A new facet of coaching law: Is the invalidity of coaching contracts unconstitutional?

The Federal Court of Justice ruling on the invalidity of coaching contracts is causing legal uncertainty. We explain why online coaches have a good chance of fending off claims for reimbursement and why the licensing requirement under the FernUSG (Distance Learning Act) could be unconstitutional.

Wave of lawsuits against online coaches

(Especially) since the ruling of the Federal Court of Justice on June 12, 2025 (Ref. III ZR 109/24), a wave of lawsuits has been sweeping across the coaching industry. Numerous customers are now demanding their money back, arguing that the provider does not have a license in accordance with Section 12 (1) FernUSG (Distance Learning Protection Act) and that the contract is therefore void. We have already classified the BGH's decision here. However, doubts are slowly arising as to whether the ruling is constitutional at all.

Good prospects of success for coaching providers

Our experience shows that it is worthwhile for coaching providers not to simply accept refund claims. Many law firms advertise the Federal Court of Justice ruling and suggest that any coaching contract without ZFU approval is automatically void. However, this is not what the Federal Court of Justice ruled.

Even under current case law, not every coaching offer falls under the FernUSG. The decisive factor is how the offer is structured:

• If there are no opportunities for interaction (e. g., in the case of pure video courses or live courses without a chat function), the FernUSG does not apply.
• If live elements such as Zoom calls predominate, many courts do not see any licensing requirement.

Interim conclusion: Not every coaching contract is void without ZFU approval. For this reason, coaching providers should neither rush to respond to requests for reimbursement nor settle without closer legal examination. Far too often, the requested repayment by customers is unjustified.

Compensation despite nullity?

Even if a contract does indeed fall under the FernUSG and is void without approval, this does not necessarily mean that the customer will get their money back in full. This is because anyone who has received services must have their value offset.

In a recent ruling (September 5, 2025 – 57a C 183/24), the Paderborn Local Court even decided that the claim for repayment may be waived entirely if the customer has made full use of the coaching services.

Is the licensing requirement unconstitutional?

While some law firms promise blanket refunds, there is also good news for providers – especially in the B2B sector. This is because more and more voices in legal scholarship consider the licensing requirement to be unconstitutional if the coaching services are aimed at entrepreneurs.

But what is this all about? And how seriously should these doubts be taken?

Interference with freedom of occupation: Complex licensing with the ZFU

The starting point is the complex ZFU licensing process, which undoubtedly restricts the freedom of occupation of online coaching providers under Article 12(1) of the German Basic Law. Providers must adapt all contract and course documents to the requirements of the FernUSG (Distance Learning Act) and have them reviewed by the authorities. The state charges 150% of the course price for this complex approval process.

Consumer protection in B2B business?

In the B2C sector, the intervention can be justified with reference to consumer protection. However, consumer protection does not apply to entrepreneurs or even legal entities. Here, the principle of freedom of contract applies: entrepreneurs do not need state protection from contracts they have concluded themselves. The licensing requirement for coaching services aimed at entrepreneurs is therefore disproportionate and thus highly questionable under constitutional law.

Conclusion

Coaching providers are not defenseless against the current wave of lawsuits. With a thorough legal review, unjustified claims for reimbursement can often be defended in whole or at least in part with good prospects of success.

Meanwhile, the Federal Court of Justice ruling is not the final word in the B2B sector. The case law may have overstretched the scope of the FernUSG. It is time for the Federal Constitutional Court to clarify whether the licensing requirement in this area is compatible with the freedom of occupation of online coaches.