ABSTRACT
Business firms came to be organized in three separate legal ways–the partnership, the unincorporated company, and the full corporation. Somewhat misleadingly all three types of enterprise could be known as a company and carry in their title the suffix ‘and Co.’ The partnership came under the law of contract, the unincorporated company under trust law, a branch of equity, and the corporation was subject to the state, either the Crown or Parliament, its formation being regulated initially by specific acts and charters but from the mid-nineteenth century by general statutes. The key legal difference was that a corporation had its own legal personality which was independent of that of its shareholders. In the case of a partnership, its rights and liabilities were simply the sum of those who constituted it. The unincorporated company was in a ‘grey’ area of the law, a consequence of being in some ways the product of opportunism–attempts to establish as close an approximation to a corporation or rather some of the attributes of a corporation without being subject to the scrutiny of the state.
