Corporate Racial Identity: More Lunacy from the 9th Circuit

The federal Ninth Circuit Court of Appeals recently held that a corporation can acquire a "racial identity" and therefore have standing to sue in its own name and right under federal civil rights laws on grounds that it was unlawfully discriminated against. This is, of course, just nuts. The Ninth Circuit's approach reifies the corporation, In other words, the court treats the corporation as an entity ? or, more precisely, as a person ? separate from its various constituents. Yet, there is no such thing as a corporate person. The corporation is simply a legal fiction - albeit a very useful one - by which we describe a complex set of contracts having as their nexus a board of directors. (See my article The Board of Directors as Nexus of Contracts for a more detailed account of this argument.) It may be useful to invoke that fiction here, so as to promote administrative convenience by allowing the tntity rather than its individual constituents to sue, but it doesn't change the basic theory. (Compare CE Petit's take with Larry Ribstein's response and Petit's reply.)