Concerns about additional authorities Ministers

April 17, 2011 4:40 PM

Karel Frielink, attorney and partner with Spigthoff Attorneys at Law and Tax Advisers, is concerned about the additional authorities, which the cabinet-members have appropriated with government NV’s.

According to Frielink, who is also President of the Bar Association, these extra authorities increase the chance of ‘political influencing, favoritism and other forms of abuse’ with government institutions.

In an opinion document, Frielink comments on the model statutes recently drawn up for government companies by order of the country Curaçao. According to the explanation, the new model statutes particularly dwell on the exceptional position of government NV’s in the local community. One case that is mentioned, regards amongst others that these NV’s owe their existence and capital mostly to the input of money or means by the country Curaçao or their predecessors. In addition, one points out the monopoly position of several NV’s. For the greater part, government companies are also entrusted with performing a public task, and therefore collect public monies directly or indirectly. One states that these companies actually act as administrative organ or act in a form comparable with a government body.

The conclusion of all this is, according to Frielink, that the government company has an exceptional responsibility towards the society. Therefore, such a company must not only pursue a commercial target, but also a proper social-economic development of Curaçao and for that matter, serve the general interest of Curaçao.

According to Frielink, this was constituted in the model statutes by granting the shareholders meeting and the Board of Directors of the companies in question far-reaching authorities. The most important authority is that of the shareholders meeting, giving specific instructions to the board, which the board must observe in principle. According to the explanation, in practice this boils down to the fact that by order of the shareholder, the board is compelled to conclude certain legal transactions.

“Based on the model statutes, the board of a government company could be compelled to employ certain people, to purchase or sell certain assets, to enter into or break certain cooperation, etc., and subsequently increase the influence of the country Curaçao as shareholder on the daily state of affairs within the government companies considerably. That is a very undesirable development. This increases the chance of political influence, favoritism and (other forms of) abuse,” says Frielink. He points out that one must govern and steer government companies from the professionalism perspective, therefore from the commercial viewpoint.

14 April 2011