Viewing Artificial Persons in the AI Age Through the Lens of History

With talk of driverless companies and bots substituting for human beings on company boards either in part or completely, the spectre of a future controlled by entities devoid of human beings is upon us. But has the future been here for longer than we all realise; has the corporation really changed? In this chapter it is argued that the modern business corporation has been separate from human beings since the 17th century. Developments in the English East India Company during that century meant functional separation followed legal separation, as boards were charged to act in the interests of the capital of the shareholders rather than the shareholders themselves. In closely held corporations, and for periods through history, the functional separation has reduced for a time. The trend through history, though, is towards separation precisely because that separation, combined with boards constrained to act in their interests, means corporations grow and prosper at least financially. The shift to artificial legal persons being controlled by other artificial entities is not therefore as radical as it might appear to be. This chapter will discuss the challenges that artificial intelligence (‘AI’) presents for corporate governance and will set the context for specific issues examined in the chapters that follow.