In practice, many business owners think that if they do business with a general partnership (VOF), there cannot be any question of false self-employment. Is that actually true? This recent ruling by a subdistrict court shows how this should be viewed, applying the Deliveroo criteria which, for lack of new legislation, now dominate the discussion.

🔎 The case: a long-term collaboration with a “freelance VOF”

A business owner operated five petrol stations. For one of them, he had since 2021 used a VOF (a partnership between a brother and sister) for various tasks such as shop management, catering, cleaning and stock management. The collaboration was set out in a written contract for services, which expressly stated that no employment contract was intended.

Both partners largely worked on-site themselves. One of them got into a conflict with the business owner after a third worker was sent away. Shortly afterwards, the business owner ended the collaboration. The partner then took the position that he should (after all) be regarded as an employee, and therefore could not simply be dismissed.

He asked the court, among other things, for:

• a declaration that there was an employment contract;
• reinstatement of that contract;
• continued payment of wages;
• various forms of damages.

⚖️ How did the court rule? – No contract = no employment contract

The court looked — as usual — at the question of whether there was an employment contract. Criteria such as authority, pay and personal performance of work play a role here (as confirmed in the Deliveroo ruling). But in this case, the court did not even get to that substantive assessment.

Why not?

➡️ Because there was no direct contractual relationship between the station manager and the operator of the petrol station.

The work was performed on behalf of a VOF, and that VOF was the contracting party to the contract for services. The manager therefore acted in the name of that partnership. The court emphasised that a natural person can only claim an employment contract if there is a contractual relationship between that natural person personally and the client. That was lacking here.

Even if, as a freelancer, you are fully embedded in a team, receive instructions and appear to bear no entrepreneurial risk — if there is no direct agreement with the client, an employment contract simply cannot arise.

In fact, the court indicated that this criterion comes before all other assessment criteria. Only once that contractual link exists is the content and performance of the work considered.

➕ Important addition to the earlier lessons

In addition to all the substantive criteria such as the relationship of authority, embeddedness and entrepreneurial risk, this ruling shows something even more fundamental:

🛑 Without a direct contractual relationship, there is no employment contract — not even if you are a partner in “your own” VOF.

This means that business owners who work through a VOF, or who hire staff through a third entity, have an extra layer of protection against unexpected civil-law claims of employment.

🎯 Advice for business owners: pay attention to who you contract with

This ruling underlines how important it is to be clear about with whom you are formally entering into a contract. Do you work with self-employed individuals or intermediaries such as a VOF, a BV or a secondment agency?

✅ Clearly record who is the contracting party and who performs the work.
✅ Ensure a clear division of roles, so that no unintended expectations arise about an employment relationship.
✅ Prevent false self-employment, but also be alert to a false appearance of employment: even if someone functions as a “regular employee”, that does not automatically mean you are the employer — provided the contractual structure is correct.

📌 Contractual structure takes precedence over practical performance — and that can protect business owners against unexpected claims.

⚠️ Stay alert

The line between self-employment and an employment relationship is still thin and vague. It remains lower-court case law, and clear new legislation is still lacking. It is therefore possible that a higher court will rule differently.

So…

Be proactive in qualifying relationships with freelancers regarding false self-employment, to avoid trouble if the relationship breaks down. You do this by requesting a qualification assessment from an expert in advance. Not every freelancer is falsely self-employed, so not every claim of false self-employment is valid either. You want to nip that in the bud and avoid having to conduct expensive proceedings over it. Don’t let it come to that.

Do you have questions about working with freelancers, or would you like your agreements to be reviewed? Feel free to contact us via info@thelegalcompany.nl or call 020 345 0152.

Breakfast session: How do you retain the freelancer as a workforce without risk? – 5 June 2025

During this breakfast session, Hella Vercammen (corporate lawyer) and Yin Schreurs (tax advisor and former tax inspector and corporate tax specialist) will take you into the world of current freelancer regulations and how you can retain your freelancer workforce or convert it into an employment relationship.

During this breakfast session you will learn how to assess whether you are dealing with a genuine freelancer or a falsely self-employed person. After all, you can simply keep working with a genuine freelancer. And just as importantly, if there is a falsely self-employed person — how can you resolve this in a timely and careful manner, without losing the workforce. This year, the Dutch Tax Authority has given entrepreneurial Netherlands time to get to grips with the freelancer issue. That does mean you need to take action. But which actions exactly should you take? What are the tax and legal consequences for you as a client? And how do you ensure that a falsely self-employed person is willing to switch to an employment relationship? For more information and to register: click here!