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    A Most Curious Decision

    I find Judge Cynthia Bashant's recent ruling in Platypus Wear, Inc. v. Bad Boy Europe, Ltd., U.S. Dist. Case No. 16-cv-02751-BAS-BSM (Jan. 23, 2020), to be curious in in several respects.  Judge Bashant ruling was on the plaintiff's motion for...

    Limited Liability Companies, Alter Ego

    What Does California's LLC Alter Ego Statute Have To Do With A Delaware Corporation?

    Mr. Clapper is a California resident and the President, Chairman, and controlling shareholder of ScanX, a Delaware corporation with its principal place of business in California.  Mr. Carlson and Carlson Produce, LLC, an Illinois limited...

    Alter Ego

    Federal Court Allows Reverse Veil Piercing Of Unincorporated Association

    Last August, I published this post about the Fourth District Court of Appeal's decision allowing reverse veil piercing in the case of a Delaware limited liability company even though the court had refused to allow it in the case of a corporation. ...

    Alter Ego

    FTB Publishes Disinformation About Corporations

    Recently, I happened across a summary of the "key features" of a corporation on the California Franchise Tax Board's website.  Recognizing that it is always a challenge to summarize accurately complex legal matters, I do beg to differ with some of...

    Nevada Corporations, Section 2105, Corporate Governance, Alter Ego, Bylaws, chapter 5, franchise tax board, Section 506

    A Corporate Law Takeaway From Judge Nelson's Ruling In Talcum Powder Case


    Maren Nelson, talcum powder, Corporate Governance, Alter Ego, Echeverria, Johnson & Johnson, subsidiary

    California Court Green Lights Reverse Veil Piercing Of Delaware LLC

    Courts historically have applied the alter ego doctrine to "pierce the corporate veil" so that a shareholder may be held liable for the debts or conduct of the corporation.  California has extended the possibility of alter ego liability to members...

    Limited Liability Companies, llc, reverse veil piercing, Section 17705.03, Alter Ego, Baldwin, Curci Investments, Kaswa, Limited Liability Company, Postal Instant Press, Section 17703.04, veil piercing

    Court Declines To Impose Alter Ego Liability On LLC's President

    In general, the debts, obligations, or other liabilities of a California limited liability company do not become the debts, obligations, or other liabilities of a member or manager solely by reason of the member acting as a member or manager acting...

    Limited Liability Companies, llc, Show Ready, Alter Ego, default, Judge Otis D. Wright, liability, Limited Liability Company, Section 17703.04

    Alter Ego and the Nevada LLC

    California's version of the Revised Uniform Limited Liability Company Act expressly subjects members to potential alter ego liability:

    Limited Liability Companies, Nevada Corporations, llc, webb v. shull, 17703.04, Alter Ego, Jennifer A. Dorsey, Limited Liability Company, Pharmaplast S.A.E. v. Zeus Medical, piercing the corporate veil