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Articles 1 - 5 of 5
Full-Text Articles in Business Organizations Law
Shareholder Liability In Ohio: Confounding Attorneys And Others, South High Development Limited V. Weiner, Lippe & Cromley Co., L.P.A., Timothy J. O'Hearn
Shareholder Liability In Ohio: Confounding Attorneys And Others, South High Development Limited V. Weiner, Lippe & Cromley Co., L.P.A., Timothy J. O'Hearn
Akron Law Review
The purpose of this article is to explore the soundness and ramifications of South High Development Limited v. Weiner, Lippe & Cromley Co., L.P.A. To begin, the case holding will be summarized and the history of professional corporations reviewed. Special emphasis will be placed on Ohio legal professional corporations. A critique of the court's rationale and analysis of its implications will then follow.
Shareholders Do Not Have Standing To Bring An Individual Action Against Third Parties Who Have Damaged The Corporation: Adair V. Wozniak, Frank Carrino
Akron Law Review
Apart from the context of a derivative action, can a shareholder in a corporation sue individually for wrongful acts committed against the corporation by third parties?
The general rule of corporate law states that a shareholder cannot attain standing for such a suit. This rule is grounded on the theory that all shareholders should incur loss from third party wrongdoing in proportion to the amount of shares he or she holds, and likewise should proportionately benefit when the corporate entity wins an action. In addition, courts are fearful that if this rule were not in force, then there would be …
Flaugher V. Cone Automatic Machine Co.: The Ending Of A Trend In Successor Liability Or A Minor Setback For Product Liability Claimants?, Bryan J. Green
Flaugher V. Cone Automatic Machine Co.: The Ending Of A Trend In Successor Liability Or A Minor Setback For Product Liability Claimants?, Bryan J. Green
Akron Law Review
This Casenote analyzes the recent Ohio Supreme Court decision in Flaugher v. Cone Automatic Machine Co. to evaluate both its impact on the field of successor corporate liability and the opinion's fundamental soundness. The Flaugher court identified three issues: (1) whether the facts demanded application of one of the traditional exceptions to the rule of successor non-liability, (2) whether the court should adopt the "product line" theory of liability, and (3) whether the defendant corporations had a duty to warn plaintiff of the alleged defect in the machine which injured her. The court affirmed the lower court's decision by …
Kayser-Roth, Joslyn, And The Problem Of Parent Corporation Liability Under Cercla, James A. King
Kayser-Roth, Joslyn, And The Problem Of Parent Corporation Liability Under Cercla, James A. King
Akron Law Review
This article examines these issues by focusing on the responsibility of parent corporations as "owners" and as "operators" under section 107 of CERCLA. The scope of the analysis is limited to corporations that participate in the management of other corporations. Moreover, for the sake of simplicity, the reach of the analysis is limited to the situation in which a corporation owns one hundred percent of the stock of the subsidiary.
Part I provides a general overview of the principle of limited shareholder liability as it applies to parent corporations and of its economic underpinnings. Part II reviews judicial applications of …
Do Corporations Have Religious Beliefs?, Jason Iuliano
Do Corporations Have Religious Beliefs?, Jason Iuliano
Indiana Law Journal
Despite two hundred years of jurisprudence on the topic of corporate personhood, the Supreme Court has failed to endorse a philosophically defensible theory of the corporation. In this Article, I attempt to fill that void. Drawing upon the extensive philosophical literature on personhood and group agency, I argue that corporations qualify as persons in their own right. This leads me to answer the titular question with an emphatic yes. Contrary to how it first seems, that conclusion does not warrant granting expansive constitutional rights to corporations. It actually suggests the opposite. Using the Affordable Care Act’s contraception mandate as a …