Corporate

Business law
Business organizations
Basic forms:
Sole proprietorship
Corporation
Partnership (General · Limited · LLP)
Cooperative
USA:
Business trust · LLC · LLLP Series LLC Delaware corporation Nevada corporation
Commonwealth/Ireland/UK:
Limited company (By shares · By guarantee) (Public · Proprietary)
Civil law countries:
AB · AG · ANS · A/S · A/S
K.K. · N.V. · OY · S.A. · GmbH
European Company Statute
Doctrines
Corporate governance
Limited liability · Ultra vires
Business judgment rule
De facto corporation and corporation by estoppel
Piercing the corporate veil
Related areas of law
Contract · Civil procedure

A corporation is an artificial legal entity (technically, a juristic person) which, while made up of a number of natural persons or other legal entities, has a separate legal identity from them. As a legal entity the corporation receives legal rights and duties. Five rights always exist for a corporation: the ability to sue and be sued (this gives the corporation access to the courts); the right to a common treasury (this gives the right to hold assets separate from the assets of its members); the right to hire agents (this gives the corporation the right to hire employees) the right to a common seal (this gives the corporation the right to sign contracts); and the right to make by-laws (this gives the corporation the right to govern its internal affairs). Governments and courts may add other rights and duties. These will vary from jurisdiction to jurisdiction. (see Cooke (1950)) The granting of additional rights to corporations is often very controversial.

Stewart Kyd, the author of the first treatise on corporate law in English, defined a corporation as "a collection of many individuals united into one body, under a special denomination, having perpetual succession under an artificial form, and vested by the policy of the law with the capacity of acting in several respects as an individual, ..." (A treatise on the law of corporations, 1794, p.13)

One type of corporation is presently dominant --- the modern business corporation. In addition to legal personality, the modern business corporation has three other legal characteristics: transferrable shares (the membership can change without affecting the existence of the corporation as a legal entity), the capacity for perpetual succession (the possibilty that the corporation can continue to exist despite the withdrawal of any of its members), and limited liability (the responsibility of the members for the debts of the corporation is limited). (see Cooke (1950)) The members of the modern business corporation are the shareholders.

The prevalence of the modern business corporation often obscures the fact that other forms of corporations exist and did exist for many years before the emergence of the modern business corporation. Investors and entrepreneurs often form joint stock companies and incorporate them to facilitate a business; as this form of business is now extremely prevalent, the term corporation is often used to refer specifically to such business corporations. Corporations may also be formed for local government (municipal corporation), political, religious, and charitable purposes (not-for-profit corporation), or government programs (government-owned corporation). As a generic legal term, corporation refers to any group which has legal personality. Historically the modern business corporation emerges with the blending of the traditional corporation with the joint-stock company.