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corporation:
n. (15c)
1. An entity (usu. a business) having authority under law to act as a single person distinct from the shareholders who own it and having rights to issue stock and exist indefinitely; a group or succession of persons established in accordance with legal rules into a legal or juristic person that has a legal personality distinct from the natural persons who make it up, exists indefinitely apart from them, and has the legal powers that its constitution gives it. — aka corporation aggregate; aggregate corporation; body corporate; corporate body. See COMPANY. —incorporate, vb. — corporate, adj. [1]
1. An artificial being, invisible, intangible, and existing only in contemplation of law; an association of persons to whom the sovereign has offered a franchise to become an artificial juridical person, with a name of its own, under which they can act and contract and sue and be sued, and who have either accepted the offer and effected a corporation in substantial conformity with its terms (in which case a corporation de jure has been constituted) or have done acts indicating a purpose to accept such offer and effected an organization designed to be, but, in fact not, in substantial conformity with its terms (in which case a corporation de jure de facto has been constituted). 18 Am 12d Corp § 1.
For some purposes, as in a venue statute, the term “corporation” includes unincorporated associations or at least special forms of them, such as joint stock companies. 56 Am J1st Ven § 7.
For the purposes of the Federal income tax, the term “corporation” includes associations, joint-stock companies, and insurance companies. 33 Am 12d Fed Tax ¶ 2005.
As defined by the Bankruptcy Act the term “corporation” includes all bodies having any of the powers and privileges of private corporations not possessed by individuals or partnership and further includes partnership associations organized under laws making the capital subscribed alone responsible for the debts of the association, joint stock companies, unincorporated companies and associations, and any business conducted by a trustee or trustees wherein beneficial interest or ownership is evidenced by certificate or other written instrument. Bankr Act § 1(8); 11 USC § 1(8).
Business trusts have frequently been held to be subject to statutory regulations of corporations and to provisions aimed primarily at corporations. Hemphill v Orloff, 277 US 537, 72 L Ed 978, 48 S Ct 77.
See incorporation; municipal corporation; person; public corporation. [2]
1. An artificial person, existing only in the eyes of the law, to whom a state or the federal government has granted a charter to become a legal entity, separate from its shareholders, with a name of its own, under which its shareholders can act and contract and sue and be sued. A corporation’s shareholders, officers, and directors are not normally liable for the acts of the corporation. See corporate liability; limited liability acts.
See also benevolent corporation; business corporation; charitable corporation; close corporation; collapsible corporation; de facto corporation; de jure corporation; domestic corporation; eleemosynary corporation; family corporation; foreign corporation; municipal corporation; nonprofit corporation; nonstock corporation; private corporation; public corporation; quasi corporation. [3]
Excerpt from Trustees of Dartmouth College v. Woodward, (1819):
“A corporation is an artificial being, invisible, intangible, and existing only in contemplation of law. . . . [I]t possesses only those properties which the charter of its creation confers upon it.” [4]
Various Types of Corporations:
nonstock corporation – a “membership corporation” not organized for profit, which does not issue shares of stock as evidence of ownership, but instead is owned by its members, who have no ownership or proprietary interest in the corporation, which operates in accordance with a charter or agreement.
- nonprofit corporation – a corporation without stockholders, created for or devoted to charitable purposes or supported by charity, usually afforded special tax treatment.
public corporation – created by the state as an agency in the administration of civil government, and managed by a publicly appointed board.
private corporation – founded by and composed of private individuals principally for a nonpublic purpose (i.e. manufacturing, banking, railroad corporations (including charitable and religious corporations), whose stock is not traded on the stock market.
Related Terms:
Responsible Corporate Officers Doctrine – corporate directors and officers are personally liable for crimes within their business
respondeat superior – the doctrine wherein liability is imposed on an employer for the acts of its employees committed in the course and scope of their employment, or on a principal for acts of their agent(s)
References:
Disclaimer: All material throughout this website is pertinent to people everywhere, and is being utilized in accordance with Fair Use.
[1] Black’s Law Dictionary Deluxe Tenth Edition by Henry Campbell Black & Editor in Chief Bryan A. Garner. ISBN: 978-0-314-62130-6
[2]: Ballantine’s Law Dictionary with Pronunciations
Third Edition by James A. Ballantine (James Arthur 1871-1949). Edited by William S. Anderson. © 1969 by THE LAWYER’S CO-OPERATIVE PUBLISHING COMPANY. Library of Congress Catalog Card No. 68-30931
[3]: Ballantine’s Law Dictionary Legal Assistant Edition by Jack Ballantine (James Arthur 1871-1949). Doctored by Jack G. Handler, J.D. © 1994 Delmar by Thomson Learning. ISBN 0-8273-4874-6.
[4]: Trustees of Dartmouth College v. Woodward, 17 U.S. (4 Wheat.) 518, 636 (1819).
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