Intra-group transfers: the formalism of the tripartite agreement remains necessary

Beware the formalism of intra-group transfers: a mishandled change of employing entity can leave the employment contract alive with the original employer several years after the "transfer".

In files involving intra-group transfers, I often see employers fall into this trap: poorly organized contract transfers, based on a mere change of the employing entity on the payslips, the signature of a bilateral avenant between the employee and the original employer or the "new employer", or even a simple information letter.

But outside the cases of automatic transfer of the employment contract by operation of law (Article L. 1224-1 of the French Labor Code) or under a collective agreement, the signature of a tripartite transfer agreement remains necessary.

A fresh illustration: in this case, the court of appeal had found, on the basis of a fairly extensive body of circumstantial evidence, that an employee initially hired by a French entity of a group had been transferred to a Belgian entity of the same group:

• the employee had signed a letter concerning his new duties, explicitly providing for the application of Belgian law and the end of his previous international secondment program;

• he had signed a contract stating that he would be paid through the Belgian payroll system and subject to Belgian employment law;

• he did in fact receive payslips issued by the Belgian company;

• he had asked the employer about the Belgian leave system;

• a subsequent secondment contract provided that the Belgian employment contract remained in force during the secondment.

The court of appeal found an "intention to novate" (volonté de nover), characterized in particular by the express acceptance, on two occasions, of submitting the employment relationship to Belgian law. It concluded that the French entity was no longer the employer and that the employment contract had continued with the Belgian entity.

Here, this analysis led to declining the jurisdiction of the French courts to hear the claims brought against the French entity (the clause conferring jurisdiction on the French courts contained in the initial contract not being reproduced in the Belgian contract).

The French Supreme Court sets the ruling aside. It holds that "no tripartite agreement had been signed between the employee and his successive employers organizing the continuation of the same employment contract".

In other words, outside statutory/contractual transfers, the mere accumulation of contractual, organizational or operational indicators is not enough to characterize a substitution of employer within an international group: the formalism of the tripartite agreement remained necessary to validly organize the transfer.

Source: French Supreme Court, 13 May 2026, appeal n° 24-10.079