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Corporate Personhood(s): The Incorporation of Novel Persons in American Law, Society, and Literature, 1870-1914

  • Author(s): McCarthy, Eugene
  • Advisor(s): Constable, Marianne
  • et al.
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Abstract

Recent U.S. Supreme Court decisions in Citizens United (2010) and Hobby Lobby (2014) have brought the concept of corporate personhood into mainstream discourse. By and large, the public reaction to corporate personhood has ranged from confused disapproval to partially informed outrage. The general suspicion focuses on the belief that individual persons are using the corporate form to cover up their own misdeeds and to shield themselves from personal liability. My investigation into the origin and nature of corporate personhood in the United States supports these suspicions. This study reveals that the legal fiction of corporate personhood has functioned as a prosthesis for natural persons from its inception in American law and society. This legal fiction’s foundations, history, and social impact are more complex and controversial than many contemporary critics suspect. In this dissertation, I explain corporate personhood’s origins in U.S. law and society so that we may better understand how this paradoxical person functions in American culture. My dissertation examines the nineteenth-century foundations of corporate personhood and the socio-cultural ramifications of its emergence through the lenses of corporate law, legal history, modern rhetorical theory, and the American naturalist novel. Corporate personhood’s paradoxical nature lies in the fact that the corporation is simultaneously a legal fiction and a social reality; it is an artificial and invisible person, yet is composed of natural persons and tangible objects. This person enjoys perpetual life, an internal structure designed to aggregate wealth, limited liability for its deeds and debts, and a fictional body that at once enjoys legal rights and legal impunity. The corporate person, I argue, creates a rupture in nineteenth-century personhood more generally, whereby the Gilded Age corporate form produces additional “corporate persons” in its wake.

These various nineteenth-century corporate persons (consolidation companies, financiers, married women, and labor unions) are the subject of this study. I examine these persons – these legal fictions – through the lens of nineteenth-century literary fiction (in particular, American naturalist novels). The naturalist novel’s fictive space represents, portrays, and characterizes these emergent corporate personalities and goes beyond the basic categories of black-letter law. My chapter-long case studies of legal fictions in literary fiction reveal that corporate persons like the Southern Pacific Railroad Corporation were able to dominate law, society, and the economy due to the seemingly fictional powers they derived through the legal act of incorporation. Natural persons who learned to navigate these networked bodies – like the robber baron financiers – emerged rich and powerful. Other persons, like married women subject to coverture’s erasure of personhood, could reclaim their legal personhood simply by imitating new corporate forms that emerged throughout the course of the nineteenth century. However, labor unions, the one group who could not access of emulate the corporate personality, faced socio-economic marginalization and constant defeat at the hands of the law and its corporate progeny. Legal history alone is an insufficient site for fully grasping the corporate person. Together with various theoretical and critical sources, the imagination space of the naturalist novel allows legal fictions to come to life before the mind’s eye, which gives the reader a chance to study corporate persons in all their complexity. The corporate person is a powerful legal fiction, and literary fiction helps reveal just how real the power of incorporation was in nineteenth-century America and beyond.

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This item is under embargo until August 22, 2020.