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Theories Of Corporate Personality

The Fiction theory
According to some jurists, a corporation has a fictitious personality. This fictitious personality is attributable to the necessity for forming an individual organization existing by itself and managing for its beneficiaries (the members of it and its dealings). Savigny and Maine put forward the concept of the persona ficta i.e. fictitious persons by which they meant corporations are invisible and immortal so as to avoid impediments in law. Criticisms: One of the arguments against the theory is that from the point of view of ownership, the fiction theory takes us nowhere. If a corporation aggregate be only an imaginary person which exists only in the eyes of the law, how can a non-existing (imaginary) person hold property? Next it has been argued that a corporation has rights. But real persons can only have rights; so a corporation must be real and not an imaginary person.
The Realistic Theory
According to this theory a corporation has a real and not a fictitious, personality. Althusius initially used the term realistic theory that was carried forward by German Jurist Gierke. To them, a corporation therefore has a real existence irrespective of the fact whether it is recognized by the State or no. The realist theory is also known as the sociological theory of the group personality of the corporation. They hold that the collective will is, in psychology, different from the individual. An individual, all by himself may come to a particular decision; but in association with others he may come to a totally different decision. The will of the many is different from the will of an individual but is recognized by the law. Criticism- The realistic theory, however, is incapable of being applied to a corporation sole, because the theory of the collective psychic will does not come in the case of a corporation sole
The Concession Theory
As per the concession theory by Dicey, all rights, whether human or corporate, course from what the law under the State sovereignty gives. Where the law does not give anything, its recognition is limited. It is by grace or concession alone that the legal personality is granted, created or recognized.
The Symbolist /Bracket Theory
The bracket theory of the personality of the corporation maintains that the members of a corporation have their rights and liabilities referred to the corporation itself, simply from the point of view of convenience. To determine, however, the real nature of the corporation and its state of affairs, the brackets have to be removed, for the names of the members of the corporation are kept in brackets. If and when the brackets are removed, one would be able to see what the corporation is, what its true nature is, and how its members are revealed through the removal of brackets. The bracket theory is also known as Jhering?s theory, as Jhering was its exponent.
The Organism Theory
The organism theory of the personality of the corporation is the one that expounds that the corporation, like an organism, has members (limbs), head and other organs. The individual also has a head, a body with limbs that satisfy inter-dependent functions. Corporations, such as the state, the university, the club, social and public utility organizations, have also limbs in them and will of their own. A corporation, according to this theory, is a subject of legal rights and is liable to duties also. According to this theory, a subject of legal rights need not be a human being. Any being or body with a will of its own and a life of its own can have legal rights and can be subject to legal duties and liabilities. What is essential, according to this theory, is that such a being or body must have a will of its own.
The Ownership Theory
Developed by Brinz, the ownership theory of the personality of the corporation asserts that legal rights can be handled by human beings and not by corporations.
The Purpose Theory
According to this theory law protects certain purposes and the interest of individual beings. "The property supposed to be owned by juristic persons does not belong to anything; but it does “belong for” a purpose and that is the essential fact about it. All juristic or artificial persons are merely legal devices for protecting or giving effect to some real purpose, e.g., a trade union is the continuing fund concerned and the purposes for which it is established."