Important Ruling on Expert Investigations and Cost Advances for Entrepreneurs

In the world of corporate law, it frequently occurs that companies have conflicts over issues such as share valuations or determining the value of a business. Recently, the Amsterdam Court of Appeal made an important ruling that provides clarity regarding the ground rules surrounding expert assessments and the associated costs, specifically aimed at entrepreneurs who may encounter these situations.

Case Summary

In the case of Jomabas B.V. against several other companies, the Amsterdam Court of Appeal first asserted that the Enterprise Chamber of the court needed to appoint an expert to determine the value of the shares in another company. This was the result of a dispute among shareholders, where there was a need for an objective estimation of value. An expert, in this case, drs. Ph.M. van Spaendonck, was appointed to conduct the assessment.

A crucial point in the ruling was the advance payment for this assessment. The expert had presented his budget, and the Court ruled that the necessary advance payment of € 61,824, including VAT, was reasonable. This amount had to be advanced by one of the involved companies, in this case, [company 1], and paid directly to the expert via advance invoices. This decision means that parties do not need to negotiate when the expert performs his assessment tasks and budget, potentially speeding up the process.

Practical Implications for Entrepreneurs

This ruling has several important practical implications for entrepreneurs:

1. Clarification Regarding Expert Assessments: For all entrepreneurs involved in disputes where an expert is involved, this ruling provides clarity on how the costs for such an assessment are arranged. The principle that the party bearing the costs pays the advance invoices directly to the expert is an important step towards more efficient handling of such disputes.

2. Financial Preparation for Entrepreneurs: Entrepreneurs should be aware that expert assessments often come with significant costs. It is advisable to take this into account in financial planning, especially in situations where share valuations or other substantial financial disputes are at play. By knowing this in advance, companies can be better prepared for potential financial obligations.

3. Proactive Approach to Disputes: The ruling also gives entrepreneurs an incentive to address disputes more quickly and proactively. As the costs and duration of an expert assessment are clear, this may encourage companies to reach resolutions or engage experts earlier in the process.

4. Strengthening Legal Position: For entrepreneurs involved in a share dispute, this ruling means that they cannot solely rely on their own insights or arguments, but can also enlist the strength of an independent expert. This strengthens the legal position of shareholders in disputes over values and can lead to fair and transparent outcomes.

5. Responsibility and Transparency: The ruling also emphasizes the importance of responsibly engaging experts. If the involved parties agree to the expert's budget, this reflects a mutual responsibility and the necessity for transparency in costs.

Conclusion

The ruling of the Amsterdam Court of Appeal not only confirms the role of experts in disputes regarding the valuation of shares or businesses but also offers practical guidelines for entrepreneurs to be better prepared for the financial and legal consequences of such disputes. Ultimately, this can contribute to a better and quicker resolution of issues that entrepreneurs face.

Ruling

This blog post is based on ECLI:NL:GHAMS:2025:3622.
(For the English version: ## Case Reference
This post is based on ECLI:NL:GHAMS:2025:3622.