In the French banking landscape, three major cooperative networks stand out for their size and unique history. Far from being mere alternatives to traditional commercial banks, these establishments now account for "two-thirds of bank financing of the French economy", as Nicolas Théry, Chairman of Crédit Mutuel, points out. Each network has its own organisational structure, but they all share common values. fundamental cooperative principles that differentiate them from the classic capitalist model.
The Crédit Agricole Group: a pyramid structure rooted in agricultural history
Crédit Agricole's three-tier structure is clearly defined in article R.512-18 of the French Monetary and Financial Code.
The first tier is made up of more than 2,000 local mutuals. These entities are cooperative companies in their own right, but they are not required to be registered in the Trade and Companies Register (art. L.512-30 of the CMF). Their main mission, according to article L.512-21 of the CMF, is to "facilitate and guarantee transactions concerning agricultural production and agricultural and rural equipment carried out by their members".
At the intermediate level, the regional mutuals federate the local mutuals. Article L.512-33 of the CMF states that their "purpose is to facilitate transactions carried out by the members of the local mutual agricultural credit cooperatives in their area and guaranteed by these local cooperatives". Crucially, the regional mutuals are administered by a Board of Directors, whose appointments are closely monitored by the central body.
At the top, Crédit Agricole S.A. acts as the central body. Set up as a limited company under article L.512-47 of the CMF, it "facilitates, coordinates and controls" the network's operations. The Regional Banks hold the majority of the capital of this central body via a joint company (SAS Rue La Boétie).
A special mechanism for redistributing voting rights illustrates the balance of power: under article L.512-48 of the CMF, one-third of voting rights are divided equally between all the regional banks, and the remaining two-thirds are divided in proportion to the number of shares held by each.
The Crédit Mutuel group: the federal and confederal dimension
Crédit Mutuel has a specific architecture organised around two parallel 'tubes', as described in article L.512-55 of the CMF.
On the one hand, the local caisses de crédit mutuel (over 2,000) form the basis of the network. These caisses form departmental or interdepartmental caisses, which in turn form the Caisse centrale du crédit mutuel.
At the same time, each local caisse must belong to a regional federation (art. L.512-56 of the CMF), and these federations belong to the Confédération nationale du crédit mutuel.
Confédération nationale du crédit mutuel represents the group's central bodyas specified in article L.511-30 of the CMF.
A notable feature: unlike other cooperative groups, Crédit Mutuel's central body does not itself have the status of a credit institution. This does not prevent prudential supervision, as confirmed by the Court of Justice of the European Union in its ruling of 2 October 2019 (aff. C-152/18).
The central body exercises administrative, technical and financial control over its members and can impose various sanctions ranging from a warning to deregistration (art. R.512-24 of the CMF).
Groupe BPCE: successful merger of two historic networks
Groupe BPCE is the result of a historic merger between two cooperative networks with different histories, formalised by Act no. 2009-715 of 18 June 2009.
The Banques Populaires network, which officially came into being with the Clémentel Act of 13 March 1917, was historically aimed at retailers, craftsmen and SMEs. Article L.512-2 of the CMF still provides a framework for this focus, even though the business has diversified considerably. The "one man, one vote" rule has been significantly modified, with article L.512-5 of the CMF stipulating that "the articles of association shall determine the number of votes each member shall have at general meetings".
The Caisses d'Épargne network has followed a different path. Initially conceived as not-for-profit establishments, it was only in 1999, with the Law of 25 June, that this network adopted cooperative status. Article L.512-85 of the CMF affirms its social mission: participation "in the principles of solidarity and the fight against exclusion".
The joint central body, BPCE, is set up as a limited company, with the majority of its capital held by the two networks (art. L.512-106 of the CMF). Its governance reflects this balance: "member representatives proposed by the chairmen of the guidance and supervisory boards of the caisses d'épargne and the chairmen of the boards of directors of the banques populaires have a majority" on its board.
This merger has created a powerful group while preserving the distinct commercial identities of the two original networks.
The French cooperative banking sector, far from being marginal, is establishing itself as a major player in the financing of the economy. If you are a shareholder or are considering becoming one, our lawyers can advise you on your rights and the specific legal features of these establishments.. For companies considering operations with these networks, a prior legal analysis of the implications may prove decisive.
Sources
- Monetary and Financial Code, articles L.511-30, L.512-2 to L.512-106, R.512-18 to R.512-58
- Law 99-532 of 25 June 1999 on savings and financial security
- Act no. 2009-715 of 18 June 2009 on the central body for savings banks and banques populaires (French version)
- CJEU, 2 October 2019, Crédit Mutuel Arkéa v ECB, Case C-152/18
- Théry, N. (2021), "Le principe d'unité dans les groupes bancaires mutualistes : Le cas du Crédit Mutuel", in Liber amicorum Mélanges en l'honneur de Jean-Patrice et Michel Storck, Dalloz-Joly Éditions.
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