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46-544: International Thomson Organization ( ITO ) was a holding company for interests in publishing, travel, and natural resources, that existed from 1978 to 1989. It was formed as a reorganisation of the Thomson Organization , which had been founded by Roy Thomson, 1st Baron Thomson of Fleet (Lord Thomson of Fleet; 1894–1976) in 1959. It merged with Thomson Newspapers to become the Thomson Corporation in 1989. ITO

92-488: A tiered structure . Holding companies are also created to hold assets such as intellectual property or trade secrets , that are protected from the operating company. That creates a smaller risk when it comes to litigation . In the United States, 80% of stock, in voting and value, must be owned before tax consolidation benefits such as tax-free dividends can be claimed. That is, if Company A owns 80% or more of

138-428: A Canadian corporation or company is a stub . You can help Misplaced Pages by expanding it . Holding company A holding company is a company whose primary business is holding a controlling interest in the securities of other companies. A holding company usually does not produce goods or services itself. Its purpose is to own stock of other companies to form a corporate group . In some jurisdictions around

184-433: A company limited by shares, its shareholders ). They may sue and be sued , enter into contracts, incur debt , and own property . Entities with legal personality may also be subjected to certain legal obligations, such as the payment of taxes. An entity with legal personality may shield its members from personal liability . In some common law jurisdictions a distinction is drawn between corporation aggregate (such as

230-544: A company, which is composed of a number of members) and a corporation sole , which is a public office of legal personality separated from the individual holding the office (these entities have separate legal personality). Historically most corporations sole were ecclesiastical in nature (for example, the office of the Archbishop of Canterbury is a corporation sole), but a number of other public offices are now formed as corporations sole. The concept of juridical personality

276-471: A law restricting the free speech of a corporation or a political action group or dictating the coverage of a local newspaper, and because of the Due Process Clause , a state government may not take the property of a corporation without using due process of law and providing just compensation. These protections apply to all legal entities, not just corporations. A prominent component of relevant case law

322-517: A matter of broadcast regulation . In the United States, a personal holding company is defined in section 542 of the Internal Revenue Code . A corporation is a personal holding company if both of the following requirements are met: A parent company is a company that owns enough voting power in another firm (or subsidiary ) to control management and operations by influencing or electing its board of directors . The definition of

368-425: A parent company differs from jurisdiction to jurisdiction, with the definition normally being defined by way of laws dealing with companies in that jurisdiction. When an existing company establishes a new company and keeps majority shares with itself, and invites other companies to buy minority shares, it is called a parent company. A parent company could simply be a company that wholly owns another company, which

414-465: A tending subsidiary of the purchasing company, which, in turn, becomes the parent company of the subsidiary. (A holding below 50% could be sufficient to give a parent company material influence if they are the largest individual shareholder or if they are placed in control of the running of the operation by non-operational shareholders.) In the United Kingdom, the term holding company is defined by

460-460: Is also found in virtually every other legal system. Some examples of juridical persons include: Not all organizations have legal personality. For example, the board of directors of a corporation, legislature, or governmental agency typically are not legal persons in that they have no ability to exercise legal rights independent of the corporation or political body which they are a part of. The concept of legal personhood for organizations of people

506-455: Is at least as old as Ancient Rome : a variety of collegial institutions enjoyed the benefit under Roman law . The doctrine has been attributed to Pope Innocent IV , who seems at least to have helped spread the idea of persona ficta as it is called in Latin . In canon law , the doctrine of persona ficta allowed monasteries to have a legal existence that was apart from the monks, simplifying

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552-458: Is defined by Part 1.2, Division 6, Section 46 of the Corporations Act 2001 (Cth) , which states: A body corporate (in this section called the first body) is a subsidiary of another body corporate if, and only if: Toronto-based lawyer Michael Finley has stated, "The emerging trend that has seen international plaintiffs permitted to proceed with claims against Canadian parent companies for

598-590: Is for this reason that they are sometimes called "artificial" persons. In the most common case ( incorporating a business), legal personality is usually acquired by registration with a government agency set up for the purpose. In other cases it may be by primary legislation: an example is the Charity Commission in the UK. The United Nations Sustainable Development Goal 16 advocates for the provision of legal identity for all, including birth registration by 2030 as part of

644-484: Is not absolute. " Piercing the corporate veil " refers to looking at the individual natural persons acting as agents involved in a company action or decision; this may result in a legal decision in which the rights or duties of a corporation or public limited company are treated as the rights or liabilities of that corporation's members or directors . The concept of a juridical person is now central to Western law in both common-law and civil-law countries, but it

690-412: Is pertinent to the philosophy of law , as it is essential to laws affecting a corporation ( corporations law ). Juridical personhood allows one or more natural persons ( universitas personarum ) to act as a single entity ( body corporate ) for legal purposes. In many jurisdictions , artificial personality allows that entity to be considered under law separately from its individual members (for example in

736-453: Is sometimes done on a per- market basis. For example, in Atlanta both WNNX and later WWWQ are licensed to "WNNX LiCo, Inc." (LiCo meaning "license company"), both owned by Susquehanna Radio (which was later sold to Cumulus Media ). In determining caps to prevent excessive concentration of media ownership , all of these are attributed to the parent company, as are leased stations , as

782-647: Is the Supreme Court decision Citizens United v. Federal Election Commission , which ruled unconstitutional certain restrictions on corporate campaign spending during elections. Other United States points of law include: In Act II, Scene 1 of Gilbert and Sullivan 's 1889 opera, The Gondoliers , Giuseppe Palmieri (who serves, jointly with his brother Marco, as King of Barataria) requests that he and his brother be also recognized individually so that they might each receive individual portions of food as they have "two independent appetites". He is, however, turned down by

828-415: Is the characteristic of a non-living entity regarded by law as having the status of personhood . A juridical or artificial person ( Latin : persona ficta ; also juristic person ) has a legal name and has certain rights, protections, privileges, responsibilities, and liabilities in law, similar to those of a natural person . The concept of a juridical person is a fundamental legal fiction . It

874-519: Is the property owned by the deity or idol as a "legal person". Humans appointed to act on behalf of deity are called the "shebait" . A shebait acts as the guardian or custodian of deity to protect the right of deity and fulfill the legal duties of the deity. Shebait is similar to a trustee in case the deity or temple does have a legally registered trust or entity. Under the Hindu Law property gifted or offered as rituals or donations, etc absolutely belongs to

920-774: Is then known as a " wholly owned subsidiary ". Body corporate There are therefore two kinds of legal entities: human and non-human. In law, a human person is called a natural person (sometimes also a physical person ), and a non-human person is called a juridical person (sometimes also a juridic , juristic , artificial , legal , or fictitious person , Latin : persona ficta ). Juridical persons are entities such as corporations, firms (in some jurisdictions ), and many government agencies . They are treated in law as if they were persons. While natural persons acquire legal personality "naturally", simply by being born, juridical persons must have legal personality conferred on them by some "unnatural", legal process, and it

966-536: The " Animal Welfare Board of India vs Nagaraja" case in 2014 mandated that animals are also entitled to the fundamental right to freedom enshrined in the Article 21 of Constitution of India i.e. right to life, personal liberty and the right to die with dignity ( passive euthanasia ). In another case, a court in Uttarakhand state mandated that animals have the same rights as humans. In another case of cow-smuggling ,

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1012-592: The 2030 Agenda . As legal personality is a prerequisite to legal capacity (the ability of any legal person to amend – i.e. enter into, transfer, etc. – rights and obligations ), it is a prerequisite for an international organization to be able to sign international treaties in its own name . The term "legal person" can be ambiguous because it is often used as a synonym of terms that refer only to non-human legal entities, specifically in contradistinction to "natural person". Artificial personality , juridical personality , or juristic personality

1058-473: The Companies Act 2006 at section 1159. It defines a holding company as a company that holds a majority of the voting rights in another company, or is a member of another company and has the right to appoint or remove a majority of its board of directors, or is a member of another company and controls alone, pursuant to an agreement with other members, a majority of the voting rights in that company. After

1104-458: The New Zealand Bill of Rights Act 1990 provides: "... the provisions of this Bill of Rights apply, so far as practicable, for the benefit of all legal persons as well as for the benefit of all natural persons." In part based on the principle that legal persons are simply natural persons and their organizations, and in part based on the history of statutory interpretation of the word "person",

1150-503: The Punjab and Haryana High Court mandated that "entire animal kingdom including avian and aquatic" species has a "distinct legal persona with corresponding rights, duties, and liabilities of a living person" and humans are "loco parentis" while laying out the norms for animal welfare, veterinary treatment, fodder and shelter, e.g. animal drawn carriages must not have more than four humans, and load carrying animals must not be loaded beyond

1196-583: The Uttarakhand High Court , mandated that the river Ganges and Yamuna as well as all water bodies are "living entities" i.e. "legal person" and appointed three humans as trustees to protect the rights of rivers against the pollution caused by the humans, e.g. "pilgrims's bathing rituals" . The Supreme Court of India overturned the decision of the High Court of Uttarakhand in July 2017. Section 28 of

1242-613: The financial crisis of 2007–2008 , many U.S. investment banks converted to holding companies. According to the Federal Financial Institutions Examination Council 's website, JPMorgan Chase , Bank of America , Citigroup , Wells Fargo , and Goldman Sachs were the five largest bank holding companies in the finance sector, as of December 2013 , based on total assets. The Public Utility Holding Company Act of 1935 caused many energy companies to divest their subsidiary businesses. Between 1938 and 1958

1288-730: The "legal person" status by the law "have rights and co-relative duties; they can sue and be sued, can possess and transfer property" . Since these non-human entities are "voiceless" they are legally represented "through guardians and representatives" to claim their legal rights and to fulfill their legal duties and responsibilities. Specific non-human entities given the status of "legal person" include " corporate personality , body politic , charitable unions etc," as well as trust estates , deities , temples, churches, mosques, hospitals, universities, colleges, banks, railways, municipalities, and gram panchayats (village councils), rivers, all animals and birds. In court cases regarding corporates,

1334-467: The U.S. Supreme Court held that for the purposes of the case at hand, a corporation is "capable of being treated as a citizen of [the State which created it], as much as a natural person." Ten years later, they reaffirmed the result of Letson, though on the somewhat different theory that "those who use the corporate name, and exercise the faculties conferred by it," should be presumed conclusively to be citizens of

1380-550: The US Supreme Court has repeatedly held that certain constitutional rights protect legal persons ( such as corporations and other organizations). Santa Clara County v. Southern Pacific Railroad is sometimes cited for this finding because the court reporter's comments included a statement the Chief Justice made before oral arguments began, telling the attorneys during pre-trial that "the court does not wish to hear argument on

1426-455: The United Kingdom, is generally held that an organisation holding a 'controlling stake' in a company (a holding of over 51% of the stock) is in effect the de facto parent company of the firm, having overriding material influence over the held company's operations, even if no formal full takeover has been enacted. Once a full takeover or purchase is enacted, the held company is seen to have ceased to operate as an independent entity but to have become

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1472-492: The allegedly wrongful activity of their foreign subsidiaries means that the corporate veil is no longer a silver bullet to the heart of a plaintiff's case." The parent subsidiary company relationship is defined by Part 1, Section 5, Subsection 1 of the Companies Act, which states: 5.—(1) For the purposes of this Act, a corporation shall, subject to subsection (3), be deemed to be a subsidiary of another corporation, if — In

1518-456: The corporation's State of incorporation. Marshall v. Baltimore & Ohio R. Co., 16 How. 314, 329, 14 L.Ed. 953 (1854). These concepts have been codified by statute, as U.S. jurisdictional statutes specifically address the domicile of corporations. Indian law defines two types of "legal person", the human beings as well as certain non-human entities which are given the same legal judicial personality as human beings. The non-human entities given

1564-455: The deity Rama in the specific temple was a "legal entity" entitled to be represented by their own lawyer appointed by the trustees acting on behalf of the deity. Similarly, in 2018 SC decided that the deity Ayyappan is a "legal person" with " the right to privacy " in the court case regarding the entry of women to Sabarimala shrine of Lord Ayyapan. Under the Indian law, the "shebaitship"

1610-435: The deity and not to the shebait. Case example are "Profulla Chrone Requitte vs Satya Chorone Requitte, AIR 1979 SC 1682 (1686): (1979) 3 SCC 409: (1979) 3 SCR 431. (ii)" and "Shambhu Charan Shukla vs Thakur Ladli Radha Chandra Madan Gopalji Maharaj, AIR 1985 SC 905 (909): (1985) 2 SCC 524: (1985) 3 SCR 372" . India and New Zealand both recognised the legal rights of rivers in 2017. In court cases regarding natural entities,

1656-416: The difficulty in balancing the need for such groups to have infrastructure though the monks took vows of personal poverty. Another effect of this was that, as a fictional person, a monastery could not be held guilty of delict due to not having a soul, helping to protect the organization from non- contractual obligations to surrounding communities. This effectively moved such liability to persons acting within

1702-571: The number of holding companies declined from 216 to 18. An energy law passed in 2005 removed the 1935 requirements, and has led to mergers and holding company formation among power marketing and power brokering companies. In US broadcasting , many major media conglomerates have purchased smaller broadcasters outright, but have not changed the broadcast licenses to reflect this, resulting in stations that are (for example) still licensed to Jacor and Citicasters , effectively making them such as subsidiary companies of their owner iHeartMedia . This

1748-405: The organization while protecting the structure itself, since persons were considered to have a soul and therefore capable of negligence and able to be excommunicated . In the common law tradition, only a person could possess legal rights. To allow them to function, the legal personality of a corporation was established to include five legal rights—the right to a common treasury or chest (including

1794-802: The publishing operations of Litton Industries , including the Physicians' Desk Reference . By 1986, International Thomson had acquired business publisher Warren, Gorham & Lamont; legal publishers Callaghan & Company and Clark Boardman; and automotive publishers Ward's . Other publishers acquired include Gale , Mitchell , and Thomson & Thomson. In 1988, ITO acquired the British company Associated Book Publishers, which included Sweet & Maxwell , Chapman & Hall , The Law Book Company of Australasia, and Routledge . In 1989, ITO acquired Lawyers Cooperative Publishing, including subsidiaries Bancroft-Whitney and Research Institute of America. This article about

1840-590: The question whether the provision in the Fourteenth Amendment to the Constitution , which forbids a State to deny any person within its jurisdiction the equal protection of the laws, applies to these corporations. We are all of the opinion that it does." Later opinions interpreted these pre-argument comments as part of the legal decision. As a result, because of the First Amendment , Congress may not make

1886-506: The right to own property), the right to a corporate seal (i.e., the right to make and sign contracts), the right to sue and be sued (to enforce contracts), the right to hire agents (employees) and the right to make by-laws (self-governance). Since the 19th century, legal personhood has been further construed to make it a citizen, resident, or domiciliary of a state (usually for purposes of personal jurisdiction ). In Louisville, C. & C.R. Co. v. Letson , 2 How. 497, 558, 11 L.Ed. 353 (1844),

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1932-419: The shareholders are not responsible for the company's debts but the company itself being a "legal person" is liable to repay those debts or be sued for the non-repayment of debts. In court cases regarding animals, the animals have the status of "legal person" and humans have the legal duty to act as " loco parentis " towards animals welfare like a parent has towards the minor children. A court while deciding

1978-460: The specified limits and those limits must be halved when animals have to carry the load up a slope. In court cases regarding religious entities, the deity (deity or god is a supernatural being considered divine or sacred) is also a "legal person" who can engage in legal cases through " trustees " or " managing board in charge of the temple" . Supreme Court of India (SC), while deciding Ayodhya case of Ram Janmabhoomi , decided in 2010 that

2024-540: The stock of Company B, Company A will not pay taxes on dividends paid by Company B to its stockholders, as the payment of dividends from B to A is essentially transferring cash within a single enterprise. Any other shareholders of Company B will pay the usual taxes on dividends, as they are legitimate and ordinary dividends to these shareholders. Sometimes, a company intended to be a pure holding company identifies itself as such by adding "Holding" or "Holdings" to its name. The parent company–subsidiary company relationship

2070-410: The world, holding companies are called parent companies , which, besides holding stock in other companies, can conduct trade and other business activities themselves. Holding companies reduce risk for the shareholders , and can permit the ownership and control of a number of different companies. The New York Times uses the term parent holding company . Holding companies can be subsidiaries in

2116-515: Was formed in order to move the Thomson Organization's operating base from Britain to Canada, so that it would not be subject to British monopolies legislation, foreign-exchange controls and dividend limitation. Under Roy Thomson's son Kenneth Thomson , ITO sold its natural resources and continued expanding in publishing and media. In 1980, Thomson acquired Jane's , an publishing company specializing in military intelligence. In 1981, it acquired

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