This book is about the modern company, and how it has changed over time, focussing on England in the key period between the enactment of the general incorporation statutes permitting limited liability in the mid-19th century and the legal recognition of the modern company as a separate legal entity in Salomon v Salomon & Co at the end of the century. A central argument in the book is that corporate legal personality attaching to a nexus or entity containing the corporate fund rather than the shareholders collectively, a direct and inevitable consequence of limited liability, is a defining characteristic of the modern company that differentiates it from earlier forms. The Making of the Modern Company draws on historical, comparative, interdisciplinary and theoretical perspectives, contemporary commentary and case law, as well as data from companies of the period to show how the advantages of separate legal entity and limited liability were gradually realised and exploited by business. It provides clarity, setting out the key components and characteristics of the modern company and their relationships to each other. The book also shows how the company at law differs and relates to the company in its economic and sociological settings and how the particular combination of components and characteristics makes the company a world-beater. This book will be of interest to corporate law academics and theorists, those who study the company from related disciplines and anyone who questions why there remains a lack of certainty about the structure of the most ubiquitous and important modern legal form; the limited liability company. |