Liability Of Directors And Corporation: Definitions And Legal Aspects
Maxim Actus non facit reum nisi means sit rea
Question:
Discuss about the Tesco Supermarkets Ltd v Nattrass.
It defines the liability of the directors of ted corporation where they get involved with various duty related with the corporation. In the liability of the corporation, the authorities like managers, directors, officers are related with such offences. The board of directors has the more responsibilities where if they have found with guilty then it is identified with the individual liabilities. The corporation not always found guilty for any offences related with the corporation but it will hold liable when the directors and other members of the corporation has involved with the criminal responsibilities (Hodge and McLain 2015).
The term ‘maxim Actus non facit reum nisi means sit rea’ is define as the rules of the liability where the corporation is related. However, it will only recognize as forbidden when the criminal activities has been acted or omission by the corporation itself with the intension of the criminal suspects. Most of the time the liabilities are defines the criminal aspects where the corporation is found to be related with the criminal vicarious liability which has been described according to the statutory offences. When the directors has found guilty with the criminal liabilities they are also prohibits with penalty and fines where shareholders, employees and other innocent parties can be benefited with the compensation (Hodge and McLain 2015).
In the case of Tesco Supermarkets Ltd v Nattrass [1972] the court has stated the corporation liabilities where the court has make the restriction on the actions of the directors and the managers who are directly related with criminal liabilities (Hodge and McLain 2015).
It is a process where the limited liability company has provide such personal liabilities for the directors and the shareholders individually regarding the due debts or acts in the corporation. It also recognizes legal liabilities of those members who get their separate legal responsibilities under the corporation. It only provides such responsibilities for incurs regarding the debts and sole beneficiary of the owned credits of them. Therefore it will only applicable for such sole or partnership which will entitles with the limited liability companies (Lam 2015). Corporations exist in part to shield the personal assets of shareholders from personal liability for the debts or actions of a corporation. Unlike a general partnership or sole proprietorship in which the owner could be held responsible for all the debts of the company covers the whole responsibilities.
The Piercing the Corporate Veil is a term which affect the corporate who are entitles with small business with the limited assets and reorganization of separateness of the corporations and must able to identified when it promoting the misconducts of the corporation. Adams v Cape Industries plc [1990] is a famous case which has been describes the Corporate Veil due the separate legal entity of the limited liability companies for finding the fraudulent activities. The implementation of the Corporate Veil always helps in the existing rights and duties of the corporation according to the Corporation Act. Sometimes the state has depends on the related laws of corporation act where it always ignore the presumption against the Corporate Veil fir the involvement of the misconducts or misrepresentation through a particular corporation (Lam 2015).
References
Adams v Cape Industries plc [1990] Ch 433
Hodge, F. and McLain, M., 2015. Play directing: Analysis, communication, and style. CRC Press.
Lam, C.L., 2015. Piercing the Corporate Veil.
Tesco Supermarkets Ltd v Nattrass [1972] AC 153