Changing perspectives on the company and its enterprise, 1928-1971

In the 19^th century, a company limited by shares (naamlooze vennootschap) was considered a contract among investors who had collected money or other goods, which was subsequently invested by the directors. The directors were considered agents (lasthebbers) of the collective shareholders who jointly constituted the company. The growth of certain enterprises as from the end of the 19^th century allowed for a different perspective, which did not focus the company but on its enterprise. The enterprise was considered a cooperation between the production factors of capital, labor and management.

A different perspective could have consequences on the division of power among the interested parties: a focus on the shareholders’ interest, which logically followed from the traditional view on the company, was no longer self-evident as soon as the enterprise was considered a cooperation of the three production factors.

About Matthijs de Jongh
Matthijs de Jongh is a law clerk at the Supreme Court of the Netherlands since 2005. From 1999 through 2005, he practiced as a corporate lawyer in Amsterdam. Since 2008, he is writing a PhD on the history of shareholder control rights in Dutch listed companies. He has published on various topics of company law, including the Dutch East India Company, shareholder control rights before 1900, shareholder fiduciary duties, and company law and social entrepreneurship.