4 ms·

(IANAL) I believe the definition of corporations varies widely enough from state to state that there may not even be an answer to this question. My understandi

by ethbro 8y ago

(IANAL) I believe the definition of corporations varies widely enough from state to state that there may not even be an answer to this question. My understanding is that there is still generally a veil in tort law, except when the tort was committed personally by an agent of the corporation. I hit you in a company vehicle through my own negligence, you sue me. I hit you in a company vehicle because I wasn't properly trained, you sue me and my company. I hit you in a poorly maintained company vehicle and the steering column failed... who knows? Fairly simple. But all cases of tort law are not personal. Example being the Volkswagen emission case (okay, criminal too, but let's say a citizen is suing under tort law). Who's at fault? As soon as I (the plaintiff) lose the ability to clearly point a finger, things get much murkier. Now I have to prove participation or a handful of other caveats to pierce and sue an employee. Probably by digging through thousands of emails. This is where I'd say from a system perspective corporations provide a de facto buffer, even if it's not a legal one. Compared to simply suing an individual, proving all of this is much more expensive. Which now can't be aggregated (why I highlighted arbitration) so costs can't be divided.

tptacek 8y ago
I think we are now trying to work from axioms to a legal question neither of us are qualified to answer. But my current understanding is: working for a giant company while knowingly breaking the law, whether or not your company tells you to do it, does not shield you in any way from criminal liability. As I understand it, the "interesting" questions here are the extent to which you can hold directors or even major shareholders responsible for criminal conduct --- people who may not have been directly implicated in crimes themselves. But if you commit a crime while working for Dow Chemical, or instruct someone to commit a crime who then does so, Dow's liability shield can't keep you out of prison.
- tripzilch 8y ago
  > But if you commit a crime while working for Dow Chemical, or instruct someone to commit a crime who then does so, Dow's liability shield can't keep you out of prison. How about if you, in a powerful role, change incentives within the company such that people working under you are all but guaranteed to commit crimes, simply because the ones who refuse to will end up lower on the corporate ladder, so the supplicants and ones that will gladly commit crimes for you without having to be explicitly instructed, will remain? Because that's not a very hypothetical power structure, at all.
- ethbro 8y ago
  I'm certainly going to ask my corporate lawyer friends next time I see them. But my disagreement is with the "does not shield you in any way", and where I say there is a de facto buffer. If I commit a crime while working for Dow Chemical, the plaintiff must prove that (1) a crime was committed and (2) that I was personally responsible for it being committed. This sounds exactly like what would need to be proved if I were unemployed and committed a crime, but the different regimes of tort, criminal, and corporate law that bank switch into play when a corporation is involved mean the lawsuit proceeds under different rules. Essentially, I'd argue that case law affords someone working for a corporation far more options for defense than an average Joe, thereby making it unequal (aka buffering).
  - tptacek 8y ago
    Let me know what they say! With regards to your (1), (2) predicates: that's the case in every crime! Corporations present the additional problem of whether a person who instructed (or set up an incentive system that effectively instructed) you to commit a crime is also criminally liable. But your boss's liability, so far as I understand the law, never shields you from liability. We want there to be joint liability between the person who commits the crime and the person who orders and profits from the crime. I'm ready to believe it's challenging to achieve that; that often only the people who actually commit crimes are charged in these corporate cases. But this subthread started because I read your first comment as suggesting that, simply by dint of committing a crime at a corporation, the alter ego liability of the corporation protected criminals. I do not believe that.

by ethbro 8y ago

tptacek 8y ago

I think we are now trying to work from axioms to a legal question neither of us are qualified to answer. But my current understanding is: working for a giant company while knowingly breaking the law, whether or not your company tells you to do it, does not shield you in any way from criminal liability. As I understand it, the "interesting" questions here are the extent to which you can hold directors or even major shareholders responsible for criminal conduct --- people who may not have been directly implicated in crimes themselves. But if you commit a crime while working for Dow Chemical, or instruct someone to commit a crime who then does so, Dow's liability shield can't keep you out of prison.

tripzilch 8y ago
> But if you commit a crime while working for Dow Chemical, or instruct someone to commit a crime who then does so, Dow's liability shield can't keep you out of prison. How about if you, in a powerful role, change incentives within the company such that people working under you are all but guaranteed to commit crimes, simply because the ones who refuse to will end up lower on the corporate ladder, so the supplicants and ones that will gladly commit crimes for you without having to be explicitly instructed, will remain? Because that's not a very hypothetical power structure, at all.
ethbro 8y ago
I'm certainly going to ask my corporate lawyer friends next time I see them. But my disagreement is with the "does not shield you in any way", and where I say there is a de facto buffer. If I commit a crime while working for Dow Chemical, the plaintiff must prove that (1) a crime was committed and (2) that I was personally responsible for it being committed. This sounds exactly like what would need to be proved if I were unemployed and committed a crime, but the different regimes of tort, criminal, and corporate law that bank switch into play when a corporation is involved mean the lawsuit proceeds under different rules. Essentially, I'd argue that case law affords someone working for a corporation far more options for defense than an average Joe, thereby making it unequal (aka buffering).
- tptacek 8y ago
  Let me know what they say! With regards to your (1), (2) predicates: that's the case in every crime! Corporations present the additional problem of whether a person who instructed (or set up an incentive system that effectively instructed) you to commit a crime is also criminally liable. But your boss's liability, so far as I understand the law, never shields you from liability. We want there to be joint liability between the person who commits the crime and the person who orders and profits from the crime. I'm ready to believe it's challenging to achieve that; that often only the people who actually commit crimes are charged in these corporate cases. But this subthread started because I read your first comment as suggesting that, simply by dint of committing a crime at a corporation, the alter ego liability of the corporation protected criminals. I do not believe that.