The debate over corporate legal personhood has been crippled by three persistent errors. First, it rests on an unexamined asymmetry between state personhood, which is universally accepted, and corporate personhood, which is widely contested, even though both arise from the same intellectual tradition and involve the same kind of attribution. Second, it treats the fiction theory and the real entity theory as mutually exclusive, when in fact they answer different questions about different kinds of entities. Third, it assumes that the natural person is a unified, self-evident subject, when natural personhood is itself composite, internally conflicted, and sustained by mechanisms that closely parallel those of corporate decision-making.

In this article, I distinguish between the “sociological corporation,” a genuine human group with collective agency, and the “legal corporation,” a juridical construct that may correspond to no social reality. Drawing on the work of Christian List, Philip Pettit, and Peter French, I explain that group agency is genuine, emergent, and irreducible to the agency of individual members. The distinction dissolves the century-old standoff between the fiction and real entity theories by showing that each accurately describes a different kind of corporation. I also place corporate personhood within the broader question of group personality, encompassing the church, the university, the trade union, and the civic association.

The question, then, is not whether corporations “are” persons, as though personhood were a natural kind, but what kind of person a given corporation is and what rights, duties, and responsibilities follow from that determination. A sociological corporation with genuine collective agency, emergent beliefs, and a functioning internal decision structure has a claim to moral standing that a shell company does not. The distinction thus supplies what constitutional doctrine on corporate rights conspicuously lacks: a principled basis for distinguishing among entities with different claims to legal personhood.