THE COOPERATIVE UNIVERSITY OF KENYA

JULY-OCT 2021 SEMESTER

BCLW 2204: COMPANY LAW ASSIGNMENT
The decision in Salomon v Salomon established that when a registered company is incorporated it
becomes a legal person distinct and separate from its members and managers. It becomes a body
corporate with an independent legal existence. This is referred to as the concept of piercing the
corporate shell or simply put the veil of incorporation. As a general rule the law does not go behind
the veil to the individual members. However, in exceptional circumstances the law ignores the
separate legal personality of the company in favour of the realities behind the facade. These
circumstances are collectively referred to as lifting the veil of incorporation. Discuss the
circumstances under which the veil of incorporation can be lifted under express legislative
provisions. (10 MARKS)
Submit your assignment by 6:00 pm on Wednesday, 1st September 2021 as soft copies to
Emasomo platform on the Assignment 1 slot.