Corporate Veil

News & Analysis as of

Pay Attention to the Man Behind the Curtain: DOJ Memorandum Adds Further Weight to CPSC Enforcement Efforts Against Corporate...

The United States Department of Justice (DOJ) recently issued a memorandum to various enforcement agencies. The memorandum, available here, focuses on holding individuals accountable for corporate fraud and misconduct. The...more

DOJ Clarifies Position on Individual Accountability in Corporate Investigations

Earlier this month, we discussed a memorandum issued by Deputy Attorney General Sally Quillian Yates of the U.S. Department of Justice (DOJ). This memorandum, referred to as the “Yates Memo,” reaffirms the Government’s...more

U.S. Department of Justice issues new guidance on individual accountability for corporate wrongdoing

On Sept. 9, 2015, the U.S. Department of Justice issued new guidance (“DOJ Guidance”) instructing DOJ criminal and civil attorneys to place a greater emphasis on accountability of the individuals responsible for corporate...more

New DOJ Policy Alert: Here's Looking at You, Kid - DOJ Announces Six Specific Steps to Hold Individual "Corporate Wrongdoers"...

Why it matters: On September 9, 2015, Deputy Attorney General Sally Quillian Yates issued a memo to all DOJ department heads and U.S. Attorneys which detailed the Government's new policy centered on accountability for the...more

DOJ Provides Guidance on Prosecution of Individuals

The Department of Justice (DOJ) long has required entities seeking credit for cooperating with its investigations to provide what it terms “full and truthful” cooperation. In policies memorialized over time, DOJ has been...more

Three Key Takeaways from DOJ’s New Yates Memo on Individual Accountability for Corporate Wrongdoing

During a September 10, 2015 conference at New York University, Deputy Attorney General (DAG) Sally Quillian Yates announced new Department of Justice (DOJ or the Department) policy that could significantly affect the way that...more

DOJ Provides Focused “Guidance” on Prosecuting Corporate Individuals

After receiving significant criticism on the Department of Justice’s failure to prosecute corporate executives involved in the financial crisis in 2008, Sally Yates, the Deputy Attorney General issued a seven page memo...more

US Department Of Justice Targets Corporate Individuals

DOJ announces tough new approach to the investigation and prosecution of corporate officers and employees. On September 9, in a major change to its approach to the investigation of alleged corporate crime, the US...more

Justice Department Prioritizes Prosecution of Individuals for Corporate Misconduct in New Guidance

After prolonged criticism over its lack of prosecution of individuals responsible for corporate misconduct, the Justice Department has issued new internal guidance that makes clear that prosecuting individuals in white collar...more

“Individual Accountability for Corporate Wrongdoing”: The Yates Memo and the DOJ’s Focus on Individuals

On September 9, 2015, the Department of Justice issued a memo (“Individual Accountability for Corporate Wrongdoing”) to federal prosecutors nationwide implementing new policies that—for the first time—prioritize the...more

DOJ Issues Memo Directing Prosecutors to Focus on Individual Accountability

The U.S. Department of Justice (DOJ) issued a memorandum on Wednesday from Deputy Attorney General Sally Quillian Yates that reaffirms the Government’s commitment to prosecuting individuals and formally instructs prosecutors...more

DOJ Announces New Policies Prioritizing Efforts to Pursue Individual Accountability for Corporate Wrongdoing

On September 9, the United States Department of Justice released a new policy memorandum entitled “Individual Accountability for Corporate Wrongdoing,” which is aimed at strengthening and prioritizing the Department’s pursuit...more

Supreme Court of Canada Addresses Recognition, Enforcement of Foreign Judgments in Chevron Case

In a much anticipated ruling, the Supreme Court of Canada (SCC) has released its decision in Chevron Corp. v. Yaiguaje, addressing recognition and enforcement of foreign judgments. The SCC unanimously held that for a Canadian...more

Compliance Officers Can Face Individual Liability for Corporate Importation Violations

Corporate officers and shareholders take note: personal liability for unpaid duties may result from material misrepresentations on import documentation even when the importer of record is a corporate entity. The corporate...more

A $6 Million Reminder to Observe Corporate Formalities: Environmental Prosecutors Pierce Another Corporate Veil with Ohio Decision

With ever-growing concern about environmental liability exposures, many shareholders rely on corporate structures – both simple and complex – to help insulate themselves from direct responsibility for the acts and omissions...more

Protect Your Corporate Veil

One of the advantages of operating a business in corporate form is the protection a corporation provides to its shareholders from exposure to the corporation’s liabilities. ...more

Superior Court of New Jersey Pierces the “LLC” Veil, Holding Sole Member Liable for Environmental Liabilities

On February 26, 2015, in Coty US LLC v. 680 S. 17th Street LLC, the Superior Court of New Jersey, Chancery Division, pierced the veil of a New Jersey limited liability company and held its sole member liable for environmental...more

Court Of Chancery Explains Conspiracy Theory Of Jurisdiction

This is a very useful decision because of its detailed explanation of the conspiracy theory of jurisdiction, which was first adopted in the famous Istituto Bancario case....more

Parent Corporations Beware: Control Over Your Subsidiaries is a Double-Edged Sword

The decision earlier this month in Cyprus Amax Minerals v. TCI Pacific Communications is a useful reminder that corporate form exists for a reason and that parent corporations who ignore corporate niceties do so at their...more

A Couple Of Things To Know Before Bringing A Piercing The Corporate Veil Claim

You might remember the case of  Cold Springs Ventures, LLC v. Gilead Sciences, Inc..  Last year, Judge Jolly stayed an arbitration proceeding pending a ruling on a piercing the corporate veil claim.  If you are a reader of...more

Missouri’s General Rule Of One Corporation Not Being Liable For Another’s Conduct Is Reaffirmed

In Blanks v. Fluor Corp., ____ S.W.3d ____ (Mo. App. E.D. 2014) WL 4589815, September 16, 2014), the Missouri Court of Appeals reversed a jury verdict against Fluor Corporation, because it was improperly based on the conduct...more

Operation Delaware Shield: The Corporate Veil Is Alive and Well

In the recently concluded Cornell Glasgow, LLC v. Nichols, the Delaware Court of Chancery endorsed and upheld shielding individuals from personal liability through the "best practices" use of limited liability entities in...more

Withdrawal Liability - A Concealed but Potentially Devastating Assessment

During the past several years a hidden liability has been lurking in the shadows. This hidden threat is known as withdrawal liability and is a critical issue that any employer with a unionized workforce needs to be cognizant...more

Behind the Veil and the Blurred Distinctions of Entity Liability

As corporate counsel, you are well aware that the practice of creating, expanding, or reorganizing corporate entities and their subsidiaries is fraught with legal peril, both for your client and its officers and directors....more

Idaho Real Estate & Development Law Update: Lack of Corporate Formalities Will Not Destroy the Limited Liability Protection...

In the case of Wandering Trails v. Big Bite Excavation released June 18, 2014, the Idaho Supreme Court clarified the requirements for piercing the veil of a limited liability company or LLC and thereby imposing liability on...more

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