A defense to personal liability focusing on the acts of the plaintiff Defective incorporation occurs when the promoters fail to fully comply with the applicable corporate statute. De Jure Corporation De Facto Corporation Defective incorporation occurs when the promoters fail to fully comply with the applicable corporate statute. De Jure Corporation De Facto Corporation Characteristics Articles and Bylaws Pre-Incorporation Contracts Ultra Vires Doctrine The Objective of the Corporation Characteristics Articles and Bylaws Pre-Incorporation Contracts Defective Incorporation Ultra Vires Doctrine The Objective of the Corporation Corporate Form