22.3.1 The private (unlisted) company

For a number of reasons, this study is aimed at the privately held company, rather than the listed company.1 Firstly, the problems studied are especially prone to occuring in private companies. Due to the interest they hold or due to their involvement in the company on any other account, the shareholders in such companies can usually exercise considerable influence on the company’s monetary policies. Because the interests of shareholders and company creditors do not always run in parallel, great shareholder influence can imply a larger risk that the company and its creditors will be exposed to unreasonable risks. Given that the policy of the listed company with widespread shareholdings is primarily determined by the board, this conflict of interests plays a less pertinent role here.2

The previously mentioned relaxation of the BV-rules also justifies the study’s focus on the private company. The abolishment of capital protection and the introduction of open formulated (liability) standards give rise to the question regarding the responsibility that the shareholder bears for adequate funding. In part based on the experience with foreign flexible private company law, this study tries to work out the details of these standards.