Very well said. Also interesting are the LLC and LP forms, in terms of
liability and accountability. I will provide some info about these if you
want.

- Don DeBar

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> From: Tresy Kilbourne <[log in to unmask]>
> To: [log in to unmask]
> Subject: Re: [CHOMSKY] Corporate responsibility
> Date: Tuesday, May 20, 1997 7:51 PM
>
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> You, Michael Calhoun, wrote:
>
> >Again, I'd love to hear new ideas and comments on any of the
> >above.
> Your suggestions are astute, but what about simply piercing the corporate
> veil? This is a legal expression to mean holding the people behind the
> corporation
> liable for the corporation's deeds. The whole idea of the corporation is
> limited liability; unlike a partnership, a corporation's directors cannot
> under most
> circumstances be sued. Why not change that?
>
> Another suggestion would be to end the corporation's legal status as a
> "person" under law. Thanks to that little principle, corporations have
> equal rights to
> the rest of us. Unlike the rest of us, however, corporations live
> forever, can
> be in more than one place at a time, or no place at all. There is also no
> person behind the "person" that can be sued. (See above.)  Thus
> corporations get
> all the perks of personhood and none of the drawbacks.
>
> An example is the common situation where  a corporation's minions, acting
> at
> the clear if unspoken behest of the corporation's directors, do something
> criminal, like bribing a politician, or dumping hazardous waste, or
> gypping unwary
> consumers. Appeals courts often reverse judgments against such
> corporations (and
> guilty verdicts against corporate officers), reasoning that unless the
> officers
> of the corporation clearly authorized the conduct, neither they nor the
> corporation should be held liable for the actions of the miscreant
> employee. This
> kind of logic is a little like the multiple personality defense: I didn't
> know
> what my other personality was doing.
>
> One final suggestion would be revoking the corporate charter. This was a
> plank
> in Nader's platform if I am not mistaken. All corporations exist in
> theory at
> the suffrance of the state and by extension the people. They are given
> limited
> liability (see above) as a *privilege* in exchange for contributing to
the
> welfare of society. At least that was the original theory behind the
> creation of
> the corporate structure. Nowadays of course corporations are like
> Frankenstein's
> monster. Nonetheless it is perfectly possible, and legal, for a
> government to
> yank a corporation's charter. It never happens, of course. Needless to
> say,if a
> corporation were to lose its charter there would probably be any number
of
> other states/countries willing to reincorporate it (corrupt politicians
> not exactly
> being an endangered species), but there would still be real leverage in
> the
> threat of doing so. Why do people think nearly all corporations
> incorporate in
> Delaware? Because the laws there are extremely favorable to corporations.
> By the
> same token, there are real advantages to corporations being incorporated
> in the
> U.S.--all corporate bellyaching about burdensome tax laws, environmental
> regs,
> etc. notwithstanding, the U.S. is the most pro-business country in the
> Western
> world. Imagine losing the perks that come with being a U.S. corporation.
> The
> mind boggles.
>
> My general feeling is that the more "radical" the proposal (worker
> takeover of
> the corporation, external regulatory bodies, etc.) the less likely they
> are to
> ever work. The fact is that the levers already exist to bring
> corporations to
> heel; they just need to be pulled. Getting the people who control those
> levers
> to pull them is the crux of the matter.
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>
> _________
> Tresy Kilbourne, Seattle WA
> "People of the same trade seldom meet together, even for merriment and
> diversion, but the conversation ends in a conspiracy against the public,
> or in some contrivance to raise prices."  --Adam Smith