Professional Documents
Culture Documents
Private corporation is one formed for some private purpose, benefit, aim or end; it may
be either stock or non-stock, government-owned or controlled or quasi public. On the
other hand a public corporation is one formed or organized for the government of a
portion of the state. Its purpose is for the general good and welfare.
2. Stock corporations refers to corporations which have capital stock divided into shares
and are authorized to distribute to the holders of such shares dividends or allotments of
the surplus profits on the basis of shares held. It is organized for profit. On the other
hand, non-stock corporations refers to corporations where no part of the income is
distributed as dividends to its members, trustees, or officers, subject to the provisions of
the Code on dissolution. It is not organized for profit.
4. The action will only only prosper as against the corporation but not against Richard as
there is no showing of fraud or wrongdoing by the latter. His mere ownership of 90%
capital of stock of GOM is not sufficient ground to justify a separate legal personality of
the corporation.
5. Under the piercing the veil of corporation entity , a corporation will be looked upon as a
legal entity as a general rule, and until sufficient reason to the contrary appears but when
the notion of legal entity is used to defeat public convenience, justify wrong, protect fraud
or defend crime, the law will regard the corporation as an association of persons.
Piercing the veil of the corporate entity is an equitable remedy developed to address
situations where the separate corporate personality of a corporation is abused or used
for wrongful purposes. The effect of piercing the corporate veil is that the corporation will
be considered as a mere association of persons. Thus, the liability will directly attach to
the stockholders or to the other corporation. For the juridical personality of a corporation
to be disregarded, the wrongdoing must be clearly and convincingly established, and
cannot be presumed.