The fact that this amendment did not go so far as to include a general denunciation of company rights shows the naivety of the denial of corporate personality. Why should businesses in general have a constitutional right to express themselves – even political speech – but not the most important type of political speech, which concerns elections? And why should the corporate press have the right to influence elections when this right is denied to other companies? The answer to this question cannot be that, unlike ordinary corporations, the press is not inspired by selfish economic interests — most of the corporate press is profit-driven, and the proposed change would allow Congress to exclude even nonprofits from spending money to influence elections. It is not possible to reflect on the amendment proposed by the Democrats without concluding that it was not intended to establish or protect a neutral political principle, but simply to hinder the kind of speech of the kind of actors who are frowned upon by their sponsors. A corporation is a legal entity formed by individuals, shareholders or shareholders for the purpose of operating for profit. Companies are allowed to contract, sue and be sued, own assets, pay federal and state taxes, and borrow money from financial institutions. The clearest articulation of the incorporation of the association and its contributions to the prosperity of the early republic is found in Tocqueville. In Democracy in America, he praises Americans for their spirit of association, their ability to work together for the common good without always appealing to the government. Tocqueville considered this spirit essential to the preservation of America as a country both democratic and free. However, the spirit of association he admired then (as now) depended on the ability of citizens to create legal bodies to ratify the cooperatives they formed. The idea that corporations have legal rights and therefore some kind of personality is not an invention of contemporary conservatives. Its roots go back to the history of American law and the English common law tradition.
This tradition was most widely captured – and most widely communicated to the American founders – by William Blackstone`s commentaries on the laws of England. The table of contents of this book alone reflects the legal tradition of granting rights to legal persons. Chapter 18, “Societies,” is placed in “Book One: The Rights of Individuals.” A corporation is a legal entity that is separate and distinct from its owners. Companies enjoy most of the rights and obligations of individuals: they can enter into contracts, borrow and borrow money, sue and be sued, hire employees, own assets, and pay taxes. Some call it a “legal person.” The incorporation process gives the company a special feature that protects its owners from personal liability in the event of a legal dispute or claim. Progressives are indeed wrong to know whether corporations are human under U.S. law. But proof of this is not limited to the English legal tradition and the legal training of designers and their successors. If corporations really weren`t people, as progressives insist, strange and dangerous consequences would quickly ensue.
One of the most discussed and controversial consequences of corporate personality in the United States is the expansion of a limited subset of the same constitutional rights. “The Court does not want to hear arguments on whether the provision of the 14th Amendment to the Constitution prohibiting a state from denying equal protection of the law to a person within its jurisdiction applies to these companies. We all agree that this is the case. “All of these really different types of organizations could fall under the label of `enterprise,`” Pollman notes. And so the real difficulty is figuring out how to deal with these different things under the Constitution. “Having a business would allow people to bring collectively owned assets that could be held with an eternal existence,” she says. “It would therefore not be linked to the lifespan of a person or necessarily subject to the laws governing the inheritance of property.” This line is flawed as an account of Tocqueville`s America, and it is inadequate as a representation of America today. Although many associations were not formally formed, associations in corporate form were still incredibly important in fostering the spirit of association that Tocqueville observed in 19th century America. And the development of the country since then has made the enterprise more and no less necessary to maintain this spirit. Such divergent approaches could also explain the inconsistencies in the courts` willingness to break the veil. If we recognize that the purpose of the enterprise is to be an investment vehicle, then it is only an objective that must be weighed and considered in relation to other socio-political and economic objectives.
For example, in Big Bend Hotel Ltd. v. Security Mutual Casualty Company, 1980 CanLII 505 (B.S.C.), the Court held that social values outweigh the importance of limited liability in preventing fraudulent activities and, therefore, broke the corporate veil. As the 19th century matured, manufacturing in the United States became more complex as the Industrial Revolution spawned new inventions and business processes. The preferred form of large corporations became the company because the company provided a mechanism to raise the large amounts of investment capital that large companies needed, especially for capital-intensive but risky projects such as railways. The 14th Amendment does not isolate businesses from all government regulations, nor does it exempt individuals from all regulatory obligations. For example, in Northwestern Nat Life Ins. Co.
v. Riggs (203 U.S. 243 (1906)), the court accepted that corporations are “persons” for legal purposes, but still held that the Fourteenth Amendment was not an obstacle to many state laws that effectively restricted a corporation`s right to do business at will. However, this was not because corporations were not protected by the Fourteenth Amendment — rather, the court ruled that the Fourteenth Amendment does not prohibit the type of regulation in question, whether it is a corporation or a sole proprietorship or a partnership. [ref. needed] We must recognize that corporations are an integral part of American law and culture. They have contributed enormously to the development of our civil society, and it is impossible to attack their status and rights at all levels without also undermining the social goods to which corporations contribute.