Strife between childhood friends. Enterprise Chamber intervenes: everyone happy. But for how long?

The FD reported on the personal drama of shipping entrepreneur Erik van der Wiel and shipbuilding magnate Peter Versluis. They have known each other since primary school but are now arguing over shipping company Volharding.

The company found itself in acute distress because of a million-dollar debt, and shareholders and directors who could not agree among themselves. The Enterprise Chamber intervened immediately last Thursday and appointed temporary new directors. The outcome was that everyone was satisfied, the salmon-pink business newspaper writes. That is a rarity in most legal proceedings. But at the Enterprise Chamber, it is a regular occurrence at the beginning of proceedings.

All's well that ends well? Probably not...

Appointing new directors is a first step in resolving the company's dire situation. It has not removed the differing views on the right course of action: Versluis wants to sell assets and the Van der Wiel camp wants to raise capital by issuing shares.
As long as all parties expect the new directors to decide in their favour, everyone will be happy for the time being. It is up to the new directors to keep it that way. If, in doing so, they at least invite all shareholders to the general meeting of shareholders in time, that will at least save a lot.

You can't come to our party

Indeed, ‘the source of all evil’ revealed here that Versluis was apparently not invited to the shareholders' meeting where the share issue was to be decided. And that, of course, is not allowed. An invitation must be properly issued to all shareholders at least eight days in advance. Unlike the children's parties of yesteryear, here q.q. the entire ‘class’ must be invited.

Versluis's lawyer says about this that ‘we were screwed back then’ and that ‘a revolution would have been intended’. I think this language is a bit heavy-handed and that a lawyer should not identify so extensively with his client. A lawyer should be independent and maintain sufficient distance from his own client.

Whatever the case, we'll have to wait and see whether Mr Versluis and his lawyer both feel ‘screwed’ again when the new directors side with the Van der Wiel camp instead of them. Or perhaps everyone will soon feel ‘screwed’ when the new directors opt for a different solution of their own. In principle, anything is possible in Enterprise Chamber-land!

Hopefully parties, or at least their lawyers, will then be able to keep the peace. But even in the big people's world, it remains difficult to count to ten and not get angry when others don't want to join your game.