Shareholders Duties to the Company and Fellow Shareholders

It is a principle of company law worldwide that shareholders - as opposed to a company's directors - may use their rights in their own interests. However, it may well be the case that shareholders do owe duties to other parties, like the company or their fellow shareholders. This would amount to an exception to the so-called autonomy principle which allows shareholders to act in their own interest. At the same time, under Dutch law all corporate constituencies shall act in accordance with the principles of reasonableness and fairness. This fairness principle may also require shareholders to keep an eye on the interests of the company and of other corporate constituencies like minority shareholders.