This chapter considers whose acts are the acts of the company for the purposes of determining the rights and liabilities of the company. The chapter examines corporate liability in contract and in tort including directors’ personal liability in tort. The attribution of liability for criminal offences is considered in detail addressing the common law and the recent statutory reforms. These provide for a senior manager regime and a new offence of failure to prevent fraud. The chapter also considers attribution in the context of a breach of directors’ duties and the availability of an illegality defence.
