AGRICARE COMPANY LIMITED vs . CHICKS & CHICKEN SERVICES LIMITED AND ANOR

The incorporation of a company has many advantages, chiefly among them is the separate legal entity status bestowed upon the company. This advantage is a creation of law and has limited the liability of those who incorporate and manage the company’s affairs. It is, therefore, axiomatic to state that a company is a legal entity distinct from its members. Hence it is capable of enjoying rights and of being subject to duties which are not the same as those enjoyed or borne by its members i.e. the shareholders, directors and officers of the company. This fundamental principle of corporate personality and its distinctiveness from its members was first espoused in the celebrated case of Salomon v Salomon [1897] AC 22 where Lord Macnaghten held: "The company is at law a different person altogether from the [shareholders]...; and, though it may be that after incorporation the business is precisely the same as it was before, and the same persons are managers, and the same hands received the .....