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The Companies Act, 2013 does not deal with insolvency and bankruptcy when the companies are unable to pay their debts or the aspects relating to the revival and rehabilitation of the companies and their winding up if revival and rehabilitation is not possible. In principle, it cannot be doubted that the cases of revival or winding up of the company on the ground of insolvency and inability to pay debts are different from cases where companies are wound up under Section 271 of the Companies Act 2013. The two situations are not identical. Under Section 271 of the Companies Act, 2013, even a running and financially sound company can also be wound up for the reasons in clauses (a) to (e). The reasons and grounds for winding up under Section 271 of the Companies Act, 2013 are vastly different from the reasons and grounds for the revival and rehabilitation scheme as envisaged under the IBC. The two enactments deal with two distinct situations and in our opinion, they cannot be equated when we examine whether there is discrimination or violation of Article 14 of the Constitution of India. For the revival and rehabilitation of the companies, certain sacrifices are required from all quarters, including the workmen. In case of insolvent companies, for the sake of survival and regeneration, everyone, including the secured creditors and the Central and State Government, are required to make sacrifices. The workmen also have a stake and benefit from the revival of the company, and therefore unless it is found that the sacrifices envisaged for the workmen, which certainly form a separate class, are onerous and burdensome so as to be manifestly unjust and arbitrary, we will not set aside the legislation, solely on the ground that some or marginal sacrifice is to be made by the workers. We would also reject the argument that to find out whether there was a violation of Article 14 of the Constitution of India or whether the right to life under Article 21 Constitution of India was infringed, we must word by word examine the waterfall mechanism envisaged under the Companies Act, 2013, where the company is wound up in terms of grounds (a) to (e) of Section 271 of the Companies Act, 2013; and the rights of the workmen when the insolvent company is sought to be revived, rehabilitated or wound up under the Code. The grounds and situations in the context of the objective and purpose of the two enactments are entirely different.
(Extracted, with edits and revision, from Moser Baer Karamchari Union v. Union of India, 2023 SCC Online SC 547)

The extent to which a Corporation as a legal person can be held criminally liable for its acts and omissions and for those of the natural persons employed by it is called?

The correct answer is
Corporate criminal liability

Defining Corporate Criminal Liability

The question asks for the legal term that describes the extent to which a corporation, as a separate legal entity, can be held responsible for criminal acts and omissions, including those committed by its employees.

Understanding Corporate Criminal Liability

Corporate criminal liability refers to the legal doctrine that holds a corporation accountable for criminal offenses committed by its directors, officers, employees, or agents acting within the scope of their employment or authority. This concept acknowledges that corporations, despite being artificial legal persons, can form the necessary criminal intent (mens rea) and perform prohibited actions (actus reus) through the actions of the individuals associated with them.

Analysis of Options

  • Corporate manslaughter: This is a specific type of offense where a corporation is held liable for causing a death through gross negligence. While it falls under the umbrella of corporate criminal liability, it is not the general term for holding a company criminally responsible for all its potential crimes.
  • Lifting the corporate veil: This legal principle involves disregarding the separate legal personality of a corporation. It is typically used to hold shareholders or directors personally liable for the company's debts or wrongful acts, rather than holding the corporation itself liable. This is contrary to the concept described in the question.
  • Corporate criminal liability: This term accurately describes the general principle of holding a corporation legally accountable for criminal acts. It encompasses liability for a wide range of offenses resulting from the actions or omissions of individuals acting on behalf of the company. This directly matches the definition sought by the question.
  • Corporate social responsibility: This concept relates to a company's ethical and societal obligations towards stakeholders and the environment. It focuses on voluntary actions beyond legal requirements and does not pertain to criminal culpability.

Conclusion

Based on the definitions, the term that best describes the extent to which a corporation can be held criminally liable for its acts and omissions and those of its employees is Corporate criminal liability.

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Important Questions from GK Panorama

  1. In which of the following cases, it was held by the Supreme Court that although a company is a separate legal entity distinct from that of its members, the corporate veil may be lifted and the corporate personality may be ignored?
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