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Piercing the Corporate Veil in Delaware & Georgia   Tags: corporations, deleware_law, georgia_law  

William Kennedy - Fall 2009 - Corporate Law
Last Updated: Oct 29, 2010 URL: http://libguides.law.gsu.edu/PiercingtheCorporateVeil Print Guide RSS UpdatesShareThis

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Overview

"Piercing the corporate veil" is a metaphor used to describe an exception to the general rule of the limited liability liability protection statutorily provided by states to shareholders of corporations.  Under particular circumstances and in the interest of justice and fairness, a court will "pierce" the corporate "veil" of limited liability which separates the corporation and sharehlder to impose liability on a shareholder for a corporate obligation.

Traditionally, courts only pierced a corporation's veil of limited liability when a plaintiff showed that the corporate form was abused to perpetrate a fraud, or similar injustice.  In addition to fraud however, courts have struggled defining rules which pierces the corporate veil in circumstances that fall short of fraudulent abuse of the corporatate form.  These judicial attempts at imposing liability on shareholders in instances other than fraud are sometimes referred to the alter ego or mere instrumentality doctrines.

 

About the Author

William Kennedy is a third year law school student at Georgia State University.  He received his bachelor of arts degree in Computer Science from the University of Texas at Austin.  This web research guide was written for Professor Johnson's Advanced Legal Research Class in the Fall 2009 semester.

 

Scope

This research guide provides relevant sources to information regarding the doctrine of piercing the corporate veil, the exception to the general rule of limited liabilty protection for shareholders.  In particular, this bibliography provides resources to analysis of the doctrine in general and to analysis of how the doctirne is adjudicated in the jurisdictions of Delaware and Georgia.

 
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