VISHNU.

P
BC0150035

SYNOPSIS FOR CORPORATE LAW – I PROJECT

Topic: A study on corporate criminal liability and its theories

Introduction:
The rule of corporate criminal liability extends to instances where an employee or
agent, acquired knowledge within the scope of his/her employment and acted for the
benefit of the corporation. The concept of limited liability saves the member of the
corporation and the company will be held liable for its actions. On behalf of the
company if they sign it doesn’t mean that they are the guarantors. 1 There are two
ways to take decision by a company either by primary decision-making body or by its
agents. Company has criminal liability if a group of persons that guide the business of
the companies have the criminal intent 2 . Actions against a company in tort are
overwhelmingly based on the vicarious liability for the acts of its agents and its
employee. So a company can be held liable even for the act of junior people. Criminal
law has had to place greater reliance on the direct liability of the company. There are
theories, which provides in determining the liability of a company.3

Statement of problem:
One of the biggest troubles is that the legislature and the courts need to address on
how to draw a analogy between mens rea of body corporate and actus rea of members
of the corporate who commit crimes. The biggest challenge would be applying the
concept of mens rea and criminal intent on the guilty corporates. The definition of
who counted as the directing mind and the will of the company proved to uncertain.
This needs to be identified to make a corporate liable. The position of the third party
is to be known in the particular transaction.

1Gower and davis; principles of modern company law; corporate actions

2aneeta hada v. godfather travels and tours pvt.ltd
3http://www.justice.gc.ca/eng/rp-pr/other-autre/jhr-jdp/dp-dt/iss-ques.html

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Research methodology:
1. Research objective
 To find the position of the third party when there is a offence by the company
 To conclude as to what extent the corporate is liable under the criminal law
 To show the cases where the action done by the member of the corporate is as
if the corporate itself has done the criminal offence.

2. Scope and significance of project

It is difficult to understand as to when a corporate can be liable for a criminal offence.
So there are numerous theories according to which a company can be held for
committing a criminal offence. A study on these theories will help understand the
applicability of criminal law to a corporate. A study on how to differentiate a crime
between a human being and a non-legal entity. The scope of this project is limited to
the criminal offences by the corporate liability. It covers the important aspects of the
corporate criminal liability read along with inherent problem that arises out of the acts
of the members of the corporate and also in association in with the rights of the third
party. The guidelines given in the iridium case will be discussed for determining the
liability of the company.

Research question:
1. What are the basic principles of corporate criminal liability?
2. Whether the concept of mens rea be applied to it?
2.1 does vicarious liability provide a sound basis for attributing criminal
liability to the corporation?
3. Whether corporate liability is additional to the liability of the natural person?
3.1Whether Company is liable for knowledge and acts of employee?

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Tentative chapterization:
I. Introduction
II. Corporate criminal liability
III. Theories of corporate criminal liability
IV. Mens rea in corporate liability
V. Conclusion

Bibliography

Books:
 V.S. DATEY; TAXMAN COMPANY LAW; CHAPTER 61: OFFENCES,
PUNSIHMANET AND PENALTIES; pg. no: 1163
 GOWER AND DAVIS; PRINCIPLES OF MODERN COMPNY LAW, pg
no: 163; (9th edition 2012)
 PRACHI MANEKAR; INSIGHTS INTO THE NEW COMPANY LAW338-
343 (LEXIS NEXIS)
 P.S.A.PILLAI; CRIMINAL LAW54-56 (12TH edition. 2014)
 GLANVILEE WILLIAMS; TEXTBOOK OF CRIMINAL LAW; CRIMINAL
LIABILITY OF A CORPORATION;

Articles:
 Umakanth varottil; corporate criminal liability: iridium case; India corp law;
November 19 2010;https://indiacorplaw.in/2010/11/corporate-criminal-
liability.html
 Umakanth varottil; supreme court on corporate officers criminal liability; india
corp law; January 12 2015;https://indiacorplaw.in/2015/01/supreme-court-on-
corporate-officers.html

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 Vikramaditya s.khanna; corporate criminal liability: what purpose does it
serve;SSRN;20sep2005;
https://papers.ssrn.com/sol3/papers.cfm?abstract_id=803867
 Sowmya suman;corporate criminal liability an analysis; legal service india;
http://www.legalserviceindia.com/article/l101-Corporate-Criminal-Liability---
An-Analysis.html
 shivesh kumar; corporate criminal liability in india; ipleaders; December 4
2015; https://blog.ipleaders.in/corporate-criminal-liability-in-india/
 sinjini; corporate criminal liability; academike (ISSN: 2349-9796); 4th feb
2015; https://www.lawctopus.com/academike/corporate-criminal-liability/