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[edit] Uncategorized discussionThis is an extremely important subject worthy of much development. There are issues of profit maximization with Law, having nothing to do with social conventions/practice and as such leading to a de-moralization of society. We can't have laws for every immorality or we would go ( are going!!!) law mad. Whereas corporations seem relatively modern, they have historic antecedants: the Norman invasion of England was done by soliciting warriors for shares, early Brit towns were granted charters ( as in chartered corporations, somehow related to Carthusians ), and my fav, letters of marquis whereby piracy was allowed if the crown got half. In todays world the state will stand by corps for revenue, as in old times. States often function through preferments which cost money, corps provided the loot. No-one should forget the British East India Company ( which figured highly in the USA revolution ). I'd say thois article is as yet merely a stub. We should study this subject well since it's impact is enormousWblakesx 02:43, 29 September 2006 (UTC)wblakesx it would really help to insert some history. like 'corporations were invented in the 1700s in such and such countries to do such and such task. it was new because of blah blah blah' some of the big oens were Dutch East India Company etc etc etc See Talk:Company for some previous discussion. NPOV alert. The first part of this article, when it starts to define corporations, HEAVILY emphasizes the artificial personhood aspect, which isn't the essence of it at all I don't believe (I believe divided ownership is the essence of a corporation). These paragraphs seem to be written by the same person, or the same spirit, as the article on corporate personhood. If someone could please clean up this article and make it easier for first timers who are very unclear about corporations, which I believe is one of the most misunderstood concepts in modern times, that would be great. I disagree with the NPOV alert. Divided owership is not the defining characteristic of a corporation. A partnership also has a divided ownership. The corporation is a legal entity with privaleges granted it via incorporation, including the privalege of artificial personhood. This lets the first time reader in on how such privaleges are gained by an abstraction, a group (of people). There is a common misunderstanding of the corporation with that of business. Perhaps that is where your divided ownership concept comes from. A corporation can be a business. Or a corporation can be something else. Whatever is laid out in its legal charter. I believe it is this that is the great misunderstanding. It is that legality and the privaleges granted to it by the state (state gov't, i.e. we the people} that make a corporation what it is. It is a legal entity first and foremost. -Dr I (03/09Sept/05) I also disagree with the NPOV alert. The "corporate actor as natural person" is an important issue in political and social theory. In "Social Inventions," James Coleman (1970) discusses the essential characteristics of the corporation as a unique form of social organization and a legal actor. (See James Coleman, 1970. "Social Invenstions." Social Forces 49, 2, pp. 163-173). A later argument stirred up even greater debates: James Coleman (1991), "Natural persons, corporate actors, and constitutions," Constitutional Political Economy Vol. 2, No. 1. Article Abstract: Extending the concept of efficiency beyond economic markets to social transactions generally, this paper asks the question whether social efficiency might not be better realized by removing the barriers to transactions between political and economic resources. With political rights (i.e. resources) held by natural persons, and economic resources held by corporate actors, such transactions could in principle replace taxation for redistribution, as a more efficient method of redistribution, intrinsic to the socio-political system. Such politico-economic transactions would supplement the primary means of distribution of the social product in an economic system, that is wages for productive labor. In the paper it is argued that this primary means of distribution is increasingly ineffective as the economy becomes increasingly interdependent. This change places an increasing burden on the “second round” of distribution through taxation, and forces consideration of a less defective and more theoretically sound means of supplementary income distribution. Janie99 19:47, 11 February 2007 (UTC) The article is correct. The essence of a corporation is that the law treats a group of people as if it were one person, separate from any of the people who belong to the group. The article though is a bit misleading when it mentions that corporations have rights that natural persons do not. This is true to a limited extent, more important is that natural persons have legal rights that corporations do not (vote, marriage, and many others). A corporate person always has five legal rights: the right to sue and be sued (more generally access to the courts); the right to a common seal (the right to sign contracts); the right to hire agents (have employees); the right to a common treasury (have a bank account; own property, etc.) and the right to make by-laws (the right to make rules for the internal governance of the corporation). These rights are limited by the laws of the jurisdiction, just as rights of natural persons are. Additional rights may be granted by governments or courts. These will vary from jurisdiction to jurisdiction. Granting additional rights to corporations is often the cause of discontent. Rodhay 01:37, 11 March 2007 (UTC) Why are most American countries chartered in Delaware?
by countries you mean corporations? i dunno, but i'd bet my net worth (-$20,000) that it's for tax reasons Most American corporations are chartered in Delaware because, in the past, the statutes that concern corporations were far friendlier to existing management and less favourable to shareholders in Delaware than they were elsewhere. The Delaware courts, moreover, had experience in interpreting these laws. Having all of these corporations chartered in Delaware became something of a cash cow to the state government, which all establishment types there were eager to protect. Now, the laws of most other states have been made at least as lenient as Delaware's were, but many old line companies keep their charters there because it's always been so.
Can someone explain what a "corporate identity" is? Since this term also showed up at London Underground, I assume it is a British English thing that I don't quite grasp on account of having grown up in America. --Ryguasu 19:04 Feb 9, 2003 (UTC) I put some brief explainations of the variety of business entities here, most people do confuse them with corporation so while they probably deserve their own pages it seems to go here, at least it was started here prior to my arrival. Alex756 05:30 May 4, 2003 (UTC) Re: why most U.S. corporations are chartered in Delaware. Although Delaware's "leniancy" is a contributing factor, attorneys (including myself) prefer to incorporate in Delaware simply because the law there is so well understood. Primarily this is because there is so much case-law in Delaware. Lawyers seeking answers to legal questions can find a tremendous amount of guidance in Delaware case-law (and statutory law). Why does Delaware have so much case-law? Two reasons: first, it has a lot of case-law because that's where most corporations are chartered. Think of this like positive feedback. Second, Delaware goes to great lengths to support its preeminence with well-functioning institutions. Delaware has a special court for businesses, the Delaware court of chancery, which is fast and staffed by judges who have expertise in business matters. The Delaware legislature makes frequent amendments to its incorporation laws to add features or resolve ambiguities. The Delaware bar is also very informed and responsive. Finally, I should mention that the above analysis is generally consistent with the "race to the top" thesis, which posits that, just like products, states compete to provide the best corporate law to companies, and that the competition and selection will tend to make corporate law better. (An accessable exposition of this view is in The Economic Structure of Corporate Law by Frank Easterbrook and Daniel R. Fischel). Some scholars have posited an alternative "race to the bottom" thesis, which posits that, since the managers of a company make the ultimate decision, corporate law instead competes to provide the most pro-management terms (which are by implication, anti-investor, anti-worker, anti-local community, etc.). Although there are undoubtedly instances where this dynamic is important, I don't believe, on purely empirical grounds, that it is generally applicable. In my own legal practice, I frequently represent companies, investors or workers in start-up companies, and I would never ask for the company to be incorporated in any state other than Delaware, even when the investor or worker would clearly have sufficient leverage to make the selection (an occurrence which happens more frequently than one might suppose). The Andrew Jackson quote sounds apocryphal and bears a strong resemblance to Lord Thurlow's '"You never expected justice from a corporation did you? They have neither a soul to lose nor a body to kick."' That's found in Bartlett's Familiar Quotations, while I can't find the Jackson quote anywhere credible. So I'll change it. I just noticed that GmbH (Gesellschaft mit Beschränkter Haftung, a type of German corporation) redirects here. Someone may wish to either expand that page or add some info onto this one. —Mulad 15:52, May 12, 2004 (UTC) "The Corporation is an essential part of a free society." at the end of the first section really ought to be balanced with a more critical take referencing all the freedoms and rights more basic than making money with money that corporations can and do deprive when left unchecked. Either that or removed. Ogbn (talk) 08:04, 29 September 2008 (UTC) Citation 20 is mis-cited? The section on Modern Corporations (1.2) has the following "from 1898 to 1904, 1800 U.S. corporations were consolidated into 157" attributed to the same source as Citation 19. Looking at the page right now, there is nothing on there even close to the sentence supposedly cited. —Preceding unsigned comment added by 70.71.7.90 (talk) 11:36, 29 November 2009 (UTC) This is now citation 22. It is still mis-cited, and I believe this information to be factually incorrect. Could whoever submitted this please find a different source or I will edit the paragraph. —Preceding unsigned comment added by 128.189.69.33 (talk) 04:20, 1 December 2009 (UTC) [edit] Limited or Ltd?Today I edited the rather short (so far) list of New Zealand companies, adding a note that "Ltd" was used for convenience. I now see that one of the links from it goes to a page which has the name of a company ending in "Limited" (which didn't show up on an earlier search). Does Wikipedia have a standard on that? - Robin Patterson 05:56, 27 May 2004 (UTC) [edit] Voting of Corporations?User:Pedant17 added the following to the section Legal status:
Out of curiosity I'd be interested in which jurisdictions corporations can vote. I always assumed (admittedly without knowing for sure) that political voting was restricted to humans everywhere. -- S.K. 13:55, 9 Aug 2004 (UTC) I had in mind situations as detailed in http://rangi.knowledge-basket.co.nz/gpacts/public/text/2001/se/035se24.html whereby a representative of a corporation can cast a vote on behalf of that corporation under certain circumstances in a local body poll. But I suspect that the wording in the article implies more than I can justify... -- Pedant17 00:47, 10 Aug 2004 (UTC)
I'm not aware of any circumstances under US law in which corporations, or any other non-natural persons, can vote in elections for public office. They can influence such things indirectly through lobbyists, but that is another matter. Gly 23:50, 4 February 2007 (UTC) [edit] Cooperatives?Request for description: How does a Cooperative compare with a partnership or LLC? - That probably depends on the jurisdiction. There may be jurisdictions where a cooperative is a separate form of entity, but I'm not aware of them. In the circumstances that I'm most familiar with (housing cooperatives and utility cooperatives in Colorado), a cooperative takes one of the legal forms provided by the general statutes on corporations and associations -- for example, a corporation, limited liability company, unincorporated non-profit association, or some other such entity. The specific law that applies to the kind of cooperative in question then imposes additional requirements that the entity must meet to receive special treatment as a cooperative. Sometimes those laws require specific kinds of corporate forms; for example, a housing cooperative in Colorado may be a corporation or a LLC, but may not be any kind of partnership or unincorporated association. --Hadleyt 05:02, 19 November 2005 (UTC) [edit] Names used for corporations in the United States and/or elsewhereI have noticed that someone has put "No Liability (NL)" and "Unlimited" as valid designations for corporations in the United States. I don't know of any state that uses those terms. Does anyone know where they use these designations? Also, it was my impression that "Unlimited" was simply part of the company name and not a designation indicating a corporate entity. Texas, for example does not use either of those terms. Anyone know?
[edit] Municipal corporations?The article currently says cities and townships (often chartered as public corporations) but looking at that article, I don't really see anything there that I think of as a typical municipal corporation. I don't think I know enough to edit this morass of specialized information without making more of a mess of things. All of the articles now relating to various types of corporations and incorporation are all quite confusing, I think in large part because of differences in terminology used in various countries. older≠wiser 13:36, Jan 27, 2005 (UTC) [edit] Created new page for types of corporationsSee types of corporations. The list is extensive and deserves its own article for relevant discussion. I think the Comments section should also follow, but I'm uncertain. Adraeus 05:40, 4 Apr 2005 (UTC) [edit] Internal competition in large companiesI noticed from personal experience in several different organizations that the local sites of large multinational companies compete against its other local sites. (I cannot write this using my real name/normal Wikipedia userid because I still work for a large multinational company and signed a non-disclosure agreement) Can this be written down somewhere? It also is mentioned also in der Spiegel, nr. 27-06-2005 in an article about the Philips manufactured electric toothbruhes. It is I think, sometimes a good thing for the company as a whole. Thanks 62.163.6.50 2 July 2005 09:27 (UTC) [edit] Inc.Does something with Inc. have to be a corperation. In the US most states require a corporation to use Corporation, Corp, Inc, or Incorporated in thier name to distinguish them.
Historically corporations with limited liability had to signal that to potential creditors. Different jurisdictions have different designations. In USA it is usually Inc. British commonwealth countries usually use Ltd. (limited) France and Spain use S.A. (in French société anonyme) Rodhay 01:19, 11 March 2007 (UTC) [edit] Naming convention for Companies and BusinessesI just wanted to draw attention and comment to on a draft poll to determine naming convention for companies and businesses. I have looked around a number of places and have only seen comments to the effect of "we should have a convention" or "do we have a convention" on how to name a XXX company. This has either the effect of drawing a few uninterested comments or a stirring up a heated debate. In either case the net result is generally zero. Your comments to help clarify this poll and later corresponding vote would be greatly appreciated. --Reflex Reaction (talk)• 19:58, 1 February 2006 (UTC) [edit] Wikipedia:Naming conventions (companies)/pollVoting has begun and will continue until March 5. Please resolve this lagging issue. --Reflex Reaction (talk)• 22:34, 10 February 2006 (UTC) It's actually more complex than this. Share value != profit maximization. Directors have a fiducial duty to shareholders, but this does not necessarily mean profit maximization, and courts are loath to question the business judgement of directors.
Here is a link http://www.boalt.org/outlines/Corps/corps_choi_2001fall-1.doc Among other things it mentions that Dodge v. Ford was an outlier that would likely be covered under the business judgment rule. It also mentions that New York State law explicitly states that corporations can give however much they want to charities.
New York State Cosolidated Laws - Article 2 - Section 202 (12) (a) Each corporation, subject to any limitations provided in this chapter or any other statute of this state or its certificate of incorporation, shall have power in furtherance of its corporate purposes: (12) To make donations, irrespective of corporate benefit, for the public welfare or for community fund, hospital, charitable, educational, scientific, civic or similar purposes, and in time of war or other national emergency in aid thereof. Another citation - Texas Business Corporations Act - Article 2.02 A. Subject to the provisions of Sections B and C of this Article, each corporation shall have power: (14) To make donations for the public welfare or for charitable, scientific, or educational purposes. --- Another citation - Delaware Corporations Law Title 8 - Chapter 1 - Subchapter II - Section 122 Every corporation created under this chapter shall have power to: 9) Make donations for the public welfare or for charitable, scientific or educational purposes, and in time of war or other national emergency in aid thereof;
What is said above is largely incorrect. First, the board has a fiduciary duty to the corporation or the corporation and shareholders, not just shareholders. Second, Dodge v Ford was about a minority shareholder, not about maximizing profit. The bottom line: As a matter of law the board can do what it wants with the corporate profit as long as it doesn't self-deal. [edit] Proposed mergerOppose Corporation is a reasonably global page with a series of short jurisdictional elements. The incorporation page is entirely U.S.-centric and its inclusion on the corporation page would unbalance the national coverage elements. It would be better to retitle the Incorporation page to "Corporation (United States) and, in time, to spin off the other national elements to their own pages. David91 14:26, 23 February 2006 (UTC) --- [edit] A Different Opposition to MergerThe Corporation page has a great deal of information on the many facets of what a corporation is, how they are operated, and it's history. The Act of Incorporating a business, which the Incorporation page covers, is important enough that it should continue to be developed more as a separate entity to retain the current clarity. [edit] Oppose mergerOppose agreeing with both the above. Also Corporation is the much better article. This article needs impovement and renaming it Incorporating (in the US) is not a bad idea. I'll remove the proposed merger sticker in a week or two if nobody objects. Smallbones 09:17, 20 March 2006 (UTC) yeah [edit] "Words of limitation"I was the one who added that phrase to the article several years ago and now I think I screwed up. I thought that's what my Business Associations professor said they were called but I can't find any mention of that in my own notes from the course. Also the term is not in Black's Law Dictionary. Can anyone who knows more about corporate law than I do weigh in on this issue? That is, is there a term of art used to describe the words that must be in a corporate name in order for the corporation to properly assert the privilege of being a corporation? --Coolcaesar 04:13, 4 April 2006 (UTC)
[edit] Criticism section too longI like the idea of having a section on social criticism of the corp in here. On the other hand this looks like it's about 1/3rd of the total article, which looks like about 3 times too long for my taste. Maybe there's no agruing over taste, but for the average reader coming here, I'd guess they are looking for 90% from the top of the article and will be overwhelmed by this last part - so I think it would be more effective for everybody to cut it down. Chomsky - wonderful, but there also has to be some room to criticize Chomsky's views. I'm not familiar with the movie - but I think the director's name should be upfront. Let's make it effective and to the point, not long drawn out and preachy. Smallbones 14:14, 3 May 2006 (UTC) Correction: it's only 26% of the article, but it still looks too long to me, and I'd say with only 2 main sources, it's probably unrepresentative of most critisism of corporations. In short the idea of the section is great, but the execution (and length) is wrong. Smallbones 19:22, 6 May 2006 (UTC) Strongly agree -- at first glance, half the movie's quoted here. Those are long citations as well; I'd say that Chomsky and the movie should get one paragraph each, and anything else could perhaps be put in a "Criticism of Corporations" article. Cory.willis 01:30, 13 May 2006 (UTC) I've removed the paragraph which discusses how the filmmakers diagnose corporations as being psychopaths. I've seen The Corporation, and while using a psychologist's checklist makes the documentary entertaining, the idea is logically flawed. The film uses different examples of bad corporations to demonstrate different items on the checklist. This is similar to claiming that all humans are psychopaths, because we can find examples of different people who each match one characteristic from the checklist. This kind of nonsense argument might be acceptable for a documentary, but I think we should use better sources to fill in the criticisms section of this article. --Jonovision 22:44, 13 May 2006 (UTC) Hey guys, I have a question. I recently wrote the last paragraph in the Criticism section (the one about public health). Someone noted that I must cite a reference backing my claim that corporations tend to make profitable decisions even if they are harmful to public health. Fair enough! However, I don't have a reference that says that--I only have a corporation's website in which they openly talk about their decision processes, and clearly make decisions in a way that backs my claim. Can I use this site as a reference? Must I use it in some special unorthadox way? Help! The site is here. Thanks! Murftown Jul 19, 3:04 AM (UTC)
[edit] Length issueI noticed that the bottom 25% of the article had be cut off (In the middle of Corp Taxation) so I added most of it back. Maybe somebody could go back to the July 5 version and figure out what in Corp. Tax needs to be reinserted? The cut off part included references, catagories, see also and a lot of stuff that I'm sure was not meant to be cut. But in saving the restored (new top, old bottom) article, the software told me that the article was too long, so apparently the problem may come back. May I suggest that we rationally cut the article down, spin some off to new articles, etc. It really is too long. Smallbones 16:34, 13 July 2006 (UTC) I've reverted the last edit by 24.60.163.16, which had added the follow text to the Criticism section:
While being interesting, I don't see what relevance it has to criticisms of corporations. Would the author care to discuss this? --Jonovision 12:08, 15 August 2006 (UTC) The idea that a Corporation is like a psychopath is actually from the Philosophers Susan Wolf (In her 'The Legal and Moral Responsibility of Organizations' in J. Chapman (ed.) Criminal Justic, Nomos XXVII 1985). She is making a quite specific philosophical point which put crudely is that Corporations have to be held practially or legally accountable, but it makes no sense to say that they are morally responsible, because they lack the qualities that would make them so -- because in terms of the metaphysics of personhood they are like a psychopath.Sme1000 (talk) 08:03, 17 February 2009 (UTC) [edit] Equivalent to UK Ltd Company?My understanding, having had a vague idea and now reading up on it, is that a Corporation on other countries (most notably the US) is pretty mich analogous to a limited company in the UK. Presuming i'm correct, i was wondering if there's a standard means of getting that info into the article in a form that's quick and easy to find? If i'm not, i'd presume it's a reliatively widely-held belief, and maybe something needs to go in to that effect, too? -- Lordandmaker 02:44, 7 December 2006 (UTC)
[edit] Query: Point of Clarification re: SoPac Railroad caseFrom the article as it stands (as of 20061208): "Contrary to accepted legal precedent, the U.S. Supreme Court did not rule on this question in the 1886 case Santa Clara County v. Southern Pacific Railroad." I'm not sure what this means, and hope someone can rephrase it for greater clarity. Would the idea be more accurately paraphrased as "Contrary to conventional wisdom, the U.S. Supreme Court did not rule on this question in the 1886 case Santa Clara County v. Southern Pacific Railroad."" or perhaps "Though later cases refer to this case as precedential, the U.S. Supreme Court did not actually rule on this question in the 1886 case Santa Clara County v. Southern Pacific Railroad." or maybe "Contrary to then-accepted legal precedent, the U.S. Supreme Court chose not to rule on this question in the 1886 case Santa Clara County v. Southern Pacific Railroad." (Or something else again?) My suspicion is that the first of these is closest to the truth, but that's not a case I'm yet familiar with -- I just know that I'm confused by the current description :)
timbo 14:50, 8 December 2006 (UTC) [edit] What is the difference between incorporated (inc.) and corporation (corp.)?What is the difference between companies who are incorporated (inc.), e.g. Xilinx, Inc., and corporation (corp.), e.g. Atmel Corp. ? Jidan 15:17, 24 December 2006 (UTC)
[edit] Disputed section on corporate personhoodNeed to have a lawyer look at that section, because it has an "legal urban legend" feel to it. Roadrunner 22:42, 3 January 2007 (UTC)
[edit] New editsI clarified that corporations don't have to be owned by natural persons - they can be owned by other legal entities. In the US (at least in all the states I know of) each of the directors must be a natural person, however. I also noted that incorporation CAN allow activities to be seperate from those of the owners/directors/executives, but not always. For example, 'piercing the veil' and shareholder derivative suits will treat acts by directors etc. as their own and not those of the corporation. This is all under US law of most or all states - not sure about the law in other countries, can anyone comment? Gly 23:45, 4 February 2007 (UTC)
In the Formation section, I changed federal to national. Federal is relevant only to countries that have a federal system (e.g., USA, Canada, Germany, Australia, etc.) but not to those which do not (e.g., France, Ireland, etc.)Rodhay 15:40, 17 March 2007 (UTC) I removed a specious argument about corporations going to church. One might just as well say that corporations can not be called to court. In fact, the first corporations were often religious organizations. If the USA does not give freedom of religious belief to corporations it is for quite other reasons. Rodhay 18:46, 22 March 2007 (UTC)
Someone who signs his name as "buddylovely" has sabotaged this article with his own peculiar theory of the corporation. I wish he would give references for the things that he is claiming. A corporation has members who under the bye-laws of the corporation have certain rights to take part in some of the activities of the corporation. For instance all modern business corporations are required by law to have annual general meetings at which the members can vote on certain propositions. A corporation hires agents to act on its behalf. The corporation is the principal. I have attempted to restore the first four paragraphs. Rodhay 04:05, 16 June 2007 (UTC)
[edit] SuggestionThere are many confusions between the more general corporation and the modern business corporation. Statements refer to corporations when only the modern business corporation is meant. Someone should go through the article and clear up these difficulties. Rodhay 16:28, 18 March 2007 (UTC) [edit] Problematic sentenceIn the sentence:
Shouldn't it be "...to be sold to a buyer unless he is of at least..."? R6144 06:44, 19 February 2007 (UTC)
[edit] United KingdomDeleted the reference to sole traders as a form of company, as this is just plain wrong. I'll rewrite this section to a higher standard when I have time, as it's pretty pitiful at present. —The preceding unsigned comment was added by Routlej1 (talk • contribs) 22:45, 28 February 2007 (UTC). [edit] HistoryThe history section is misleading and needs revision. Corporations in the modern legal sense developed in medieval Europe as monasteries, towns etc. Just because we are preoccupied at present with commercial corporations, should mean we gloss over the real history.--Jack Upland 09:58, 3 May 2007 (UTC) [edit] NOT PRIVATE PROPERTY???I took out the following + from the lead "One of the defining characteristics of the modern business corporation is that it lacks ownership and is not private property. Thus, in contrast to owner-run business, the corporation, by definition, cannot be considered part of the “free market” " At a minimum it needs a reference - who says it is not private property? I'm sure almost every lawyer would disagree. Without some sort of reference, background, it sounds like OR or a soapbox spreech. Smallbones 01:55, 14 October 2007 (UTC)
In the etymology section when you mention the term corporation was replaced by council in Britain and Ireland you stated that in Ireland it did not happen untill 2001, this is incorrect I'm not sure what year that the term was replaced but the term council was being used long before 2001. —Preceding unsigned comment added by 193.63.48.50 (talk) 11:55, 29 November 2007 (UTC) It Berle and Means 1932 pointed out that The Modern Corporation lacked true owners. If this is the case, how can corporate assets be considered "private property?" I will pull the cites soon. But think about it: Aren't corporations COLLECTIVE INSTITUTIONS with NO natural profit motive and NO owners? If there are owners, who are they? Shareholders = Bullsh*t. Read Berle and Means 1932. Or ask law professors Lynn Stout of UCLA, Margaret Blair, Stephen Bainbridge, Ken Greenwood, etc. This are law professors, not simple attorneys. —Preceding unsigned comment added by Professor Todd (talk • contribs) 02:44, 1 December 2009 (UTC) [edit] "Pathological pursuit of profit"The book that referes to the pursuit of profit as "pathological" violates neutral point of view (NPOV) because it promotes the Marxist theology that people should profit from labor, but not profit from the deployment of capital. Wikipedia rules are violated when a political viewpoint in favor or against a political position are endorsed. Mpublius (talk) 15:55, 25 November 2007 (UTC) The bibliography lists books from a variety of points of view. Wikipedia policy would only be violated if the word appeared in the text of the entry. Rodhay (talk) 01:51, 11 January 2008 (UTC) [edit] Q: Add link to CorpWatch?May I add an external link to CorpWatch? http://www.corpwatch.org/index.php Stars4change (talk) 18:59, 30 January 2009 (UTC) [edit] Chomsky use of word "fascist"It has no real place here. First, he simply defines as "fascist" any hierarchy at all. Thus, corporations are fascist because they have hierarchies. So what? A word game with no connection to the historical use of the term carried out to his satisfaction, but which tells nothing about corporations. If anyone feels the need to say, "corporations are hierarchical" we can just add that sentence, without dropping the f-bomb. The faculty of MIT after all, is organized in a hierarchy too. There are department chairs, are there not? --Christofurio (talk) 20:17, 31 January 2008 (UTC) If at MIT the chair could control the professor like a CEO can control an employee, you might have a good analogy. As it stands, the comparison doesn't hold. In addition to hierarchy, the bottom must be control. To what extent is unclear, but at some point, Chomsky would say the hierarchy is fascist. Before that point, he wouldn't. The point is that fascism is not about hierarchy alone, which is why the analogy fails. —Preceding unsigned comment added by Professor Todd (talk • contribs) 05:03, 2 December 2009 (UTC) [edit] Race to the bottom?"Beginning with New Jersey and Delaware, U.S. States engaged in a race to the bottom in their attempts to create more and more liberal and therefore, lucrative incorporation regulations." Seems NPOV. "The bottom" implies a negative about not putting as mnay restrictions on corporations, "a race to the bottom", makes the negative even stronger, and clearly indicates a point of view that these changes in regulations where a bad idea. -- Twfowler (talk) 15:58, 8 May 2008 (UTC) [edit] Santa Clara Railroad caseI'd just like to bring attention to the fact that this article currently states that the Santa Clara Railroad case found that corporations are protected by the 14th amendment. This is NOT the case, and it even contradicts the linked article. I'm not confident enough w/ my encyclopedic writing skills to correct this error, so I'd appreciate it if someone else would do it. 67.241.22.119 (talk) 00:22, 2 June 2008 (UTC) Alright, so since none of you seem to care about the quality of this article, I made the edit myself. I removed the citation and did not replace it with a new one because there are citations in the linked article. I hope this is ok with everyone. 67.241.22.119 (talk) 20:17, 8 June 2008 (UTC) [edit] Let's discuss this imageI do not believe the dark gloomy image, below, is a NPOV or fair representation of corporations. It looks gloomy and negative, when in fact small businesses and other local places can easily be a corporation too. I believe the image in effect paints corporations negatively by inference. Guroadrunner (talk) 10:07, 8 June 2008 (UTC) 
The image doesn't illustrate what it pretends to, size of corporations vs size of countries = NY City??! There is also a problem with Stock and flow variables in the caption. The market capitalization is a stock variable (What's the company worth now), the GDP is a flow variable (How much wealth is generated per year). Illustrating a comaprison of stock vs. flow variables with NY City is nonsense (unless NYC is more absurd than I thought). Creative editing often involves removing nonsense. Smallbones (talk) 14:25, 25 June 2008 (UTC) [edit] "We are all slaves"Can this be added in Criticisms? In Gerry Spence's book 'Give Me Liberty" he writes: 'Are you free?" I asked the CEO of a large food-store chain..."Since you mention it, freedom at the top is bullshit," he said. '...I have shareholders to please. I have Wall Street to please. I have the fuckin' media to please. If I fire an incompetent worker, the government is on my ass for discrimination. If I fire some old bastards who have lost all incentive to do an honest day's work, I'm charged with age discrimination.....' He laughed. 'Yes, I'm a slave--the biggest fuckin' slave in the company.' I say we are slaves. All of us. And in bewildering ways, our slavery is more pernicious than the slavery of old, for the new American embraces the myth of his freedom as he would a dead puppy, with all affection, speaks to it as if it were alive.....What if we have never known freedom, and have been taught to embrace our bondage, to fight for it, even to worship it? ...What if a form of subtle slavery has been taught to us, made acceptable to us, made to appear as freedom itself?'" Can we add it to show that corporations are slave plantations & employees are slaves? Sundiii (talk) 00:38, 23 June 2008 (UTC) [edit] Criticisms - Corp's want sex tourismCan we add: Marilyn French states in "The War Against Women" pages 35-36 that sex-tourism was proposed as a development strategy by international agencies. Maria Mies writes that the sex industry was first planned and supported by the World Bank, the IMF, and the United States Agency for International Development. Thailand, the Philippines, and South Korea are the present centers of Asian sex-tourism. Parties of Japanese businessmen are flown to one of these centers by their companies as a reward. American workers at a construction site in Saudi Arabia, totally fenced off from the culture around them, were flown to Bangkok every two weeks to be serviced by Thai women working in massage parlors.....Both industries are maintained by a support network of multinational tourist enterprises, hotel chains, airlines, and their subsidiary industries and services. {That shows how international corporations operate. Maria Mies is referenced here: Partiarcy and Accumulation on a World Scale: Women in the International Division of Labor. What other info is needed here to add it?} Sundiii (talk) 18:20, 28 June 2008 (UTC)
[edit] Proposal to revert back to 15 July 2007 to counter vandalism not caught on that dateUser:Rodhay badly vandalized the citations in this article at this edit on 15 July 2007 and should be banned. Unfortunately, because no one has taken ownership of this article and it's basically being vandalized by a bunch of amateur clowns on a weekly if not daily basis, no one caught the error and I didn't notice it until now (because as a practicing attorney I have A LOT of social and professional responsibilities to keep up with). This article needs immediate semi-protection. Furthermore, I am proposing a revert back to the last good version as of 15 July 2007 to restore the lost content. Any objections? --Coolcaesar (talk) 09:02, 10 December 2008 (UTC) [edit] Split apart
[edit] Formation of Criticism Article and consolidation of issuesIn its current incarnation, the "Criticism" section is somewhat difficult to follow, particularly to a person---such as myself---who knows very little about the legal structure and decision-making practices of corporations (this was the ignorance I was attempting to remedy when I first visited this page). We could consider improving the "Criticism" section by reducing it to one or two general paragraphs that describe the primary or fundamental nature of the majority of concerns about corporations, and then generate a separate article that treats concerns about corporations in much more detail. We could also consider describing how different progressive movements have raised concerns about the effects of corporations on democracy (e.g. ways that corporations have contributed to issues raised by feminism, environmentalism, the human rights movement). Either the "Criticism" article or the "History" article could also include a discussion of the tactics employed---such as advocation for public policies, boycotts, and Alinsky's and others' "proxy tactic" in the 1970s---in efforts to return some the power held disproportionately by corporations to the public. Finally, we might want to consider changing "Criticisms" to "Concerns," as the majority of the issues raised here seem to be concerns about the effects of corporations on democracy rather than criticisms of specific actions undertaken by or on behalf of corporations. In my experience, one of the most frequently voiced concerns about corporations seems to be the extent to which they have co-opted much of the government in formerly or ostensibly democratic societies. In the United States, this appears to have been achieved through the use of a powerful lobbying industry and a tradition of financing the campaigns of political candidates who advocate for public policies that would allow corporations to increase profits. These practices seem to be unfavorable because they consolidate public resources and policy into the hands of a minority of powerful agents (i.e. shareholders and CEOs) who operate without public oversight. In essence, this small group of powerful individuals becomes a modern aristocracy, denying the majority of the population the ability to meaningfully participate in the political process. This criticism appears to be inextricably linked to concerns about the implications of granting corporations the rights and legal status of a person. From a philosophical perspective, the deontological distinction between real persons as conscious moral agents who share the same rights and responsibilities universally and corporations as amoral entities who exist primarily to exploit resources negates the possibility of any meaningful equivocation. Socially, this practice appears to undermine the assumption of total equality upon which democracy rests by creating disproportionately powerful "persons" who possess access to virtually unlimited resources (as compared to those of real persons) and a form of legal immortality. Most other criticisms leveled at corporations seem to be more specific incarnations of these two issues. If most people agree with this assessment, then I would be happy to begin developing it into a slightly more detailed couple of paragraphs and move the other information into a new article at my earliest convenience.
[edit] This article should be redesigned to explain the term corporation, and a new article should be created for business corporationsThe term "corporation" refers to a body of people. But this article intermingles the use of business corporation with the word corporation. Corporation is commonly used as a short form for business corporation, but such short forms should not confuse what the word corporation actually means.--R-41 (talk) 04:50, 26 June 2009 (UTC)
[edit] This article needs to be rewrittenAs I mentioned before this article only speaks of business corporations and not of non-business corporations. A new article should be made to address business corporations specifically, called Corporation (business). This article should focus on describing what the actual term "corporation" means in a broader context - for instance in corporatism corporations refer to bodies of people according to functional roles they perform. A number of cities are officially called corporations such as London, England. There are corporations of nuns within the Roman Catholic Church. Currently this article does not represent a worldwide view of the definition of corporation, and is only focused on business corporations. This article needs immediate attention for a complete re-write.--R-41 (talk) 17:26, 22 July 2009 (UTC)
[edit] Corporations pay no taxes!"The Rich and Super-Rich" by Ferdinand Lundberg - "But corporations do not really pay any taxes at all (or very, very rarely)—surely a novel and (to most people) no doubt a thoroughly wrongheaded, erroneous and even stupid assertion…. Corporations are no more taxed than were the aristocratic pre-Revolutionary French estates. The evidence is plain, in open view…ALL taxes supposedly paid by corporations are passed on in price of goods or services to the ultimate buyer, the well-known man in the street. This is not only true of federal and state taxes (where levied) but it is also true of local real estate and property taxes paid in the name of corporations. The corporations, in nearly all cases, merely act as collection agents for the government,… In further support, the late Representative Daniel Reed held that “inordinately high” consumer prices prevailed partly because “all products are increased in price in the exact proportion of taxation… and the former Republican Speaker of the House, Representative Joseph Martin of Massachusetts, reminded listeners that “any graduate economist can tell us that corporations compute profits after taxes, and not before, and their price scales are adjusted accordingly.” Stars4change (talk) 05:08, 4 August 2009 (UTC) [edit] Corporate crimeThis should be mentioned. The Rich and Super-Rich" by Ferdinand Lundberg (1968): The sorts of crimes ignored by newspapers in their bulk and persistence are what the late Professor Edwin H. Sutherland of Indiana University called "white-collar crime"......"Corporate Crime" He took the seventy largest nonfinancial corporations (in his study on the behavior of corporations).....Of these seventy corporations, Sutherland found, thirty were either illegitimate in origin or began illegal activities shortly thereafter. Eight others were "probably" illegal in origin or in beginning policies....." 04:57, 13 August 2009 (UTC) —Preceding unsigned comment added by Stars4change (talk • contribs)
[edit] 'Collectivist'?Surely a corporation is the opposite of collectivist? The vast majority are hierachical and fascist. The only collectivist element I can think of is the board of directors, ignoring the actual workforce. —Preceding unsigned comment added by 86.112.254.102 (talk) 12:19, 22 August 2009 (UTC) A public corporation is an institution made up of many people (i.e. a collective) How is not a collective of people? It is organized a a hierarchy, which, if the control is severe, could be consider fascist. —Preceding unsigned comment added by Professor Todd (talk • contribs) 23:16, 10 December 2009 (UTC) [edit] Chequebook journalismMay I add a link to Chequebook journalism? And could someone address the question WHY do corporations think everything should be given to them for FREE while us humans are forced to PAY for everything, like food & medicine? Stars4change (talk) 05:42, 21 September 2009 (UTC) [edit] Who said this?Who said "You can take a slave out of the field and put him in an office, but he's still a slave?" I can't find it. Compare: http://www.southdownmuseum.org/history/history.htm —Preceding unsigned comment added by Stars4change (talk • contribs) 18:50, 14 October 2009 (UTC) [edit] Corporations never invent... anything"Corporations manufacture, distribute and sell lifesaving penicillin, at a profit. But no corporation discovered penicillin. Corporations never discover or create anything--are never more than tools, as often for ill as for good." Ferdinand Lundberg, "The Rich and the Super-Rich." Stars4change (talk) 18:22, 4 November 2009 (UTC) [edit] Edited last line of intro 'graphFor the better, removed the mention of pensions, as all corporations have done is raid, underfund, and bitch about pensions. Correctly reflects the reality that most people don't have any choice in who they get their employment, goods or services from. Also even if it is a change for the "worse" at least it's better than the corporate blowjob that it's replacing. LOL at the article on corporations that can be edited BY corporations and still wants to claim any sort of accuracy/npov etc. What a crock. Just like the rest of this fake ass encyclopedia. Edit: that I even left "cultural development" should as a monolith to my own npov, as that is such revolting bullshit as to make one quite literally, gag. Shakespeare, Inc wrote all those plays, lol. I love how since they have dominated our every waking moment since at least the mid seventies, they think they always have. Because don't forget, Matisse and Rembrandt were actually hired corporate painters, I'm still chuckling over here. —Preceding unsigned comment added by 96.19.202.109 (talk) 10:28, 10 November 2009 (UTC) [edit] The End of WorkCould you please add a See Also link to The End of Work? Stars4change (talk) 03:55, 28 November 2009 (UTC) [edit] Intro cleanupThe introduction to this article has gotten completely out of hand, and is full of material that's not even in the main article. It seems like new editors feel that the best place to contribute new material is in the introduction! I've removed the entire shareholder ownership debate. If someone wants to dispute the Hansmann and Kraaman characteristics of a corporation, they can do it here.
--Jonovision (talk) 23:57, 28 November 2009 (UTC) The introduction makes a mistake in referring to 2 neo-liberal professors calling shareholders owners. It is important to NOT make a mistake on this topic, and calling shareholders the OWNERS or RESIDUAL CLAIMANTS is flat out wrong. So either 1. correct the mistake or 2. keep my point in there. I have a cite from Stout regarding OWNERS, which you see. Neither are shareholders the residual claimants. The dispute arises from “Neoclassical financial theorists argue that among all the stakeholders in the business corporation only shareholders are “residual claimants”. The amount of returns that shareholders receive depends on what is left over after other stakeholders, all of whom it is argued have guaranteed contractual claims, have been paid for their productive contributions to the firm. If the firm incurs a loss, the return to shareholders is negative, and vice versa.” (Lazonic 2007) In contrast: Professor Bernard Black: “[S]hareholders are not the only important residual claimants of a firm’s income...[E]mployees, creditors...suppliers, customers...also often gain substantially when the firm does well, and suffer when the firm does badly.” (Black 1999) Professor Todd Henderson: “The decision to withhold dividends and invest in new businesses is, under current law, unassailable.” (Henderson 2007) Professor Lynn Stout: corporate profit can be used to, “…raise managers’ salaries, start an on-site childcare center, improve customer service, beef up retirees’ pensions, or make donations to charity.” (Stout 2002) Professor Ken Greenwood: “…legal doctrine makes clear that shareholders have the same legal right to dividends as waiters have to tips: an expectation that is not enforceable in court…” (Greenwood 2006). The law professors are correct. Shareholders are not the owners or residual claimants. If you call shareholders owners or residual claimants on the Corporation page, I will dispute it. Thanks.
The last part where you say "ownership is shared" is wrong for reasons I have previously stated and the shareholders are capital providers is also wrong. They are primarily in the secondary market. I think you should look at Bainbridge or Monks and Minow rather than H and K. —Preceding unsigned comment added by Professor Todd (talk • contribs) 09:36, 1 December 2009 (UTC)
Okay, first we have to agree that we're discussing widely-held public corporations, The Modern Corporation of Berle and Means 1932. Given that, over 99% of the shareholders are in the secondary market. Shareholders of these corporations are not owners (see the quote by Stout above). These shareholders don't own the corporation in any meaningful sense. Neither do they own the net assets or profit. All legal scholars agree on this. H&K are sloppy writers on this point. —Preceding unsigned comment added by Professor Todd (talk • contribs) 20:31, 1 December 2009 (UTC) Hi Jonovision: I think you should consider separating private from public corporations. They are completely different. I believe that this is part of the confusion.138.202.216.81 (talk) 00:31, 2 December 2009 (UTC)
Shareholders are not the owners because the law measures ownership as a bundle of rights and duties and shareholders of a public, widely-held corporation have none of these rights and duties. Whether shareholders are owners is unrelated to being in the secondary market. And again, the 99.9% are in the secondary market and therefore NOT contributors of capital. Thus again, shareholders are NOT owners and NOT contributors of capital. Do you follow? Professor Todd (talk) 22:13, 2 December 2009 (UTC)
There is no shared ownership because there is no ownership to share. And there are not many contributors of capital in a public corporation, but even if there were, they wouldn't be the owners. So I would say that the 5th is incorrect. —Preceding unsigned comment added by 76.102.56.121 (talk) 08:12, 3 December 2009 (UTC)
The lack of ownership is less clear with private corporations. We're talking about large public corporations, the modern corporation of Berle and Means. I have a few papers I could send you or put somewhere on this subject if you're interested. Prof. Todd —Preceding unsigned comment added by 76.102.56.121 (talk) 20:54, 4 December 2009 (UTC)
Hi Jonovision, This is a serious difference, calling shareholders "owners" or not is an important. I have given you several quotes from articles published in peer-reviewed law journals. These guys wouldn't take the time to dispute the issue of shareholder ownership if it weren't important. The main place where it becomes important is in the argument for "shareholder primacy." If shareholders are not the owners, why "maximize shareholder value." I can email 10 articles that back up this position.138.202.138.73 (talk) 00:01, 9 December 2009 (UTC)
I have a problem with this phrase, "Shared ownership by contributors of capital". (1) The "contributors of capital" no doubt refers to the shareholders. But for pubic corporations, almost all shareholders are in the secondary market; NOT "contributors of capital". The person(s) who contributed the original capital might have died long ago. Therefore, I suggest we delete "contributors of capital" and replace it with shareholders. Don't you agree, Jonovision? —Preceding unsigned comment added by 76.102.56.121 (talk) 07:26, 10 December 2009 (UTC)
My reading is also that "contributors of capital" refers to the people whose money went into the corporation. It is also true that the vast majority (over 99%) of shareholders are in the secondary market. Therefore, H&K are either (1) not referring to shareholders (unlikely) or (2) mistakenly are calling shareholders in the secondary market the "contributors of capital." Again, we need to correct the mistake and replace "contributors of capital" with "shareholders". PS Jonovision, I'm a phd, cpa, published scholar and tenured professor. I have written papers on this exact topic. I hope you have knowledge of this area as well.Professor Todd (talk) 23:13, 10 December 2009 (UTC)
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