LAWS 380 - Corporate Law
Major Essay
Thursday April 3rd, 2014
Professor: Charles Piroli
By: Krysten Smith
Corporate law is an area of law that directly relates to dealings with corporations within our legal system. “In Ontario, law compromises of statutes, regulations and cases. This means that to understand the law in any area, you must familiarize yourself with the statute or statutes that relate to that area, check related regulations where required, and read cases that show you how the courts have applied those statutes and regulations in real life situations” (Corporate Law for Ontario Businesses, 2012, pg. 2). In this paper I will be doing just that. I am going to be looking at a particular case that happened and examine how the courts applied legal regulations to a real life situation. I will also be examining what it means for a corporation to be a separate legal entity, as well as the level of importance a shareholder has within a company. All of these topics directly relate to the case I will be examining and are important to knowing in order to understand why the court made the decision that they did. Lastly, I will be discussing my own personal opinions on the case and the decision made by the courts.
In corporate law a company is considered to be a separate legal entity. The law sees the company as being separate from those who manage it. According to the law a company owns its own properties. The companies properties do not belong to the owners and those who manage it, which makes it a separate legal entity from its owners. Therefore if a corporation is considered to be it’s own separate person whenever it is involved in any legal action. According to an online business dictionary, separate leg...
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...le who are in similar scenarios as Mr. Macaura, to be aware of their legal rights within a company and what their insurable interest would be. To be aware of what being a sole shareholder of a corporation entails and what would happen legally if anything went wrong. This case is a good example of how the law sees corporations and those who own and manage it, as well as legally what needs to be decided even if it may come across as “not fair”. The law generally does not operate under what is “fair” but instead under what is justified. Its true that the law was not “fair” towards Mr. Macaura, and in the end he was the one who suffered, however legally the decision was just and right.
REFERENCES
1. Corporate Law for Ontario Business (2012). Farah Jamal Karmali
2. Business Dictionary (2010). http://www.businessdictionary.com/definition/separate-legal-entity.html
Corporations functioning within the jurisdiction of the Australian Commonwealth are governed and regulated by the provisions of the Corporations Act, 2001. Common law principles developed through judicial
William Evan and Edward Freeman, in their essay “A Stakeholder Theory of the Modern Corporation,” argue that the objective of a company and its managers is not only to maximize profit for its owners and stockholders, but also to balance the benefits received or losses incurred by other stakeholders—employees, suppliers, customers, and the local community, all of whom may be influenced by company decisions. As the owner of MSO, your aim is ostensibly to maximize profits for yourself, but unlike most other indicted CEOs, you have not tried to obtain personal gains at the expense of the stakeholders of your enterprise. Rather, the charges that have been brought against you are for your dealings with another company; in this day and age where investors bemoan the lack of ethics of CEOs who use the power of their position in the boardroom to achieve selfish gains at the expense of their own company and its stakeholders, the charges of insider t...
Equuscorp launched proceedings in the Supreme Court of Victoria against each of the respondents. Equuscorp’s claims were for “loss and damage” for breach of the loan agreements and for money had and received. The trial judge dismissed Equuscorp’s contractual claim in all eight cases and upheld the restitution claim in two cases. The respondents appealed this decision in the Supreme Court of Victoria’s Court of Appeal. In this appeal, the majority held that the trial judge erred and that Equuscorp was not entitled to restitution. Equuscorp appealed against the decision of the Court of Appeal in relation to the three respondents. Its grounds for appeal included that the Court of Appeal erred in deciding: a) that Equuscorp was not entitled to restitution for the unenforceable loan agreements; b) that it was not unjust for the respondents to keep the amounts pursuant to the unenforceable loan agreements; and c) that restitution was not assigned as a right or remedy to recover the amounts under the unenforceable loan agreements.
The board 's actions did not bring the most pleasure to the greatest number of people, and at no time did the company think of any other parties and the consequences of their actions. Tyco’s actions help to endorse the views of economist Milton Friedman, who is an advocate of the narrow view. The narrow view states that corporations only think of profit and care less for the stakeholders within the corporation. Possibly it is a mistake to see a corporation as being morally responsible or to expect it to display such moral characteristics as honesty, considerateness, and sympathy (Shaw, 2014, p. 155). The victims in this case were clearly the employees, shareholders, stakeholders, and the company
Paralegal schools offer a wonderful way to make a career that is exciting as well as rewarding. These schools give their graduates the opportunity to pursue a wide variety of career options in the field of law.
Sollars, G. C. 2001. An appraisal of shareholder proportional liability. Journal of Business Ethics, 32(4), 329-345.
Foote, Susan B. 1984. ¡§Corporate responsibility in a changing legal environment¡¨. California Management Review. Spring. V.26, p. 217-228.
Currently, directors have no prima facie entitlement to be remunerated for their work (Hutton v West Cork Railway Co 1883), but Article 23 of the Companies (Model Articles) Regulations 2008 establishes that it is for directors to decide the lev...
In effect Salomon's principle as confirmed by Macaura v Northern Assurance Co. and Lee v Lee's Air Farming Ltd. helps form an image of a corporation as a 'depersonalised conception'[5], an object that is 'cleansed and emptied of its shareholders. '[6] Yet the concept of an incorporated company as a separate legal person causes some difficulties, for surely all 'legal personality is in a sense fiction'.[7] Questions soon arise ... ... middle of paper ... ...
A contract is an agreement between two parties in which one party agrees to perform some actions in return of some consideration. These promises are legally binding. The contract can be for exchange of goods, services, property and so on. A contract can be oral as well as written and also it can be part oral and part written but it is useful to have written contract otherwise issues can be created in future. But both the written as well as oral contract is legally enforceable. Also if there is a breach of contract, there are certain remedies for that which are discussed later in the assignment. There are certain elements which need to be present in a contract. These elements are discussed in the detail in the assignment. (Clarke,
The Principle of Separate Corporate Personality The principle of separate corporate personality has been firmly established in the common law since the decision in the case of Salomon v Salomon & Co Ltd[1], whereby a corporation has a separate legal personality, rights and obligations totally distinct from those of its shareholders. Legislation and courts nevertheless sometimes "pierce the corporate veil" so as to hold the shareholders personally liable for the liabilities of the corporation. Courts may also "lift the corporate veil", in the conflict of laws in order to determine who actually controls the corporation, and thus to ascertain the corporation's true contacts, and closest and most real connection. Throughout the course of this assignment I will begin by explaining the concept of legal personality and describe the veil of incorporation. I will give examples of when the veil of incorporation can be lifted by the courts and statuary provisions such as s.24 CA 1985 and incorporate the varying views of judges as to when the veil can be lifted.
Accounting aids the government and organisations in decision making for their financial stability. This numerical data helps solve real life problems and contributes to how the economy and businesses perform.
Ownership and Control – In the case of Private Limited Companies, the Directors are also usually the main shareholders of the Company. Thus both the ownership and control of the business remain in their hands. Decisions can be made quickly and easily, with little fuss, allowing for a more successful business management platform.
1. This report seeks to prepare an explanation of what is meant by responsible business. It will be focused on a responsible business topic and also the nature and the importance of it will be discussed as well. The first responsibility of a business is how to gain and increase its profits. This is essential for a business in order to be healthy. So this report will show and explain what a Responsible Business is really in nowadays and how they operate under some circumstances. Then will follow an explanation and evaluation of the role of the government as an influence on responsible business behaviour. After that it continues with a review and evaluation of influences of ethical businesses approaching to responsible business.
Business ethics and social responsibility are two concepts many individuals believe go along together for corporations in the business environment. Business ethics are the moral values a company uses to ensure all employees action in a standard manner when completing business functions. Social responsibility is typically a conceptual theory that governments and the general public hold, believing that businesses should not conduct themselves in a manner counter to cultural or societal norms. The connubial of these concepts happens when companies introduce a written code of ethics to demonstrate that the company only acts in its greatest interest so long as it does not damage the company’s social responsibility.