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INSIGHTS
VISION CHANGE


Deadlock in a 50/50 company: resolutions of the remaining director void
District Court of Gelderland (28 October 2026): in a deadlocked 50/50 company, the remaining director alone adopted resolutions that belonged to the general meeting. All three are void; no order to reverse them, but a duty to provide information.

Caspar van der Winden
2 days ago2 min read


Enterprise Chamber intervenes at care company: inquiry ordered and director with casting vote appointed
Enterprise Chamber (22 October 2026): well-founded reasons to doubt sound policy at a publicly funded care company, including missing annual accounts, missing supervision and unclear cash flows. Inquiry ordered and a director with a casting vote appointed.

Caspar van der Winden
5 days ago2 min read


Cash pool sweeps just before bankruptcy: director and shareholder jointly and severally liable
Arnhem-Leeuwarden Court of Appeal (6 October 2026): in a zero balancing cash pool, each sweep when bankruptcy is in sight is a payment to the affiliated shareholder. Director and shareholder must jointly pay the trustee just over EUR 243,000.

Caspar van der Winden
Oct 302 min read


Turbo liquidation is not the end: court reopens the liquidation of three private companies
The Amsterdam District Court reopens the liquidation of three companies dissolved by turbo liquidation (Article 2:23c of the Dutch Civil Code): the creditors' claim and the existence of assets are sufficiently plausible. An independent liquidator is appointed.

Caspar van der Winden
Oct 272 min read


Director pay without a shareholders' resolution: directors jointly liable for almost EUR 672,000
Two management companies raised their director fees without the shareholders' resolution required by the articles. The 's-Hertogenbosch Court of Appeal holds them and their own directors jointly liable for almost EUR 672,000.

Caspar van der Winden
Oct 222 min read


The Hague Court of Appeal: creditor obtains broader evidence against director of bankrupt company
The Hague Court of Appeal grants a creditor broader preliminary evidence measures against the director of a bankrupt company, on suspicion that assignments were shifted to other group companies. The trustee's irregularities investigation remains confidential.

Caspar van der Winden
Oct 202 min read


Director not liable for unpaid litigation costs: access to justice weighs heavily
A director is not personally liable for his company's unpaid costs order. There is no duty to secure cover for litigation costs in advance: access to justice weighs heavily.

Caspar van der Winden
Oct 192 min read


Turbo-liquidation and director liability: when a creditor's reproach fails
An employee sued a director after the company was turbo-liquidated, calling the dissolution wrongful. The court rejected the claim — here is why, and what it means for directors and creditors.

Caspar van der Winden
Jun 232 min read


Turboliquidation: fast dissolution, lasting director risk
A recent ruling of the District Court of Overijssel is a timely reminder that turboliquidation is only safe when a company genuinely has no assets — and that the transparency obligations introduced in 2023 carry real personal risk for directors who ignore them.

Caspar van der Winden
Jun 232 min read


Director liability for breach of filing obligations
The District Court of North Holland issued an interesting ruling on November 27, 2024, regarding director liability in bankruptcy cases....

Caspar van der Winden
Jan 20, 20252 min read
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