The Principle of Separate Corporate Personality

2542 Words6 Pages

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. Finally I will state whether or not I agree with the given statement.cobd bdr sebdbdw orbd bdk inbd fobd bd. When a company receives a certificate of incorporation it has a 'separate legal personality'. In law the company becomes a legal person it its own right. The fundamental concept to become familiar with when starting up a business is the idea that the business has a legal personality in its own right, particularly when it assumes the form of a limited liability company. This essentially means that if one commences business as a limited liability company, then the corporation... ... middle of paper ... ...ty.htm#index [3] Lecture notes [4] [1916] 2 AC 307, HL. [5] Farrar, J and Hannigan, B (1998) Farrar's Company Law (4th edn), p.75 [6] [1933] Ch 935, CA. [7] Cavendish Lawcards Series (2002) Company Law (3rd edn), p.15 [8] [1976] 3 All ER 462, CA. [9] Griffin, S. (1996) Company Law Fundamental Principles (2nd edn), p.19 [10] [1990] Ch 433. [11] Lecture notes [12] Lecture notes [13] [1939] 4 All ER 116. [14] Farrar, J and Hannigan, B (1998) Farrar's Company Law (4th edn), p.71 [15] [1969] 3 All ER 855 at 860, CA. [16] Griffin, S. (1996) Company Law Fundamental Principles (2nd edn), p.24 [17] [2001] 3 All ER 987 [18] See www.acca.co.uk [19] See www.walkermorris.co.uk [20] See www.exchangechambers.co.uk/lifting.htm [21] See www.bcasonline.org

More about The Principle of Separate Corporate Personality

Open Document