Background
In May 2008, Petrogarde, a French simplified joint-stock company, sold marine fuel (gas oil) to Sea Fleurs LTD, a British Virgin Islands company, to supply a vessel calling at Marseille. The transaction was brokered through Eazybunker, an Italian intermediary. The debt of €103,375.64 remained outstanding for nearly a decade.
In May 2018, a fraudster sent an email to Eazybunker from an address differing by only one letter from Petrogarde’s genuine address. The email included a copy of the authentic invoice for €103,375.64 together with a fraudulent bank account identifier (RIB/IBAN). Eazybunker forwarded these documents to Sea Fleurs, which then wired the full amount to the fraudster’s account. The funds proved unrecoverable. Eazybunker was subsequently struck off the Genoa commercial register in April 2019 and placed into voluntary liquidation.
Petrogarde sued Sea Fleurs for payment of the outstanding debt and, in the alternative, sued Eazybunker for damages. The Aix-en-Provence Court of Appeal dismissed both claims on 21 December 2023, ruling that Sea Fleurs had made a valid liberatory payment to an “apparent creditor” within the meaning of Article 1342-3 of the Civil Code because it had genuinely believed it was paying Petrogarde. Petrogarde brought a cassation appeal.
The Court’s Holding
The Court of Cassation quashed the Aix-en-Provence judgment in its entirety. The Court held that Article 1342-3 of the Civil Code — under which “payment made in good faith to an apparent creditor is valid” — does not extend to a fraudster who has usurped the identity of the true creditor. In the Court’s words: “A third party who usurps the identity of the creditor is not an apparent creditor within the meaning of that provision.” The doctrine of apparent creditor presupposes a genuine, if mistaken, belief that the payee holds the underlying right of claim; it does not apply where the debtor knows exactly who its true creditor is and instead sends money to someone fraudulently impersonating that creditor.
The Court found that the Aix-en-Provence judges had conflated two distinct questions: whether Sea Fleurs believed it was paying the right creditor (Petrogarde — which was never in doubt), and whether it believed the bank account details it had received actually belonged to Petrogarde. Only the former is relevant to the apparent-creditor analysis. Because Sea Fleurs knew Petrogarde was its creditor and paid a different person who was fraudulently posing as Petrogarde, the payment was not liberatory and the debt remains due. The court accordingly found a misapplication (“fausse application”) of Article 1342-3.
Applying Article 624 of the Code of Civil Procedure, the cassation of the primary claim against Sea Fleurs automatically carried with it the cassation of the alternative damages claim against Eazybunker, the two being necessarily linked. The matter was remanded to the Lyon Court of Appeal, and Sea Fleurs was ordered to pay the costs as well as €3,000 to Petrogarde under Article 700 of the Code of Civil Procedure.
Key Takeaways
- A fraudster who impersonates a creditor by substituting a fake IBAN cannot qualify as an “apparent creditor” under Article 1342-3 of the French Civil Code; payment to such a person does not extinguish the underlying debt.
- The apparent-creditor doctrine requires a genuine error about the identity of the holder of the right of claim — not merely a mistaken belief in the authenticity of bank account details transmitted to the debtor.
- Where a debtor knows with certainty who its creditor is and is deceived only as to the payment coordinates (a classic business email compromise / “BEC” scenario), the risk of that deception falls on the debtor, who remains liable to the true creditor for the full amount.
- A consequential cassation under Article 624 CPC will sweep in subsidiary or alternative claims that are necessarily dependent on the primary claim that was quashed.
Why It Matters
Business email compromise fraud — in which attackers intercept or spoof invoices and substitute fraudulent payment details — has become one of the most financially damaging forms of cybercrime affecting commercial relationships. This ruling draws a clear line under French law: a victim-creditor does not lose its right to be paid simply because a third party was deceived by a fraudster into wiring money to the wrong account. The decision is published with enhanced dissemination (FP-B+R), signalling that the Court of Cassation intends it to serve as a reference ruling on the scope of the apparent-creditor doctrine in fraud contexts.
For businesses operating in international supply chains — particularly those using intermediaries for invoicing and payment — the judgment underscores that neither the intermediary’s good faith nor the end-buyer’s good faith shields the buyer from having to pay twice when fraudulent IBAN substitution occurs. The buyer’s sole recourse lies against the fraudster or, potentially, against the intermediary through whose systems the fraud was facilitated. The remand to Lyon will determine whether Eazybunker bears any liability in damages for forwarding the fraudulent payment details.