What happened ?
The District Court of The Hague, in an interim judgment of 25 February 2026, held that this flower-growing VOF between two brother-controlled BVs will be dissolved for weighty reasons under article 7A:1684 BW.
The court found that the relationship had broken down to the point that productive cooperation was no longer possible.
That alone was enough.
The final questions are still open. The court will first appoint an independent expert to value the business before deciding which brother may maintain it and on what financial terms.
A separate dispute over disability insurance payments was also left open.
The court wants evidence from the bookkeeper because the written partnership agreement and the parties’ actual behavior may not match.
Analysis
This case is not mainly about violence, family conflict, or valuation mechanics. It is about what happens when a business keeps operating after trust, role discipline, and decision structure have already collapsed.
For micro and small businesses, the signal is sharp. A VOF can become unworkable long before it is economically unviable. Here, the court says communication failure alone can justify dissolution.
It also shows a second weakness: when partners ignore their own agreement for years, approve accounts, and fall back on unwritten habits, the contract no longer works as a control tool.
Many small firms wrongly assume that “we know how we do things” is enough. It is not, especially once the relationship breaks.
Governance
The essential failure was a lack of effective governance when trust broke down. Family ties and informal solutions replaced necessary oversight, clear roles, and enforceable rules, highlighting the need for robust governance beyond personal relationships.
Risk
Continuity risk arises first, followed by valuation issues, disputes, and control issues. Once communication breaks down, business operations may continue, but clarity around ownership, access, entitlements, and succession becomes unstable at the crucial moment.
Compliance
The written VOF agreement failed because practice may have diverged for years. Approved accounts, undocumented deals, and little evidence on disability payments made compliance unclear where it should have been certain.
Daily operational takeaway
Review your partnership agreement this week against actual practice. Where behavior, payments, approvals, or ownership assumptions differ from the contract, document the deviation now or fix it immediately.
ECLI:NL:RBDHA:2026:4783 Rechtbank Den Haag
Review your partnership agreement today to ensure it aligns with your actual business practices and prevent future governance issues.
The data, sourcing, and analysis behind this article were conducted by Paolo Maria Pavan. AI was not used to identify sources, build the factual basis, or produce the analytical judgment contained here. AI was used only as a drafting aid. The final English text was personally reviewed, edited, and approved by the author before publication. Any translated versions are AI-generated from the original English text.
