2001
Year of creation by the loi NRE (loi n° 2001-420 du 15 mai 2001 relative aux nouvelles régulations économiques).
Advisory
The CEPC's role is purely advisory and observatory — it cannot mediate, cannot impose sanctions, and its opinions do not bind the courts or the parties.
B2B
The CEPC's jurisdiction covers commercial relationships between producers, suppliers, and resellers — not consumer contracts, which fall under separate consumer law rules.

Origin and Legal Basis

The Commission d'examen des pratiques commerciales — universally known by its acronym CEPC — was established by the loi n° 2001-420 du 15 mai 2001, the loi relative aux nouvelles régulations économiques, commonly referred to as the loi NRE. Its legal framework is now set out in Article L 440-1 of the Code de commerce, with implementing provisions in Articles D 440-1 et seq.

The loi NRE was part of a broader legislative effort to rebalance commercial relationships in the French distribution chain — particularly the relationships between large-scale retailers and their suppliers, which had been a persistent source of tension and legal disputes. The CEPC was designed to provide a neutral, expert, and confidential forum in which commercial practices could be examined for their conformity with the law, without the adversarial pressure of litigation. It fills a structural gap: between the private negotiation of commercial contracts and the enforcement mechanisms of the competition authority and the courts.

The Three Roles of the CEPC

Role 1 Art. L 440-1, V-al. 1 and 2 Advisory: Opinions on Commercial Practices
The CEPC's primary function is to give opinions (avis) on questions, commercial documents, advertising documents (including invoices and contracts covered by business secrecy), and commercial practices submitted to it. The opinion focuses notably on the conformity with the law (conformité au droit) of the practice or document examined. This covers conformity with the Title IV of Book IV of the Code de commerce rules on commercial transparency, restrictive competition practices, and other prohibited practices — but also with other areas of law relevant to the practice.
Role 2 Art. L 440-1, V-al. 3 Normative: Recommendations for Best Practice
In addition to opinions on specific questions submitted to it, the CEPC may adopt recommendations (recommandations) on any question within its competence — and notably on questions relating to the development of good commercial practices (développement de bonnes pratiques). Recommendations go beyond the legal conformity analysis of opinions to shape what good commercial conduct looks like in practice. They are not binding, but they carry significant normative weight in the industries they address.
Role 3 Art. L 440-1, V-al. 4 Observatory: Monitoring Commercial Practices
The CEPC also exercises a permanent observatory role (rôle d'observatoire régulier) over commercial practices, invoicing, and contracts concluded between producers, suppliers, and resellers. This observatory function is not reactive — it does not depend on a referral — but systematic and continuous. The CEPC must produce an annual activity report (rapport d'activité), transmitted to the Government and both chambers of Parliament, and made public.

What Falls Within the CEPC's Scope

The CEPC's jurisdiction is defined by the nature of the commercial relationship and the type of document or practice in question. The legal framework refers to "commercial relationships between producers, suppliers, and resellers" — a broad B2B category that covers both vertical relationships (between different levels of the distribution chain, such as a manufacturer and a distributor) and horizontal relationships (between operators at the same level, such as between competing resellers).

What the CEPC Can Examine (Art. L 440-1, V-al. 1)
✓Questions about commercial practices between producers, suppliers, and resellers
✓Commercial and advertising documents — including invoices and contracts covered by business secrecy (secret des affaires)
✓Practices in both vertical relationships (producer-distributor) and horizontal relationships (between competitors at the same level)
✓Conformity with Title IV of Book IV C. com. (transparency, restrictive competition practices, other prohibited practices) and with other applicable law
✓Whether the parties to a B2B contract might qualify as a consumer or non-professional — to determine if consumer law protections apply — even though the CEPC cannot itself assess the unfairness of a clause under consumer law

What the CEPC Cannot Do

Within the CEPC's Power
✓Issue non-binding opinions on the legal conformity of B2B commercial practices
✓Adopt recommendations promoting good commercial practices
✓Publish opinions on its website at its discretion (without needing the referrer's consent)
✓Exercise the observatory function and publish an annual report
✓Be consulted by courts on B2B commercial practices in pending disputes
✓Commission enquiries through authorised DGCCRF and competition authority agents
Outside the CEPC's Power
✗Mediate between parties — the CEPC's role is purely advisory; it cannot act as a mediator (Rapport d'activité CEPC 2002-2003)
✗Issue binding decisions — opinions and recommendations are not binding on parties or courts
✗Impose sanctions of any kind
✗Assess unfair contract terms under consumer law — not competent to judge unfairness of a clause under C. consom. Art. L 212-1; it can only check whether the parties qualify as professional or consumer (Avis CEPC n° 15-03 du 22-1-2015)
✗Hold public sessions — CEPC sessions are not public

What the CEPC Has Examined: Published Opinion Examples

The CEPC's published opinions cover a wide range of B2B commercial practices. Three examples from the source text illustrate the breadth of the topics it has addressed:

Avis CEPC n° 04-08 — 15 December 2004 Reverse Electronic Auctions

The CEPC examined the practice of reverse electronic auctions (enchères électroniques inversées) — in which suppliers bid down their prices in real time against each other — not only against the Code de commerce competition rules but also against the general contract law principles of the Code civil. This illustrates that the CEPC's legal analysis extends well beyond competition law specifically.

Avis CEPC n° 09-14 — 9 December 2009 Comparative Product Performance Studies

The CEPC examined the validity of publishing comparative performance studies of competing products, applying the comparative advertising rules in the Code de la consommation. The opinion shows that, despite the CEPC's B2B focus, it can and does apply consumer law rules where they are relevant to the commercial practice under examination — even though it cannot assess unfair terms under Art. L 212-1 C. consom.

Avis CEPC n° 15-03 — 22 January 2015 Consumer or Professional? Determining Applicable Regime

In this opinion, the CEPC addressed the question of whether the parties to an apparently B2B contract might qualify as a consumer or non-professional — which would bring them within the consumer law regime, including the unfair terms rules the CEPC itself cannot apply. This opinion-type defines the boundary of the CEPC's own jurisdiction.

Publication of Opinions and Recommendations

Opinions: Discretionary Publication

The CEPC may decide to publish the opinions it adopts on its website (Art. D 440-8). Publication is at the Commission's discretion and does not require the consent of the party who made the referral. The opinions are available at www.economie.gouv.fr/cepc. Not all opinions are published — the CEPC takes into account business secrecy and the sensitivity of the information provided before deciding whether to make an opinion public.

Recommendations: Anonymity and Communication to the Minister

Where a recommendation follows a specific advisory referral, it must contain no indication that would allow the identification of the persons concerned. The recommendation is communicated to the Minister of the Economy and published on the Commission's decision. Unlike opinions, recommendations are general normative texts designed to shape sector-wide practices, and their publication is therefore less sensitive from a confidentiality standpoint.

Annual Report: Full Public Transparency

The CEPC's annual activity report — covering the opinions it has rendered, the recommendations it has adopted, and the commercial practices it has observed — is transmitted to the Government and to both chambers of Parliament, and is rendered public. The annual report is the most comprehensive source of information on where the CEPC is focusing its attention and what trends it is identifying in B2B commercial relationships.

Why the Annual Report Matters for Legal and Compliance Teams

The CEPC's annual report provides a unique window into the commercial practices that are attracting legal scrutiny in France's B2B distribution relationships — before those practices become the subject of litigation or enforcement action. Legal and compliance teams in businesses active in French distribution chains should monitor the annual report as a leading indicator of where commercial law risk is building. Practices the CEPC identifies as problematic or non-compliant frequently become the subject of DGCCRF investigations and litigation in subsequent years.

What Businesses Need to Know About the CEPC
The CEPC was created by the loi NRE in 2001 specifically to address the power imbalances in French distribution chain relationships — particularly between large-scale retailers and their suppliers. Its institutional purpose is to provide legal clarity and promote good practice in this context.
The CEPC's opinions cover conformity with the entirety of the law applicable to the practice, not just the Code de commerce competition and transparency rules — it has applied general contract law principles and consumer advertising law in individual opinions.
The CEPC cannot mediate and cannot impose sanctions. Its role is purely advisory. A business cannot be forced to appear before the CEPC and cannot be sanctioned by an adverse opinion. The value of the CEPC lies in obtaining clarity and signalling good faith compliance, not in any binding outcome.
The CEPC cannot assess whether a clause in a B2B contract is unfair under the consumer law rules (Art. L 212-1 C. consom.) — but it can and does determine whether the parties to an apparently B2B contract might qualify as consumers or non-professionals, thereby defining whether the consumer law regime applies at all.
CEPC opinions are published at the Commission's discretion, without needing the referrer's consent. A party that refers a practice for an opinion should understand that the resulting opinion may be published even if the outcome is unfavourable.
The annual report is publicly available and provides industry-wide insight into the CEPC's evolving views on commercial practices. Monitoring it is a cost-effective element of any French distribution law compliance programme.
Navigating B2B Commercial Practices in France?

The CEPC is one of several institutions — alongside the Autorité de la concurrence and the DGCCRF — that shape the legal landscape for commercial relationships in France. Understanding how each institution works and how they interact is essential for any business operating in the French distribution chain.

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This article is for general information and educational purposes only. It does not constitute legal advice. Always seek qualified legal advice for your specific situation.