Malik Goulamhoussen
Deux ans après les premières consultations sur le sujet aux Etats-Unis, la France décide finalement de se pencher sur le phénomène du crowdfunding et d’adapter sa législation.
La ministre des PME, Fleur Pellerin, a présenté le 30 septembre dernier une proposition de modification des textes afin de donner un cadre et un statut aux plateformes de financement participatif. Une consultation publique a été ouverte jusqu’au 15 novembre et devrait permettre d’aboutir à un texte final qui, on l’espère, répondra aux attentes du secteur.
Regardons de plus près quelles sont exactement les mesures/modifications proposées:
- Création du statut de CIP (conseiller en investissements participatifs)
Il s’agit là de donner un cadre légal à la profession, reconnaitre la spécificité de l’activité et permettre de la réguler. Le CIP est accessible à toute personne justifiant de la compétence professionnelle adaptée, aucuns capitaux propres ne sont requis. En soi, il s’agit d’une bonne mesure, qui reconnait la profession. Le seul point négatif est la relative facilité avec laquelle ce statut est accessible (pas de capitaux propres requis) et qui laisse la porte ouverte aux acteurs peu scrupuleux.
- Assouplissement du monopole bancaire
Il s’agit là d’une des mesures phares du texte propose. Le crédit bancaire est de plus en plus difficile à obtenir lors des premières phases de vie d’une entreprise, de par la frilosité des établissements bancaires pour cette tranche d’activité. La mesure proposée permettrait donc aux entreprises d’emprunter des fonds (crowdlending), via une plateforme, à un ensemble d’individus prêteurs et tout ceci sans passer par la case banque. Notons toutefois les contraintes qui sont imposées:
- Un même prêteur ne peut prêter plus que 250 Eur par projet
- Un projet ne peut lever plus que 300 000 Eur par ce biais
- Il faut au minimum 20 prêteurs par prêt
Le seuil de 250 Eur par projet, mis en place pour inciter les prêteurs à diversifier leurs investissements et donc diminuer leur risque, parait tout de même particulièrement bas. Cela implique par exemple qu’un projet de 100 000 Eur doive trouver 400 prêteurs différents au moins pour réussir sa levée de fonds, ce qui peut être particulièrement difficile pour des projets locaux, sans vocation nationale.
Le plafond de 300 000 Eur est quant à lui réaliste dans la mesure où l’on parle ici exclusivement du prêt et non de l’investissement en capital.
Le nombre minimum de prêteur (redondant d’une certaine façon avec le seuil de 250 Eur par projet) élimine de facto les petits projets locaux. Il serait opportun de revoir ce seuil à la baisse.
- Création d’un régime prudentiel dérogatoire
Cette disposition permet aux établissements de s’affranchir des services d’un PSI (prestataire de services en investissements) en leur permettant de gérer à leur niveau jusqu’à 3M€ de paiements par mois. Ceci permet de faciliter la vie des plateformes lors de leur démarrage. A noter qu’il y a une contrainte de capitaux propres (minimum de 40k€) pour être éligible a ce régime.
- Augmentation du plafond permettant de rester hors de l’offre au public (opérations sur titres)
Ayant vu la partie crowdlending plus haut, intéressons-nous maintenant au crowdequity: les investissements en capitaux propres.
Le texte porte le seuil permettant de s’affranchir des contraintes de l’appel public à l’épargne de 100k€ a 300k€. Il s’agit là clairement d’un pas en avant, mais ce nouveau seuil reste bien en deçà de la réalité des levées de fonds qui varient en moyenne entre 100k€ et 1M€.
Notons également que le texte actuel exclut les SAS de cette dérogation. Il s’agit là bien évidemment, si le texte n’est pas modifié, d’un frein majeur à l’essor du crowdequity en France car la très grande majorité des entreprises susceptibles de lever des fonds sont sous le statut de SAS.
- Devoir d’information et de protection des investisseurs pour les plateformes
Un des éléments les plus bloquants du texte actuel est la rigidité imposée aux plateformes de crowdfunding quant à la communication des informations sur les levées de fonds en cours au grand public.
Le projet impose en effet que les internautes-investisseurs s’enregistrent au préalable sur le site et communiquent un ensemble de renseignements administratifs (revenus, patrimoine, etc.) avant de pouvoir accéder à la totalité des informations sur les projets. Cet effet « usine à gaz » est clairement un frein à la démocratisation de ce mode de financement.
Rendez-vous début 2014 pour le texte final qui devrait tenir compte des retours des différents acteurs du secteur.
Merci Malik pour ce résumé.
Il y a eu quelques update en février dernier sur le crowdfunding et le financement participatif.
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