the 81 to 90 bracket. Each age bracket crossed adds 10 points to the taxable base. That is exactly why we insist on anticipation.

Our view#

The transmission of business premises held in an SCI is a field where false ideas cost dearly. Believing that Dutreil applies to a wealth SCI leads to a fragile structure and, in case of audit, to the retroactive loss of the benefit with interest and penalties. We always prefer a certain, well-documented scheme to an aggressive one that unravels at the first audit.

The robust strategy combines three building blocks: the gift of shares, the 100,000 euro allowance renewed every 15 years, and split ownership. Anticipation is decisive: the younger the donor at the time of the split, the lower the bare ownership transmitted and the more effective the operation; the longer you wait, the more the window closes at each age bracket. We recommend planning these gifts over time, in line with a gift-division when there are several children, to freeze values on the day of the deed and prevent later conflict. Where a holding company owns the shares, the articulation with holding company taxation deserves a dedicated review, because the trade-offs differ.

A 63-year-old owner held his business premises in an SCI, valued at 600,000 euros, and wanted to pass them to his two children, thinking he would apply the Dutreil pact. The analysis ruled out this route at once: the SCI let the premises unfurnished to his operating company, a civil activity excluded from the scheme.

The solution combined split ownership and the allowance. At 63, that is in the 61 to 70 bracket, the bare ownership was worth 60% of the value, that is 360,000 euros, split between two children, so 180,000 euros each. After the 100,000 euro allowance per child, the taxable base fell to 80,000 euros each, subject to the direct-line scale. The owner kept the usufruct and therefore the rents, passed on a markedly reduced base, and prepared the rebuilding of full ownership on death, free of duty on the value of the extinguished usufruct. The duty saving was substantial, without resorting to an inapplicable scheme or weakening the transmission.

In practice: organising the transmission of SCI shares#

• Have the SCI shares valued in a documented way. For a wealth SCI, you usually start from the asset-based approach, or revalued net asset method: market value of the property (valuation opinion or expert report), less the remaining liabilities (loan, current accounts) and plus the cash. Two further approaches cross-check this first figure: the income approach, which capitalises net rents at a market yield, and the comparison approach, based on disposals of comparable SCI shares or properties. The figure retained generally blends these angles, with a possible discount for illiquidity or minority, to be handled with care because the tax authority often challenges it. It is the basis for calculating duties and the first point examined in an audit.
• Choose the split-ownership option suited to your age and income needs: keep the usufruct to retain the rents, or split for a fixed term depending on the project.
• Size each gift to the available allowance (100,000 euros per parent and per child) and check the 15-year period since the last registered gift.
• Prefer the gift-division as soon as there are several children, to freeze values and avoid the reporting to the estate.
• Secure the SCI's articles and the usufruct allocation clause before the deed, to avoid governance friction between usufructuary and bare owners.
• Use a notary for the gift deed and a chartered accountant for valuation and tax follow-up: the two skill sets are complementary.

• Never count on Dutreil for a wealth SCI letting unfurnished: the exclusion is confirmed and tightened by the 2026 finance law for transmissions from 21 February 2026.
• The allowance period is 15 years: a gift made too soon after a previous one re-consumes the allowance already used. Check the date of the last deed.
• The article 669 scale is read on the day of the gift: waiting for an extra age bracket adds 10 points to the taxable base.
• A retained usufruct requires clear governance in the articles: who decides on works, disposals, allocation of profit. Vague drafting creates deadlocks.
• The SCI's liabilities (remaining loan) reduce the share value and therefore the duty base: include them in the valuation, but without overstating a nearly repaid debt.
• Beware last-minute gifts driven by health concerns: the tax authority looks at economic coherence and the chronology of deeds.