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In a corporation, the holders of stock have no say in how the company is run. They are silent investors, who merely are involved in the electing of officers, if that. Because they don't have a say in how a company is run, they are sheltered from personal liability. This is different than other associations type arrangements.

In regards to corporate personhood, this has a long history, and involves things the founding fathers never intended. Wikipedia goes into details here:
http://en.wikipedia.org/wiki/Corporate_personhood