The UK Experience in Perspective
Chapter 3: Commonality of fundamental principles
1 INTRODUCTION We saw in Chapter 2 that all corporate law regimes seek to achieve certain basic policy goals. It is hardly surprising, therefore, to find that all systems of corporate law have a common core of substantive rules directed towards the attainment of those same broad objectives. In the first chapter in their edited work The Anatomy of Corporate Law, Henry Hansmann and Reinier Kraakman observe that, notwithstanding inevitable cultural differences in corporate law, ‘the underlying uniformity of the corporate form is at least as impressive’.1 They continue on the same tack, thus: ‘Business corporations have a fundamentally similar set of legal characteristics – and face a fundamentally similar set of legal problems – in all jurisdictions.’2 They identify five common features of any corporate system in another paper.3 The effect of this homogeneity from the perspective of English law is that there is now limited scope for cross-fertilisation of radically new ideas from other corporate systems. A law of diminishing returns is in operation. But possibilities do exist for subtle modifications in the common core. Before examining the potential for change we must ask ourselves the question: ‘What are these common core principles?’ 2 THE COMPANY AS A SEPARATE ENTITY If ever there was a universal principle of corporate law, it is the concept that a company is to be regarded as a separate entity with its own distinct rights and obligations. This is a sine qua non of any corporate law model. This principle, 1 2 3 (2004)...
You are not authenticated to view the full text of this chapter or article.
Elgaronline requires a subscription or purchase to access the full text of books or journals. Please login through your library system or with your personal username and password on the homepage.
Non-subscribers can freely search the site, view abstracts/ extracts and download selected front matter and introductory chapters for personal use.
Your library may not have purchased all subject areas. If you are authenticated and think you should have access to this title, please contact your librarian.