France Establishes a Restricted Confidentiality Regime for In-House Legal Advice
In Short
The Situation: Until now, legal consultations prepared by in-house counsel were not protected under any statutory confidentiality regime in France, unlike correspondence between lawyers and their clients. This gap left internal legal communications exposed to seizure in civil, commercial, or administrative proceedings.
The Result: On January 14, 2026, the French Senate definitively adopted legislation introducing a confidentiality framework for internal legal consultations, under strict conditions regarding authorship, content, format, and recipients. The new regime is codified in Article 58‑1 of the Law of December 31, 1971.
Looking Ahead: The law has not yet been promulgated and is currently under review by the Constitutional Court. It is expected to enter into force within one year of promulgation and could offer companies operating in France a valuable tool to manage legal risk, particularly in cross-border compliance and litigation contexts.
The new law introduces Article 58‑1 into the Law of December 31, 1971. It recognizes the confidentiality of internal legal consultations, provided that they are prepared by in-house counsel holding a Master's degree in law (or equivalent) who has completed specific ethics training, and also provided that they are addressed exclusively to the governing bodies of the company or its corporate group. The consultation must be personalized, bear a specific confidentiality notice, and be separately filed in the company's records. This confidentiality attaches to the consultation itself and extends to any subsequent versions.
When invoked in civil, commercial, or administrative proceedings, this confidentiality prohibits any seizure or disclosure of the consultation, including to French or foreign administrative authorities. However, it may be waived by the company or lifted by court order through a specific procedure involving sealed documents and the intervention of a judicial officer. In the event of a dispute over whether confidentiality applies, the court rules in summary proceedings, after hearing the parties and reviewing the sealed materials. At the end of the process, the documents are either returned to the company or introduced into the case file.
The adopted text expressly excludes criminal and tax proceedings, in order to preserve the investigative powers of public authorities. This exclusion, fully assumed by the legislature, reflects a desire to balance the protection of internal legal communications with the requirements of public order. Furthermore, confidentiality may be validly asserted only if all substantive and procedural conditions set by law are strictly met; otherwise, it is inoperative.
This long-anticipated reform marks a major milestone in the recognition of the essential role of in-house counsel. It comes at a time of increasing competition between legal systems, where the lack of protection for internal legal advice has undermined the position of French companies internationally. The adopted framework brings French law closer to international legal privilege standards, without disrupting existing institutional balances.
By establishing a confidentiality regime that is both limited and effective, the legislature provides French companies with a meaningful tool for managing legal risk.
Three Key Takeaways
- A new confidentiality regime for in-house counsel: For the first time under French law, the statute introduces a framework protecting internal legal consultations, subject to strict conditions regarding content, form, and intended recipients.
- A limited scope of protection: Confidentiality applies only in civil, commercial, and administrative proceedings. It expressly excludes criminal and tax matters and may also be lifted under judicial supervision.
- A framework pending validation: The text, currently under review by the Constitutional Court since January 23, 2026, has not yet been promulgated. The forthcoming decision could delay its entry into force or limit its scope.
