The Corporation as a Legal Entity Coursework Example | Topics and Well Written Essays - 1000 words

The Corporation as a Legal Entity - Coursework Example The formation of an entity requires the input of different stakeholders, including the owners, the investors, and the directors and managers. At law, the corporation is a separate legal entity from all those people involved in its formation, and has it owns rights and liabilities. Therefore, it is evident that the corporation has its own rights and duties, separate from the directors and stakeholders in the company, who are usually separated from the corporation by a corporate veil. This means that a company can, in its own right, perform contracts, own assets, perform lawful actions, and be liable to the authority in its own name. This principle, called the Salomon Principle, was established in 1897 in the case of Salomon V. Salomon, which will be discussed in detail at a later stage in this paper. This principle was later affirmed by the House of Lords, which stated that the company is not an agent of the owners of the said company. This means that, in law, the company is an entire ly separate being from the subscribers to its memorandum, and in law, is not an agent or trustee of the said subscribers. The Establishment of the Doctrine of Incorporation The doctrine of incorporation was firmly established by the House of Lords in Salomon V. ... ted that, even though the company could be the same as it was before incorporation, with the same managers, same people sharing profits, it is still an entirely separate entity. The members are, therefore, not liable in any way for the company, except in instances as prescribed in the Companies Act 2006. In stressing this doctrine, the House legalized the usage of the corporation by individuals seeking to put a veil between themselves and their creditors. The effects of this decision are widespread, for example, in Foss V. Harbottle (1843), it was held that the corporation can sue and be sued in its separateness from the shareholders. The decision in Regal (Hastings) V. Gulliver (1942) also established that the other effect of the Salomon Principle was that the company has perpetual succession, and that the company can enter into contracts in its own name, separate from its shareholders. The fourth implication of the Salomon Principle is that the corporation has the sole right to acq uire, possess and dispose of its own assets, which was decided in Macaura V. Northern Assurance Limited (1925). However, Lord MacNaughten’s ruling concerning the Salomon Principle was not a good decision, since it gives some parties unreasonable shield, which can be detrimental to the individuals dealing with the companies. The case established an important principle in company law, that of the independent existence of a registered company or corporation. The inflexible application of this principle can be detrimental to the persons dealing with the company, since the corporate veil is insecure. Piercing the Corporate Veil As previously stated, there are instances where courts are allowed to remove the corporate veil enjoyed by shareholders and apportion liability directly to the

Sustainability Principles in Conditions of Contract & NEC &JCT SBC Essay

Sustainability Principles in Conditions of Contract & NEC &JCT SBC Compared - Essay Example an essential aspect of the economy and a fundamental agent for attaining environmental targets and reducing environmental footprints of people and also improving the health of people in the UK. This culminated in the Joint Government and Industry Strategy which was presented in 2008. The Strategy was to present a framework for coherence and convergence in delivering sustainable construction (Construction Products Association, 2013). The scope spans across design, innovation, procurement, people, registration, climate change issues and waste and natural resource matters (Construction Products Association, 2013). The fundamental ends sought to be attained include increasing productivity through the use of more efficient resources, encouraging firms to use sustainable products and enhancing company image and profile (European Commission, 2011). This report undertakes a comparative analysis between the JCT Standard Form of Building Contracts and the Industrys Governments Strategy for Sustainable Construction. To this end, a review of the JCT 11 is conducted alongside the Sustainable Construction Strategy. Also, significant clauses in the NEC 3 EEC is reviewed alongside the JCT 11 on some critical and fundamental issues like defects and testing, compensation events and notifications and negotiation of disputes. The JCT 2011 provides a standard form of contract that must be followed in the creation and implementation of construction contracts between a financier (employer) and a contractor (Wright, 2012). This is to be moderated and monitored by an architect who has to play the role of an independent assessor who evaluates the issues and matters. In terms of the JCT 2011, the main element of the standard form of contracts involves the fact that the contract is to be administered between the employer and the contractor under the oversight of the architect. Therefore, all sustainability issues and matters must be integrated into the contract and the architect, who