THE LIMITS OF LIMITED LIABILITY: VEIL PIERCING AND …

THE LIMITS OF LIMITED LIABILITY: VEIL PIERCING AND OTHER BASES OF PERSONAL LIABILITY OF OWNERS, GOVERNING PERSONS, AND AGENTS OF texas BUSINESS ENTITIESELIZABETH S. MILLER, WacoM. Stephen and Alyce A. Beard Professor of Business and Transactional LawBaylor Law SchoolState Bar of Texas13th ANNUALADVANCED REAL ESTATE STRATEGIESD ecember 5-6, 2019 FredericksburgCHAPTER 4 2019 Elizabeth S. Miller, All Rights ReservedTable of Liability of Shareholders, Directors, and Officers .. the corporate Ego Emergence of Sham to Perpetrate a Fraud and the Legislative Response (StatutoryActual Fraud Requirement in Cases Arising Out of a Contract).. of corporate Rise and Fall of the Single Business Enterprise corporate Veil of Directors and Shareholders for Wrongful of Directors and Officers for Debts Incurred After Tax Forfeiture of for Committing or Knowingly Participating in Tortious or Fraudulent on Corporation s Contract as Agent of Partially Disclosed Principal or as Liability Companies.

B. Piercing the Corporate Veil A short discussion cannot do justice to the developments in the area of corporate veil piercing in Texas over the last 30 years; however, a brief summary is provided below. 1. Alter Ego Theory Traditionally, most veil-piercing cases were premised on the alter ego theory. The Texas Supreme Court has described this ...

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