A Dutch court has mandated an investigation into alleged mismanagement at Nexperia, while maintaining earlier interim measures that suspend its director and shift control of most shares to an administrator.
The decision has drawn criticism from the company’s Chinese parent, Wingtech.
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The Enterprise Chamber of the Amsterdam Court of Appeal ruled that there are sufficient grounds to question the company’s policy and conduct, ordering a formal inquiry into the affairs of Nexperia Holding and Nexperia.
The court confirmed that measures introduced in October 2025 will remain in place.
These include suspending the director, appointing a temporary director and transferring all but one of Nexperia’s shares to an administrator.
However, the Dutch government said last year that it wanted to prevent a situation in which Nexperia’s chips would “become unavailable in an emergency.” Nexperia’s “regular production process can continue,” it said in October.
In its decision, the Enterprise Chamber cited concerns that a conflict of interest was not addressed with appropriate care and pointed to indications that strategy had been altered without internal consultation amid looming sanctions.
It also referred to non-compliance with agreements made with the Ministry of Economic Affairs, restrictions placed on European managers’ authority and announcements of their dismissal.
The court said that following the earlier interim measures, divisions emerged within Nexperia’s global organisation between Chinese operations and European and Southeast Asian units.
It stated this split had severely disrupted the production chain, triggered multiple financial and legal disputes and jeopardised customer deliveries.
Two investigators are expected to be appointed shortly to examine the matter and submit a report to the parties and the Enterprise Chamber.
Based on that report, and if requested, the court will determine whether mismanagement occurred and whether permanent measures are warranted.
The interim arrangements will stay in effect until the court decides they are no longer required or should be modified.
According to the ruling, the measures aim to restore stability, mend internal relations and secure production and deliveries amid ongoing geopolitical obstructions.
Nexperia’s shares remain owned by Yuching Holding, but the temporary transfer removes its majority voting rights during the proceedings.
One share has been retained to allow attendance at general meetings and access to shareholder information.
The court clarified that the Minister’s order was not under consideration and did not influence its decision.
In remarks reported by Chinese state news agency Global Times, Wingtech expressed “profound disappointment and strong dissatisfaction” with the ruling.
“We reaffirm that the only solution to save Nexperia, stabilise the global supply chain and protect the legitimate rights and interests of all stakeholders is to immediately and unconditionally revoke all interim measures and restore Wingtech’s legitimate shareholder rights,” the company was quoted as saying.
It added: “We have always been full of confidence in our legitimate status and rights. The company will continue to resolutely safeguard its legitimate rights and interests through all legal means and uphold the openness, cooperation and stability of the global semiconductor industrial chain.”
