ProfessorBainbridge.com

Using Insider Reverse Veil Piercing to Vindicate the Free Exercise Rights of Close Corporation Shareholders

Kent Greenfield and Daniel Rubens want courts to invoke the legal fiction of corporate personhood to frustrate the free exercise rights of close corporation shareholders (although they frame the issue somewhat differently): Corporatio...

Ownership Piercing by Lécia Vicente: Recommended Reading

I am reading a very interesting paper by Lécia Vicente, which argues that: In this article, I develop the concept of "ownership piercing." I use the expression to suggest that courts engage in a process of evaluative reasoning to clar...

"Religious Sincerity in Corporations"

Ben Edwards: California Western's Catherine Hardee, recently posted her paper Schrodinger's Corporation: The Paradox of Religious Sincerity in Heterogeneous Corporations to SSRN. It's a fascinating piece and has already been featured o...

Josh Fershee on LLC Veil Piercing

Business Law Prof Blog: No Need to Veil Pierce an LLC When Direct Liability Is Available (and LLCs Are Still Not Corps) https://t.co/HF5H7E6wX2— Professor Bainbridge (@ProfBainbridge) November 24, 2017

Being precise about the two kinds of reverse veil piercing

I thought I was done mining Keith Paul Bishop's post on Curci Investments, LLC v. Baldwin, Cal. Ct. App. Case No. G052764 (Aug. 10, 2017), but one more minor point needs to be made. Keith writes: As the name suggests, reverse veil pie...

California allows reverse veil piercing of a Delaware LLC

Keith Paul Bishop reports: As the name suggests, reverse veil piercing occurs when a third party outsider is able to reach corporate assets to satisfy claims against an individual shareholder. In an opinion filed yesterday, the Fourt...

Cross-Posted from the Glom: Pardon my self-promotion #2: My critique of the corporate law professors' brief in Hobby Lobby

As mentioned in my opening post, I think a key issue in the contraception mandate cases is whether form should trump substance. In my second post, I discussed my article, Using Reverse Veil Piercing to Vindicate the Free Exercise Rights ...

Documenting the misrepresentations in the corporate law professors' Hobby Lobby brief: Part 1

The more I read the brief filed by 44 corporate law professors in the Obamacare contraceptive mandate cases pending before the Supreme Court, the angrier I get. The brief has a lot of whoppers. Here's one: The Brief claims that: Hobb...