22.2.2 Main question: the limits to the shareholder’s discretion to decide on the financing of the company?

The shareholder’s discretion to decide on the financing of the company is not unlimited; it is limited by the interests of third parties. Firstly, reference is made to the creditors of the company. Given that they can only seek redress against the assets of the legal entity, creditors have an interest in a debtor/company whose financial structure is such that their payable claims can be paid on time. This means that, to some extent, the shareholder must take the legitimate interests of the company’s creditors into account in actions regarding the company’s funding.

Other parties can also have an interest in maintaining the company capital, especially if the company runs a larger business with a more institutional character. For example, generally, the interests of employees, suppliers and buyers of a company are not limited to their ‘creditor’s interest’ in the payment of their payable claims; they also primarily have an interest in continuing their relationship with the company. In addition, public interests can be involved in the company’s continuity. The question of whether, under specific circumstances, the shareholder should also take these interests into account in his financing decisions, remains.