[lbo-talk] Bernie Sander's "saving democracy" amendment

c b cb31450 at gmail.com
Mon Feb 6 08:40:54 PST 2012


michael perelman So all the disagreement is about semantics? I don't read anyone supporting a law preventing corporations from signing contracts.

Of course, the limited liability corporation is a way between moving responsibility away from persons by preventing the owners from being sued personally. Quite ironic.

^^^^^ CB: Yes, the authorized officers of corporations , who are natural persons, and the only types of beings capable of signing anything , and do now sign documents which legally bind the legal entity the corporation to contracts, do not thereby bind themselves personally to be liable should the corporation become liable with respect to those contracts. There is the corporate veil , as Michael alludes to. Often the officers are not necessarily owners. So, they don't even need the corporate veil to protect them individually.

The personhood status of corporations is not essentially to their being legally bound to contract obligations. Corporations are legal entities, and the law can define them as legally bindable in contract. There is nothing in common law or the Constitution that requires that only "persons" can be bound in contract.



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