Corporation As a Legal Entity Case Study Example | Topics and Well Written Essays - 1250 words

Corporation As a Legal Entity - effect Study ExampleAfter carrying on a leather business for sometime, Mr. Salomon turned his business into a limited party. At that time the law required the number of shargonholders to be essentially seven. Mr. Salomon held 20,001 sh ares with his wife and quintuple children holding six remaining shares, making him the majority shareholder of the familiarity. He also acted as the resole managing director of the company. Mr. Salomon sold his previous business to the company and received the payment in the form of debentures. The debentures were price 10,000, which were secured by him with the scud, making him a secured creditor of the company. After some time his business failed and he had to liquidate the company. The debentures were compensable off out of the remaining assets but nothing was left to pay the unsecured creditors of the company who sued Mr. Salomon to be personally liable for the debts of the company.The judiciarys decision h owever went in the favour of Mr. Salomon on the basis that he had not committed any fraud and that he could not be held liable for his companys debts as a company is a separate being from that of its owners and directors, even when the majority of shares and debentures were held by him (Griffin, 2000)It is therefore evident from above interpreter that a companys owners, shareholders, directors, and management cannot be termed as the same entity as the company itself, because in the light of law, these are distinct from each other. Therefore, the claim of the Bensons Carpfit Ltds unsecured creditors that the owners and shareholders of the company should personally pay to them other than the companys assets is vague and has no legal obligation on the owner as commented by Cheffins (1997, p147), in the ordinary course, a companys shareholders, directors, and officers are not personally liable for the companys debts. The case of Salomon v Salomon & Co validates this point and the court s verdict proved that director and shareholder could not be held liable for the debts of the company.The claim of unsecured creditors that Ben who holds the majority of shares, is the sole director and delay of the shareholders being his trustees in the company, should be held liable for the companys debts because he seems to have traded the company solely. The same was the claim raised(a) by the creditors in the case of Salomon v Salomon & Co that Mr. Salomon being the majority shareholder and sole director of the company should be responsible for the companys debts. However, the court disagreed that even if that had been the case, Mr. Salomon could still not be held liable. Thus, the claim of the creditors of Bens company holds no validity in the eyes of law.In the case of Levy V Abercorris Slate and Slab Co, the court enjoined that debenture entails existence or recognition of a debt. Ben also held debentures worth 10,000 having charge over the companys assets. The charge on Be ns debentures need to be determined by the court concerning their nature as being go or fixed. In the case of Re Mamagh shoes ltd (1982), the court disregarded the parties consideration of document as a fixed charge and reckoned it to be a floating charge. It means that the Bens loan to his company was secured and in case of liquidation he was much in a