Background

In November 2025, it was announced that US-based Kyndryl intended to acquire Solvinity. The proposed transaction was subject to (amongst others) approval by the Dutch investment screening authority (Bureau Toetsing Investeringen (BTI)) under the sector-specific Dutch investment screening regime under the Telecommunications Act.

Solvinity is a Dutch IT services provider. In the Netherlands, it operates the platform on which DigiD is hosted. DigiD is a digital identity authentication service provided by the government agency Logius. DigiD enables Dutch public authorities to verify individuals' identities online and serves as a key component of the Netherlands' digital government infrastructure. Given Solvinity's role in supporting critical digital public services, the proposed acquisition by Kyndryl sparked considerable political debate. Members of Parliament called for greater transparency and safeguards to ensure the continuity and security of essential government services.

The BTI concluded that the proposed acquisition could pose a risk to public interests, as US authorities could potentially gain access to sensitive information held by Solvinity through Kyndryl under US legislation. The BTI therefore advised the State Secretary for Economic Affairs and Climate (State Secretary) to prohibit the acquisition. The State Secretary subsequently followed this recommendation and prohibited the transaction in May 2026. Solvinity and its majority shareholder Host Lux filed a request for administrative review with the State Secretary.

Request to suspend prohibition

Following the filing of their review request, Solvinity and Host Lux applied to the interim relief judge for interim relief, seeking suspension of the prohibition decision pending the outcome of the administrative review proceedings so that the acquisition could be completed in the meantime. In the alternative, they requested suspension of the prohibition decision during the statutory decision period and an order requiring the State Secretary to continue assessing whether the identified risks could be adequately addressed through mitigating measures.

In its interim relief ruling of 14 July 2026, the Rotterdam District Court dismissed the request for lack of urgency. The court held that Solvinity and Host Lux could await the outcome of the objection proceedings without suffering irreversible harm and therefore lacked the urgent interest required for the granting of interim relief. As a result, the court did not substantively address most of the arguments advanced by Solvinity and Host Lux.

The court did, however, reject the argument that the State Secretary lacked the authority to prohibit the transaction, holding that the Telecommunications Act provides a legal basis for imposing such prohibition by the State Secretary. The court further found that the State Secretary could reasonably take the view that the proposed acquisition posed a threat to the public interest. At the same time, it noted that the State Secretary must still assess whether less intrusive measures than a complete prohibition could adequately mitigate the identified risks. The prohibition therefore remains in force pending the decision on the review request.

Furthermore, the court criticised the State Secretary’s handling of the proceedings, finding that she sought to withhold an excessive amount of information from interested third parties, relied on insufficient grounds for confidentiality, and failed to fully comply with earlier rulings on document disclosure. While the court did not attach substantive consequences to this conduct, it considered it sufficiently problematic to order the State Secretary to reimburse the applicants’ and third parties’ court fees and legal costs.

Next step

The case will now proceed to the administrative review phase. The State Secretary has informed the court that a decision on the administrative review request filed by Solvinity and Host Lux is expected by the end of September 2026. Until that decision is issued, the prohibition of the proposed acquisition will remain in force.