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''De facto'' corporation and corporation by estoppel are both terms that are used by courts in most common law jurisdictions to describe circumstances in which a business organization that has failed to become a ''de jure'' corporation (a corporation by law) will nonetheless be treated as a corporation, thereby shielding shareholders from liability. ==''De facto'' corporation== In order for a ''de facto'' corporation to be created, the following elements must exist: #There must be an incorporation statute that lays out the various requirements under which legal incorporation can be accomplished; #There must have been a good faith attempt to comply with the statute by the intended incorporators; #:For example, if the articles of incorporation were mailed to the appropriate office, but addressed to the wrong person, lost in the mail, or not filed by the corporation by the time the corporation began acting in an official capacity. #There must have been an act made on the corporation's behalf by its purported officers or agents. If all of these requirements are met, then the business will be treated as a corporation for all purposes, except with respect to acts by the state itself. However, most states will not apply this doctrine to protect a person who was ''aware'' that the incorporation effort was defective at the time that they purported to act on behalf of the corporation. 抄文引用元・出典: フリー百科事典『 ウィキペディア（Wikipedia）』 ■ウィキペディアで「De facto corporation and corporation by estoppel」の詳細全文を読む スポンサード リンク
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