other corporate disregard
i. fraudulent conveyance (Tufta) don’t have to know (I give money away even though I have a debt)
ii. trust fund doctrine: upon dissolution, officers have duty to hold $ in trust for creditors
iii. breach of FD: another way to pierce corp veil – holds officers/directors personally liable; creditors can’t assert this; only SH’s have standing in a derivative suit
iv. denuding: SHs strip the co. of assets for themselves (e.g. excessive salaries) when creditors haven’t beed paid
v. CERCLA
vi. Bankruptcy cases: bankruptcy cts have a lot of discretion (but it’s not as harsh as piercing)…
A) equitable subordination: ct. will subordinate claims of insider over outside creditor
1. did the insider dominate the corp w/o regarding corp. formalities?
2. commingling?
3. under-capitalization?
B) equitable consolidation: will sometimes consolidate parent and subsidiary if equity demands
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