Separate Corporate Personality Unveiled

An outline of the exceptions to the separate corporate juridical personality under Maltese law and jurisprudence.

The landmark case of "Salomon v Salomon" in the UK established the principle of separate juridical personality and today represents a fundamental pillar of company law doctrine. This principle has however created problems of its own. It has been the object of significant abuse, being invoked in instances where parties with ignoble motives sought to have the corporate form protect them for some form of wrongdoing. And it is primarily these instances that have led courts in various parts of the world to develop elaborate exceptions to this central principle of separate legal personality, ensuring that the general public interest is adequately protected from wrongdoing, and avoiding the rigidity of a system where form would invariably triumph over substance.