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Personal Liability Corporations Code

Williams Mullen

North Carolina Business Court’s Recent Opinions on Advancements and Indemnification for Company Officials

Williams Mullen on

Serving as a company official—whether an LLC manager or an officer or director of a corporation—can sometimes be a risky prospect. Company officials on occasion find themselves at the center of complex litigation solely...more

Allen Matkins

A Most Curious Decision

Allen Matkins on

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...more

Patton Sullivan Brodehl LLP

“Reverse Veil Piercing” to Reach an LLC’s Assets

“Piercing the corporate veil” — also referred to as “alter ego” liability — is a familiar concept under California law. Ordinarily, a corporation or other entity (such as an LLC) is considered a legal entity separate and...more

Allen Matkins

Is The Codification Of A Director's Standard Of Care A "Liability Created By Law"?

Allen Matkins on

By codifying the standard of performance of directors in Corporations Code Section 309 did the legislature create a liability by law? ...more

Allen Matkins

Alter Ego And The California LLC

Allen Matkins on

Yesterday's post concerned a recent federal district court decision applying the corporate alter ego doctrine to a Nevada limited liability company. Bustos v. Dennis, 2018 U.S. Dist. LEXIS 45764. An update to this post...more

Allen Matkins

In California, Directors Who Abstain May Still Face Liability

Allen Matkins on

Section 316(a) of the California Corporations Code imposes joint and several liability on directors who approve any of the following actions...more

Allen Matkins

Nevada’s Secretary of State Concatenates Veil Piercing, Indemnification And Exculpation

Allen Matkins on

The Nevada Secretary of State’s website unabashedly proclaims “Nevada is the second most popular commercial filing jurisdiction in the country, due largely to our favorable business laws and low-tax environment.” The website...more

Allen Matkins

What Is A Knowing Violation Of Law?

Allen Matkins on

Nevada’s private corporation law automatically exculpates directors and officers from individual liability from individual liable to the corporation or its stockholders or creditors for any damages as a result of any act or...more

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