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Aaron Michaelson (Aaron) formed Michaelson Properties, Inc. (Properties) in 1981 as a business to invest in real estate joint ventures. Aaron was the sole shareholder and the corporation's president. Properties entered a joint venture with Perpetual Real Estates (Perpetual), forming a partnership called "Arlington Apartment Associates" (AAA) to ...
Piercing the corporate veil or lifting the corporate veil is a legal decision to treat the rights or duties of a corporation as the rights or liabilities of its shareholders. Usually a corporation is treated as a separate legal person , which is solely responsible for the debts it incurs and the sole beneficiary of the credit it is owed.
Commingling is also evidence that may be used in "piercing the corporate veil" of a sham corporation, where a person shields himself from personal liability through "incorporation", yet fails to observe strict separation of corporate and personal property or accounts, among other improprieties.
De facto corporation and corporation by estoppel are both terms that are used by courts in most common law jurisdictions to describe circumstances in which a business organization that has failed to become a de jure corporation (a corporation by law) will nonetheless be treated as a corporation, thereby shielding shareholders from liability.
Corporate law (also known as company law or enterprise law) is the body of law governing the rights, relations, and conduct of persons, companies, organizations and businesses. The term refers to the legal practice of law relating to corporations, or to the theory of corporations .
For example, because the provisions on "piercing the corporate veil" are corporate governance matters, if a corporation is chartered in California, for example, (which has much more creditor friendly provisions permitting this) is sued anywhere, California law applies, but a corporation chartered in Nevada, which operates only in California, is ...
This leaves the question of the nature of the common law, in absence of a specific statute, or where a state law forbids piercing the veil except on very limited grounds. [62] One possibility is that tort victims go uncompensated, even while a parent corporation is solvent and has insurance.
This is referred to as piercing the corporate veil, and is subject to the rules of the home state where the corporation is a domestic corporation. In the case of corporations domesticated in Nevada, for example, as of 2007 [update] , over the last twenty years, only twice has the corporate veil been pierced, and in both cases the corporation's ...