What Injures a Corporation? Toward Better Understanding Corporate Personality

20 Pages Posted: 11 Feb 2018 Last revised: 23 Sep 2019

Date Written: October 1, 2018

Abstract

Understanding what injures a corporation can help us better understand corporate personality. Traditional corporate injury is injury to corporate assets or profits. This makes sense, because without defining impairment to corporate assets and profits as corporate injury, most of what we think of as “essential” about a corporation—locking assets into a protected partition—would be impossible: (1) protecting the going concern value of the corporation; (2) maintaining creditor priority; and (3) contracting through the corporate form. More recent expansions of what constitutes corporate injury, including injuries to a corporation’s right to political speech (Citizens United) and religious freedom (Hobby Lobby), seem at first to fit poorly with existing corporate theory. But corporations can “lock in” and “partition” more than assets; they can partition beliefs and virtues as well. Viewed this way, existing corporate theory (and the idea of corporate injury as harm to whatever is partitioned by the corporate form) may provide more help in understanding corporate Constitutional rights than previously recognized.

Keywords: Injury, Standing, Corporate Law, Corporate Litigation, Citizens United, Hobby Lobby, Corporate Personality

JEL Classification: G34, G38, K22, K41

Suggested Citation

Heaton, J.B., What Injures a Corporation? Toward Better Understanding Corporate Personality (October 1, 2018). Business Lawyer , Vol. 73, No. 4, 2018, Available at SSRN: https://ssrn.com/abstract=3113085 or http://dx.doi.org/10.2139/ssrn.3113085

J.B. Heaton (Contact Author)

One Hat Research LLC ( email )

20 West Kinzie
17th Floor
Chicago, IL 60654
United States

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