Since the entry into force of the Dutch Franchise Act (Wet franchise) on 1 January 2021 (fully effective as of 1 January 2023), a growing body of case law has emerged. While the total number of decisions is still limited, several judgments have become important reference points for the interpretation of key concepts such as “franchise agreement”, “derived formula” (afgeleide formule), the consent right of franchisees and the pre-contractual duties of the franchisor.
Below is a non-exhaustive overview of four major decisions that are particularly relevant as of 2026.
Maaltijd Thuis I – qualification as derived formula and consent requirement (Rb Noord-Holland, 8 January 2025)
In the first Maaltijd Thuis judgment, the District Court of Noord-Holland ruled in proceedings between Albert Heijn Franchising (AHF) and the association of Albert Heijn franchisees on the qualification of the “Maaltijd Thuis” concept, a home-delivery service for ready-made meals launched under the Albert Heijn brand.
The court held that Maaltijd Thuis qualifies as a “derived formula” within the meaning of article 7:911(2) of the Dutch Civil Code. As such, the court considered that AHF could not unilaterally roll out this concept under the Albert Heijn formula without first obtaining the consent of the franchisees in accordance with the consent regime laid down in the Franchise Act. The judgment clarifies that:
- the concept of a derived formula is interpreted broadly; an online or delivery variant of an existing branded format can already fall within its scope;
- the franchisee consent right has a preventive function; it must be observed before a new concept is implemented, particularly where the new concept may impact the turnover of franchise outlets or compete with the existing formula; and
- the Franchise Act also plays a central role in long-standing franchise relationships where new formats or channels are introduced.
This decision is widely regarded as a leading authority on the scope of the consent right under the Franchise Act.
Maaltijd Thuis II – preliminary injunction and enforcement of the consent right (Rb Noord-Holland, 8 July 2025)
In subsequent preliminary relief proceedings, the District Court of Noord-Holland again sided with the Albert Heijn franchisees and granted an injunction against AHF concerning the continued operation of Maaltijd Thuis.
The court prohibited AHF from exploiting the Maaltijd Thuis concept under the Albert Heijn brand as long as the franchisees’ consent had not been obtained, ordering AHF to cease such exploitation within four weeks and imposing a penalty of EUR 25,000 per day (up to EUR 1,000,000) in case of non-compliance. The court emphasized in particular that:
- the consent right under the Franchise Act is not a mere formality; it must be effectively respected;
- the right is not dependent on a specific contractual threshold for loss of turnover if parties have not agreed such a threshold; and
- a franchise giver cannot set aside or postpone the consequences of an earlier merits judgment by relying on the pendency of appeal proceedings.
The practical impact of the injunction has been significant: Albert Heijn has, for example, removed the AH logo from Maaltijd Thuis communications following the judgment.
Together, the Maaltijd Thuis decisions are now central to the practice of assessing whether new or modified concepts amount to a derived formula and whether the franchisor must go through a full consent process.
Stellantis I – dealer and repair agreements not qualifying as franchise agreements (Rb Amsterdam, 24 May 2023)
A second important line of case law concerns the question whether dealer and repair agreements in the automotive sector fall within the scope of the Franchise Act. In a landmark judgment of 24 May 2023, the Amsterdam District Court ruled in proceedings brought by dealer associations of the Opel, Peugeot, Citroën and DS brands against Stellantis Nederland.
The dealer associations argued that their dealer and repair agreements were in fact franchise agreements and that they should benefit from the protective regime of the Franchise Act. The court rejected this position and held that the agreements concerned did not qualify as franchise agreements within the meaning of article 7:911 DCC. In its reasoning, the court considered, among other things, that:
- the agreements lacked a sufficiently distinct and uniform “formula” in terms of identity and appearance that would characterise a typical franchise system;
- the fee structure did not clearly amount to a specific franchise fee as envisaged by the Act; and
- the control and standards imposed by Stellantis were more typical of a selective distribution system than of a classic franchise relationship.
This decision has been widely cited in practice as a key authority on the distinction between franchise and selective distribution, particularly for automotive dealer networks.
Stellantis II – Court of Appeal confirms non-franchise qualification (Hof Amsterdam, 6 April 2025)
On appeal, the Amsterdam Court of Appeal delivered a further important judgment on 6 April 2025, confirming that the Stellantis dealer and repair agreements do not constitute franchise agreements.
The Court of Appeal placed particular emphasis on:
- the absence of a single, uniform formula identity tied to Stellantis; many dealers operated under their own trade names and identities and often combined different brands;
- the fact that operational, commercial and organizational requirements imposed on dealers, while extensive, did not in themselves define the dealer’s identity or brand proposition; and
- the notion that the dealers’ main interest lay in the sale and servicing of vehicles and accessories rather than in exploiting a franchised formula in the classic sense.
The court therefore concluded that the relationships were better characterized as selective distribution rather than franchise, meaning that the specific protective provisions of the Franchise Act did not apply.
This appellate decision has confirmed and refined the first-instance reasoning, and it is now a central reference point for questions on the scope of the Franchise Act in sectors where distribution and franchise borders are blurred, such as automotive, luxury goods and certain retail networks. It also has practical implications for the structuring of future “agency model” and hybrid distribution systems considering ongoing developments in the Stellantis network and the wider European market.
General observations
Looking at these four decisions together, several broader trends in Dutch franchise case law up to 2026 can be observed:
- Courts apply the statutory consent right strictly and are prepared to grant far-reaching remedies, including injunctions and penalty payments, where franchisors introduce new or derived formulas without properly involving franchisees.
- The definition of “derived formula” is interpreted broadly, capturing online and delivery concepts that operate alongside or partly overlap with the existing brick-and-mortar formula.
- At the same time, courts are cautious about extending the scope of the Franchise Act to all forms of branded distribution; the Stellantis decisions show that not every dealer or distribution agreement qualifies as a franchise agreement merely because there is a strong brand and extensive standards.
- The Franchise Act is increasingly used as a reference point even in disputes that originated before 2021, and its concepts (such as consent rights, information duties and good franchisor/franchisee conduct) are gradually shaping judicial expectations in franchise relationships more broadly.
Article published by Leeway (The Netherlands)
