Enterprise Chamber orders investigation at Nexperia

In October 2025, the Enterprise Chamber imposed immediate measures on Nexperia. In today's ruling, it finds that there are valid reasons to doubt the correctness of the policy and conduct of affairs at Nexperia and orders an investigation.

Doubts about the correctness of the policy

Firstly, the Enterprise Chamber finds that a conflict of interest has been handled without due care. Furthermore, there are indications that the director of Nexperia changed the strategy without internal consultation under the threat of upcoming sanctions; agreements with the Ministry of Economic Affairs were no longer adhered to, the powers of European managers were restricted and their dismissal was announced. After the Enterprise Chamber issued immediate measures in October 2025, a rift developed in Nexperia's global enterprise between the Chinese divisions on the one hand and the European and Southeast Asian divisions on the other. As a result, Nexperia's production chain has been severely disrupted, a large number of financial and legal disputes have arisen, and deliveries to customers have been seriously jeopardised.

The Enterprise Chamber has today ordered an investigation into these matters. It will shortly appoint two investigators to conduct the investigation.

Immediate measures

The immediate measures remain in place. Nexperia's situation now requires, first and foremost, a situation of calm that allows Nexperia to restore its internal relations, its production chain and deliveries to customers. Nexperia also continues to face geopolitical obstructions. This requires decisive management that is not hampered by the dispute between the various divisions of Nexperia's business and/or with its shareholder. The director therefore remains suspended and the Enterprise Chamber is maintaining the appointment of a temporary director at Nexperia. The shares in Nexperia (minus one share) will remain temporarily transferred to the administrator appointed by the Enterprise Chamber.

Q&A

What will happen now?
The Enterprise Chamber will shortly appoint two investigators to conduct the investigation. They will draw up a report on the investigation which will be provided to all parties and to the Enterprise Chamber. Based on that report, if so requested, it can then be assessed whether there has been mismanagement at Nexperia and whether definitive measures need to be taken.

What will happen in the meantime?
The provisional measures will remain in place until the Enterprise Chamber, at the request of one or more parties, decides that they are no longer necessary or need to be adjusted, for example because circumstances have changed.

What are immediate measures?
Immediate measures are temporary measures that the Enterprise Chamber can impose for the duration of the proceedings. These are imposed if this is deemed necessary in the interests of the company, its business and/or in the interest of the investigation. Examples include: suspension of a director and temporary transfer of shares to an administrator.

How long does the investigation take?
This is hard to predict; more than six months is not unusual.

Will the investigators' report be made public?
In principle, no. However, the Enterprise Chamber may decide that the report, in whole or in part, is available for inspection by the public.

Have the shares in Nexperia been expropriated by the transfer to the administrator?
No, the shares in Nexperia are and remain the property of Yuching Holding. The transfer to the administrator is temporary and only means that Yuching Holding no longer has the majority of votes in the Nexperia general meeting for the duration of the proceedings.

Why does one share remain with Yuching Holding?
The decision to leave one share in the capital of Nexperia with Yuching Holding was made to ensure that Yuching Holding can attend Nexperia's general meeting and retain access to shareholder information.

Does this ruling mean that the Enterprise Chamber considers that the Minister was right to intervene at Nexperia?
This ruling does not concern the Minister's order. The Enterprise Chamber assessed whether the investigation and the measures taken were necessary in the interests of Nexperia and its business. The Minister's order plays no role in this decision.

Where do I find more information?
More information about this case and previous decisions can be found in this announcement- U verlaat Rechtspraak.nl (in Dutch only).