Entity

Project-Corporate Law-I Relationship Between holding Companies and subsidiaries and the concept of piercing the corporate veil in the light of recent Vodafone 's decision and Finance Act 2012 Submitted to- Dr Kiran Kori Faculty-Corporate Law Submitted by-Prarthna Baranwal Semester-V Section-A Roll No.-92 HIDAYATULLAH NATIONAL LAW UNIVERSITY, RAIPUR CHHATTISGARH 1 ACKNOWLEDGEMENTS I would like to express my heartfelt gratitude to our respected faculty Kiran Kori Ma’am for giving

exercising all the functions of an incorporated company and having perpetual succession and a common seal. Thus the company becomes a body corporate which is capable immediately of functioning as an incorporated individual. With the incorporation, the entity of the company becomes institutionalized. This principle of the independent corporate existence and the principle of corporate personality of a company were recognized in the case of Saloman v. Saloman & Co . In this case Salomon was a boot and shoe

Eastfield Ltd and determine the likelihood of the courts lifting the corporate veil. Separate Entity Salomon v Salomon & Co established the key principle that an “incorporated company is a separate legal entity from its founder, shareholders and directors”. To further this point, the Albazero case provided authority within a group of companies, whereby each company is a separate legal entity with distinct legal

judicial observation on legal position that the judge made in the Australian Competition and Consumer Commission v Yazaki Corporation case. Therefore, it is necessary to cover the following key issues: 1. Definition and explanations of separate legal entity doctrine and corporate groups. 2. When will a subsidiary company be recognized as an agent of its parent. 3. Under what circumstances can corporate veil be ignored or lifted. Introduction As mentioned in the prescribed text, the judge observes

doctrine of corporation is an intangible legal entity, without the body and soul. In Athanasian terms, the orthodox doctrine of corporation as a legal person, separate and distinct from the personality of the members who compose it, has been defined and propagated . This doctrine has been seen as a “two- edged sword,” reason being that at a general level while it was seen as a good decision in that by establishing that corporations are separate legal entities, Salomon 's case endowed the company with

company. The directors are required to provide their date of birth, place of birth and sometimes they need to provide the details of their ultimate holding company. Unlike sole traders or partnerships, the company itself operates as a separate legal entity to its shareholders. It owns its assets and liabilities whereas a sole trader is liable for all the assets and liabilities directly. This feature of the companies is called limited liability, this means that shareholders in the company can only be

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

is owned by an individual who is solely responsible for all aspects of the business. The owner is personally responsible for all debts of the business, even in excess of the amount invested. The business and its owner are thus considered the same entity. The advantages of a sole proprietorship include: a. Low start up costs, as legal and filing fees are at a minimum. However, many states and cities require a filing with county clerk. b. Greatest freedom from regulation and paperwork. c. Owner

in held that each company was a separate legal entity from its shareholders and the presence of the US subsidiaries did not automatically amount to the presence of the English parent company. (ii): view cape group as an Agency: Secondly, the Court may lift the veil if a express agency relationship exist between a company and its shareholders, or between a parent and subsidiary company in a group structure. Although a company is a separate legal entity instead an agent of its shareholders, it is possible

Acme Fireworks is a sole proprietorship that has recently attracted the attention of larger retailers who desire to place large reoccurring orders. It is necessary to ascertain if Acme Fireworks can fulfill these orders and what will be necessary to fulfill such great volumes. In this proposal, I will Determine if the contracts with the businesses will be governed by common law or the Uniform Commercial Code, Analyze whether the verbal agreement discussed between the owner and retailer meets the