Corporations

Abstract

AbstractChapter 14 applies the account developed through Chapter 13 to corporate agency. First, it develops an account of the corporation as its shareholders acting through the corporate form. Second, it explains the significance of legal personality and its relation to the forms of speech we use to attribute corporate agency, which shows the surface forms of speech to be misleading. Third, it develops an account of the structure of corporate agency when ownership and control are separated in a two-tier management system consisting of an elected board of directors overseeing upper management. The conclusion is the board, management, and employees are proxy agents of the shareholders. Fourth, it considers the some forms of legal speech about corporations that raise specific puzzles. Fifth, it develops a deflationary account of the import of ordinary forms of speech about corporations and businesses that employ propositional attitude verbs.