Does control make a difference? The moral foundations of shareholder liability for corporate wrongs

Crowe, Jonathan (2012) Does control make a difference? The moral foundations of shareholder liability for corporate wrongs. Modern Law Review, 75 2: 159-179. doi:10.1111/j.1468-2230.2012.00895.x

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Author Crowe, Jonathan
Title Does control make a difference? The moral foundations of shareholder liability for corporate wrongs
Journal name Modern Law Review   Check publisher's open access policy
ISSN 0026-7961
1468-2230
Publication date 2012-03
Sub-type Article (original research)
DOI 10.1111/j.1468-2230.2012.00895.x
Open Access Status
Volume 75
Issue 2
Start page 159
End page 179
Total pages 21
Place of publication Oxford, London
Publisher Wiley-Blackwell Publishing
Collection year 2013
Language eng
Abstract The doctrine of limited liability, as traditionally understood, prevents shareholders from being held personally liable for corporate wrongs. Several authors have recently argued that the doctrine should be modified to make some or all shareholders individually liable for torts committed by corporations in which they hold shares. This article distinguishes three types of argument that might provide a moral basis for shareholder liability in such cases. I contend that while these arguments support holding at least some shareholders liable for corporate torts, they fail to justify a general regime of unlimited pro rata shareholder liability. The level of control shareholders exercise over a company makes an important difference to their moral duties to compensate victims of corporate wrongdoing.
Keyword Limited liability
Shareholder liability
Corporate wrongs
Corrective justice
Q-Index Code C1
Q-Index Status Confirmed Code
Institutional Status UQ

Document type: Journal Article
Sub-type: Article (original research)
Collections: Official 2013 Collection
TC Beirne School of Law Publications
 
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Citation counts: TR Web of Science Citation Count  Cited 2 times in Thomson Reuters Web of Science Article | Citations
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Created: Mon, 30 Apr 2012, 16:33:24 EST by Carmen Buttery on behalf of T.C. Beirne School of Law