ABSTRACT
The purpose of this chapter is to discuss, from a theoretical and practical perspective, some of the difficulties (i.e., conceptual flaws, accountability gaps) arising from the principles of limited liability (LL) and separate corporate personality (SCP), particularly in the context of corporate groups and multinational enterprises. It starts with a critical analysis of the historical development and theoretical foundation of LL and SCP, followed by a consideration of some of the conceptual difficulties associated with the operation of these principles, e.g., the schizophrenic nature of the corporation as both a commodity and a social entity. It then turns to some of the practical implications of these problems, particularly the manner in which LL and SCP can frustrate the pursuit of legal accountability, followed by a discussion of the potential for reform of this area. Having considered these alternatives, this chapter proposes the adoption of a profit risk/created risk approach to liability for dangerous activities, which seeks to redress the existing imbalance in the burden of risk that LL and SCP impose on tort victims in the context of overseas operations of multinational enterprises and corporate groups.
