Sea Shepherd: director's dismissal void absent statutory unanimity

Enforcing directors' liability: luxury goods are recoverable assets too

Maverick Valves directors try to halt enforcement; the court of appeal rejects everything

Maverick Valves Manufacturing HQ B.V. is declared bankrupt in March 2024. The trustee in bankruptcy holds the directors — Centenario Holding & Investments B.V., [appellant 3] and [appellant 4] — liable under Section 2:248 DCC. In May 2025 the Zeeland-West-Brabant District Court orders them, jointly and severally, to pay an advance of €2 million on the estate deficit, the judgment being provisionally enforceable. The judgment is served in June 2025. No payment follows.

The trustee levies attachment in execution on three immovable properties of the directors and on two vehicles: a Lamborghini Centenario (Aventador) and a Ferrari, both owned by [appellant 3]. The bailiff demands that he hand over the vehicles within ten days. [appellant 3] does not do so.

The directors turn to the provisional relief judge. They seek suspension of the provisional enforceability and the lifting of the attachments. The provisional relief judge rejects their claims and orders [appellant 3] to hand over the vehicles to the bailiff after all, on pain of a penalty payment of €10,000 per day. The directors appeal. The 's-Hertogenbosch Court of Appeal rules on 7 April 2026: all claims dismissed, judgment upheld.

Court of appeal: suspension requires new facts — all arguments predated the judgment

The central point of contention is the standard for suspending provisional enforceability. That standard is laid down in the Supreme Court's De Zeester judgment: where the court in the proceedings on the merits gave reasons for its declaration of provisional enforceability, an enforcement dispute in preliminary relief proceedings can override that decision only on the basis of facts that arose after that judgment.

The district court had indeed given reasons for its declaration of provisional enforceability: the enforcement proceeds are placed in a third-party account, so that the restitution risk is sufficiently covered. In the preliminary relief proceedings the directors argued that the estate deficit is lower than the €9.9 million calculated by the trustee, that the mortgage on a Belgian property already provides sufficient security, that enforcement against the home is contrary to Article 8 ECHR, and that the vehicles, given their exclusive character, are unsuitable for sale in execution. The court of appeal finds that all of these circumstances predated the judgment of 14 May 2025. They should have been raised in the proceedings on the merits. They can no longer lead to an award in the enforcement dispute.

On the substance, the directors' calculation does not hold up either. The argument that a related-party claim of just over €3.2 million will be withdrawn of its own accord is at odds with the record of the verification meeting, which shows that the claim is still admitted. The possible remission of a tax claim of around €6 million on account of COVID-19 measures is purely speculative and in no way substantiated. That MV cannot pay the MV judgment of €2.8 million was stated by [appellant 3] himself at the hearing. The directors' liability insurer refuses cover.

What does this mean for directors seeking to prevent enforcement after a judgment under Section 2:248 DCC?

The ruling sharply exposes three limits. First: anyone seeking to challenge the declaration of provisional enforceability in an enforcement dispute must come forward with new facts — facts that arose only after the judgment. Objections that could already have been raised before the court on the merits no longer count. That also applies to objections about the value of attached assets or the size of the deficit.

Second: an offer of a bank guarantee works only if it is unconditional and sufficiently covered. The €2 million bank guarantee the directors offered was tied to the lifting of all the attachments — including those for the full deficit of €9.9 million. That is a condition the trustee is not reasonably required to accept. Moreover, it had been established at the hearing that [appellant 3] was not sure whether he could finance the guarantee at all. A conditional offer that the offeror can no longer honour himself is not a serious offer.

Third: a creditor may recover its claim against all of its debtor's assets, including rare or valuable objects. The court of appeal puts this in no uncertain terms in paragraph 5.14: the fact that the enforcement proceeds are likely to be lower than the market value, and that [appellant 3] will be unable to buy a comparable Lamborghini Centenario if the appeal succeeds, is not weighty enough to block enforcement. A private sale within the enforcement process remains possible in order to achieve higher proceeds.

This judgment makes clear that the enforcement stage offers no second chance for defences that belonged in the proceedings on the merits. More on the background to directors' liability in bankruptcy can be found on the Insolvency & Enforcement page and in the analysis of Section 2:248 DCC in the case law.

ECLI:NL:GHSHE:2026:904, 's-Hertogenbosch Court of Appeal, 7 April 2026.

Cited case law

Supreme Court: ECLI:NL:HR:2019:2026

Courts of Appeal: ECLI:NL:GHSHE:2026:904

Juriaan de Vries — lawyer at Prime Law, specialising in corporate and commercial litigation. See the disclaimer.

See also

• Directors' liability in bankruptcy: Section 2:248 DCC in the case law
• Enforcement auction of a home blocked: attachments lifted
• Court of appeal orders director to pay €975k for continuing a loss-making business
• Removal of a foundation director by the court: when does the court intervene?
• More about foundation and association law