Unfortunately, international trade involves parties that do not play fair. Misrepresentations, concealed facts, and deliberate deception occur. In our practice, we assist Dutch clients who encounter fraud or deception. A swift, legally sound response is essential — only then can you annul the contract, claim damages, or file a criminal complaint.
What is the legal problem?
Deception leads to a defect of will and can be grounds for annulment, damages, or criminal prosecution. Proof is often difficult, especially with international parties. Deliberately concealed facts are harder to prove than false statements. Cultural differences and language barriers make reconstructing negotiations extra complex.
What does the law say?
Under Dutch law, fraud is regulated in Article 3:44 of the Dutch Civil Code; Additionally, error under Article 6:228 of the Dutch Civil Code and unlawful act under Article 6:162 of the Dutch Civil Code may play a role. Under English law, fraudulent misrepresentation and deceit are available as grounds for claim under the Misrepresentation Act 1967. Under French law, deceit applies under Article 1137 of the Code Civil. In many legal systems, fraud is also a criminal offense.
In the Netherlands, swindling is punishable under Article 326 of the Dutch Criminal Code and forgery under Article 225 of the Dutch Criminal Code.
What risks do companies face?
Misleading can have a serious financial impact on your company: loss of investment, lost profits, execution costs, and legal costs. Obtaining evidence abroad is expensive and time-consuming. Contracting parties may conceal or transfer assets. In the event of delay, rights under Article 3:52 of the Dutch Civil Code lapse and evidence is lost.
Practical example from our practice
We advised a Dutch importer who discovered that an Asian supplier had issued forged product safety certificates. Products had to be recalled, resulting in damages of 1.1 million euros. We combined annulment under Article 3:44 of the Dutch Civil Code, contractual indemnities, sanctions for forgery, and a criminal complaint. Precautionary attachment of the supplier's Dutch assets under Article 700 of the Dutch Code of Civil Procedure provided partial recovery.
What can you do?
Document negotiations, statements, and correspondence. Respond quickly to suspicion: written notice of default, precautionary attachment, and legal analysis. Incorporate Reasons and Conditions and indemnities to formalize factual statements. Consider filing a criminal complaint under Article 326 of the Dutch Penal Code. Align choice of law with effective enforcement. See also our article on Preservative attachment in international disputes.