Written by attorneys · grounded in primary & secondary sources — see below
A corporation formed to engage in commercial activity for profit. The entity exists as a distinct legal person with perpetual succession and limited liability for its owners.
Sources & Authorities
How it applies
Common Examples
6
Deposition Designation for Corporation
Brookside Pharmaceuticals receives a deposition notice in a contract dispute. The plaintiff describes with reasonable particularity the topics of examination. Brookside designates its vice president of operations to testify on the company's behalf about information known or reasonably available to it.
General Jurisdiction Challenge
Bayside Shipping is incorporated in Delaware with its principal place of business in California. A plaintiff sues it in Texas for injuries occurring during a single shipment through the state. The court dismisses for lack of general jurisdiction because the company is not at home in Texas.
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Cases
Statutes
Federal Rules
Uniform Acts
Model Codes
Common Law
Bright Path Foods is incorporated in New York. Its high-level officers direct operations from headquarters in Illinois. When sued by an Illinois citizen in federal court, the case is dismissed for lack of diversity because the corporation is a citizen of both New York and Illinois.
Voidable Estate Transaction
Benito Benitez serves as personal representative of an estate. He sells estate real property to Brookside Pharmaceuticals, a company in which he holds a substantial ownership interest. An heir who received no fair disclosure voids the sale.
Trustee Conflict of Interest
Bharat Bhatia serves as trustee of a family trust. He causes the trust to invest in Bay Area Systems, a corporation in which his spouse holds a significant ownership stake that could affect his judgment. A beneficiary voids the transaction.
Corporate Disclosure Filing
Bayside Shipping is a defendant in a federal criminal prosecution. It files the required statement identifying its parent corporation and any publicly held corporation owning ten percent or more of its stock.
Common questions
Frequently Asked
3
How is a business corporation treated for purposes of personal jurisdiction?+
A business corporation is subject to general jurisdiction only where it is at home, typically its place of incorporation or principal place of business, even if it conducts substantial business elsewhere.
What citizenship does a business corporation have for diversity jurisdiction?+
A business corporation is a citizen of every state where it is incorporated and the state where it has its principal place of business.
When must a business corporation designate a deponent under Rule 30(b)(6)?+
When named as the deponent in a notice or subpoena that describes the matters for examination with reasonable particularity, the corporation must designate one or more persons to testify on its behalf about information known or reasonably available to it.
5 U.S. (1 Cranch) 137 (1803)Property
…defined mandamus as a command issuing in the king's name from the Court of King's Bench directed to any person, corporation or inferior court requiring them to do some particular thing appertaining to their office and duty and which the court has previously determined or at least supposes to be consonant to…