I am not sure just what you are looking for. Generally speaking you can pierce the corporate veil only if (a) there was fraud or injustice, (b) corporate formalities were not observed, and (c) assets were commingled. The details vary by state. It is very hard to do this -- courts do not like to disregard the corporate form.
In other contexts there are doctines that do not require fraud or even nonobservance of corporate formalities. Depending on the jurisddiction, in labor and employment contexts, employers may be treated as joint or single if they share common labor policies and centralized decision making about HR policies, among other criteria. I am not sure that either of these doctrines go to the corporate personality doctrine. Veil-piercing really goes to limited liability. If you pierce the veil, the limited liability feature goes by the way. Also you can reach through on entity to get at another. Single/Joint employer goes to who's liable for labor or employment violations. The personality doctrine, by contrast, goes to whether corporations enjoy certain rights under the US Constitution via the 14th and 5th Amendments, such as freedom of speech, due process, a right to avoid unreasonable search or seizure, the the right not to have their property taken for public use without compensation, etc. These issues don't obviously have anything to do with the other two. Hope this isn't too legalistic. jks, esq. --- Kenneth Campbell <[EMAIL PROTECTED]> wrote: > Am interested in the way corporations are given > "legal person" status. > All goes back to Salomon v. Salomon, here. > > I am more interested in why that theory of the > legally created person is > used in an on-again-off-again manner. Seems to be > some magical switch in > corporate law: you can flip on and off when the > results suit your > equitable understanding of society. That is fair > enough, if you know the > law is not really a law but a guiding interest. > > One way to circumvent "Corporate personality theory" > is via the doctrine > of agency. I.e., instead of ripping off the mask of > the corporation to > reveal the motives of the controlling shareholder, > the courts can hold > that the corp-entity is indeed real but merely an > agent of the owner -- > which, in corporate family trees, is significant. > > What I have found missing in this analysis of agency > is the real > membrane between the controlling shareholder and the > sham corporation. I > would appreciate any cites (non case law, that is, > academic) on that > subject. > > Ken. > __________________________________________________ Do You Yahoo!? Tired of spam? Yahoo! Mail has the best spam protection around http://mail.yahoo.com
