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A juristic or juridical person is a legal entity through which the law allows a group of natural persons to act as if it were a single composite individual for certain purposes, or in some jurisdictions, for a single person to have a separate legal personality other than their own. ^{[1] [2]} This legal fiction does not mean these entities are human beings, but rather means that the law allows them to act as persons for certain limited purposes—most commonly lawsuits, property ownership, and contracts. This concept is separate from and should not be confused with limited liability or the joint stock principle.^[3]. Also note that basic rights (like the rights to free speech and due process of law) do not necessarily follow from juristic personhood. A juristic person is sometimes called a legal person, artificial person, or legal entity (although the last term is sometimes understood to include natural persons as well). Although the concept of a juristic person is more central to Western law as well as common law and civil law countries, it is also found in virtually every legal system. ^[4]

In England and the United States, the use of this terminology does not mean that juristic persons are considered human beings. It's simply a "technical legal meaning" where "a 'person' is any subject of legal rights and duties."^[5] Because these entities may have legal rights and duties, they are considered 'juristic persons' to distinguish them from natural persons.

Note: This Wikipedia entry deals with the legal concept of a Juristic person. There is an ongoing political debate and controversy in the U.S. over the extent to which constitutional rights presumed to have been created for natural persons have increasingly been asserted by corporations and other juristic persons, popularly referred to as Corporate personhood. For more information, see Corporate Personhood Debate.

Contents 1 Examples 2 Creation and history of the doctrine 3 Limitations 4 Extension of basic rights to juristic persons 4.1 United States 4.2 China 5 Controversies about "corporate personhood" 6 See also 6.1 References 7 Footnotes

Legal personality is given to any organization which is a subject of legal rights and duties. Some examples of juristic persons include:

• collectives
• companies
• cooperatives (co-ops)
• corporations
• corporations sole
• estates of deceased persons
• European economic interest groupings (EEIGs)
• flow-through entities (FTEs)
• limited liability companies
• municipalities
• natural persons
• partnerships
• political parties
• political action committees (PACs)
• sovereigns
• states
• temples, in some legal systems, have separate legal personality^[6]
• trade unions
• trusts
• ship or vessel
• churches and religious denominations

While almost all countries recognize some form of legal personality, no single country recognizes every form in the above list. Some of these examples may overlap or not be recognized as a juristic person. For example, in many jurisdictions, banks are not separate entities, but merely companies or partnerships which hold the requisite banking license. Similarly, trade unions and political parties are often legally unincorporated associations.

In the common law tradition, only a person could sue or be sued. This was not a problem in the era before the Industrial Revolution, when the typical business venture was either a sole proprietorship or partnership—the owners were simply liable for the debts of the business. A feature of the corporation, however, is that the owners/shareholders enjoyed limited liability—the owners were not liable for the debts of the company. Thus, when a corporation breached a contract or broke a law, there was no remedy, because limited liability protected the owners and the corporation wasn't a legal person subject to the law. There was no accountability for corporate wrong-doing.

To resolve the issue, the legal personality of a corporation was established to include five legal rights -- the right to a common treasury or chest (including the right to own property), the right to a corporate seal (i.e., the right to make and sign contracts), the right to sue and be sued (to enforce contracts), the right to hire agents (employees) and the right to make by-laws (self-governance).

Since the 1800s, juristic personhood has been further construed to make it a citizen, resident, or domicilliary of a state (usually for purposes of personal jurisdiction). In Louisville, C. & C.R. Co. v. Letson, 2 How. 497, 558, 11 L.Ed. 353 (1844), the U.S. Supreme Court held that for the purposes of the case at hand, a corporation is “capable of being treated as a citizen of [the State which created it], as much as a natural person.” Ten years later, they reaffirmed the result of Letson, though on the somewhat different theory that “those who use the corporate name, and exercise the faculties conferred by it,” should be presumed conclusively to be citizens of the corporation's State of incorporation. Marshall v. Baltimore & Ohio R. Co., 16 How. 314, 329, 14 L.Ed. 953 (1854). These concepts have been superseded by statute, since U.S. jurisdictional statutes specifically address the domicile of corporations.

There are limitations to the legal recognition of juristic persons. Legal entities cannot marry, they usually cannot vote or hold public office,^[7] and in most jurisdictions there are certain positions which they cannot occupy.^[8] The extent to which a legal entity can commit a crime varies from country to country. Certain countries prohibit a legal entity from holding human rights; other countries permit artificial persons to enjoy certain protections from the state that are traditionally described as human rights.^[9]

Special rules related to legal persons in relation to the law of defamation. Defamation is the area of law in which a person's reputation has been unlawfully damaged. This is considered an ill in itself in regard to natural person, but a legal person is required to show actual or likely monetary loss before a suit for defamation will succeed.^[10]

In part based on the principle that juristic persons are simply organizations of human individuals, and in part based on the history of statutory interpretation of the word "person," the U.S. Supreme Court has repeatedly held that certain constitutional rights protect juristic persons (like corporations and other organizations). Santa Clara County v. Southern Pacific Railroad is sometimes cited for this finding, because the court reporter's comments included a statement the Chief Justice made before oral arguments began, telling the attorneys during pre-trial that "the court does not wish to hear argument on the question whether the provision in the Fourteenth Amendment to the Constitution, which forbids a State to deny any person within its jurisdiction the equal protection of the laws, applies to these corporations. We are all of the opinion that it does." Later opinions misinterpreted these pre-argument comments as part of the legal decision. ^[11] As a result, because of the First Amendment, Congress can't make a law restricting the free speech of a corporation, a political action group or dictating the coverage of a local newspaper.^[12] Because of the Due Process Clause, a state government can't take the property of a corporation without using due process of law and providing just compensation. These protections apply to all legal entities, not just corporations.

Under the Chinese Civil Code, "[j]uristic persons are organs which possess the capacity for civil rights and the capacity for civil activity, and in accordance with the law, independently enjoy civil rights and undertake civil obligations." This essentially extends full basic rights and protections to any recognized artificial legal entities in China.^[13]

This article needs additional citations for verification. Please help improve this article by adding reliable references. Unsourced material may be challenged and removed. (July 2007)

Since the mid-1800s, 'corporate personhood' has become increasingly controversial, as courts have extended other rights to the corporation beyond those necessary to ensure their liability for debts. Other commentators argue that corporate personhood is not a fiction anymore—it simply means that for some legal purposes, "person" has now a wider meaning than it has in non-legal uses. Some groups and individuals (including the American Green Party^[14]) have objected to "corporate personhood." These opponents usually do not actually want to abolish the theory that allows corporations to be governed by the law, be subjected to taxes, sue and be sued, and otherwise be treated as a legal entity.^{[citation needed]} Rather, their objections focus on constitutional protections.

In part as a matter of subsequent interpretations of the word "person" in the Fourteenth Amendment, U.S. courts have extended certain constitutional protections to corporations. Opponents of "corporate personhood" don't necessarily want to eliminate legal entities, but do want to limit these rights to those provided by state constitutions through constitutional amendment.^[15] Often, this is motivated by a desire to restrict the political speech and donations of corporations, interest groups, lobbyists, and political parties. Social commentator Thom Hartmann is among those that share this view.^[16] Because juristic persons have limited "free speech" rights, legislation meant to eliminate campaign contributions by juristic persons (notably, corporations and labor unions) has been repeatedly struck down by various courts. Those who believe juristic persons should have the protection of the U.S. Constitution point out that they are just organizations of people, and that these people shouldn't be deprived of their human rights when they join with others to act collectively.

• Corporate Personhood Debate
• Human Rights
• Equal protection
• List of United States Supreme Court cases, volume 118

• Julius Binder, Das Problem der juristischen Persönlichkeit, (1907)
• P. W. Duff, Personality in Roman Private Law, (1938)
• C. A. Cooke, Corporation, Trust and Company: A Legal History, (1950)
• Simeon Guterman, The Principle of the Personality of Law in the Germanic Kingdoms of Western Europe from the Fifth to the Eleventh Century (1990)
• Frederick Hallis, Corporate Personality: A Study in Jurisprudence (1930)
• Raymond Saleilles, De La Personalité Juridique: Histoire et Théories, (1922)
• Alan Watson, The Law of Persons in the Later Roman Republic. (1967)

1. ^ For example, under English law this is referred to as a corporation sole.
2. ^ Common examples are corporations, ecclesiastical offices, such as the Bishop of Durham, or certain statutory offices, such as the Traffic Director for London.
3. ^ See, e.g., [1]
4. ^ The Juristic Person. I, George F. Deiser , University of Pennsylvania Law Review and American Law Register, Vol. 57, No. 3, Volume 48 New Series. (Dec., 1908), pp. 131-142. Stable URL: http://links.jstor.org/sici?sici=0749-9833%28190812%2957%3A3%3C131%3ATJPI%3E2.0.CO%3B2-3
5. ^ John Chipman Gray, The Nature and Sources of the Law (Roland Gray ed., MacMillan 1921)
6. ^ Williams v The Shipping Corporation of India (US District Court, Eastern District Virginia), 10 March 1980, 63 ILR 363
7. ^ In Hong Kong, artificial persons are granted the right to vote in functional constituencies elections.
8. ^ These restrictions vary from country to country. Some countries do not permit a corporate entity to be a director or a liquidator while others do.
9. ^ Most commonly in the area of taxation and in relation to search warrants.
10. ^ New Zealand Defamation Act 1992, s 6.
11. ^ See, e.g., Noble v. Union River Logging
12. ^ First Nat. Bank of Boston v. Bellotti
13. ^ Gary J. Dernelle. "DIRECT FOREIGN INVESTMENT AND CONTRACTUAL RELATIONS IN THE PEOPLE'S REPUBLIC OF CHINA." DePaul Business Law Journal, Spring/Summer 1994. (6 DePaul Bus. L.J. 331)
14. ^ Green Party USA Platform
15. ^ For example, the organization ReclaimDemocracy.org has such a proposal on their website
16. ^ Thom Hartmann's website