Reverse Veil Piercing: Evaluating when an LLC’s assets are subject to claims against a member (2024 Edition)

Tod Northman
Tod Northman
Tucker Ellis LLP

Tod Northman has more than 25 years of broad business and corporate law experience in commercial law, business transactions, artificial intelligence technology, contract negotiation and dispute resolution, mergers and acquisitions, and real estate.

Bakita Hill
Bakita Hill
Tucker Ellis LLP

Bakita Hill advises clients in a variety of business matters, including corporate governance, mergers and acquisitions, capital raises, private equity transactions, corporate due diligence, and corporate reorganization.

On-Demand: February 26, 2024

This class is included in the Federal Bar Association CLE Pass

Subscribe to Federal Bar Association CLE Pass...
Co-Sponsored by myLawCLE
Get this course, plus over 1,000+ of live webinars.
Learn More
MCLE Credit Information:

Select Your State Below to View CLE Credit Information

2 hour CLE
Tuition: $195.00
Training 5 or more people?

Sign-up for a law firm subscription plan and each attorney in the firm receives free access to all CLE Programs

Program Summary

A business owner typically forms a limited liability entity, e.g., a corporation or a limited liability company, to insulate the owner from liabilities arising from the entity’s activities. Likewise, the entity also insulates the entity’s assets from the owner’s liabilities. Reverse veil piercing allows the owner’s personal creditors to seize an entity’s assets to satisfy an owner’s debts. A modification of the familiar alter ego doctrine, reverse veil piercing has been recognized by many courts and it appears to be gaining favor, although it remains controversial.

Reverse veil piercing is the reverse of traditional veil piercing – permitting a creditor to access an entity’s assets in satisfaction of an owner’s liability. Reverse veil piercing requires “such unity of interest and ownership that the separate personalities of the corporation and the individual no longer exist” and “circumstances must be such that adherence to the fiction of separate corporate existence would sanction a fraud or promote injustice.” Most courts analyzing veil piercing apply factors similar to those under a traditional veil piercing analysis, but “reverse” the application. This program will explore when and why reverse veil piercing is appropriate and how businesses can guard against its application.

This course is co-sponsored with myLawCLE.

Key topics to be discussed:

  • Good entity legal hygiene
  • Best practices in structuring a multi-entity enterprise
  • Evaluation of legal landscape of veil piercing and reverse veil piercing claims
  • Assessing organizational exposure to reverse veil piercing claims

Closed-captioning available

Speakers

Tod Northman_ Tucker Ellis LLP._FedBarTod Northman | Tucker Ellis LLP

Tod Northman has more than 25 years of broad business and corporate law experience in commercial law, business transactions, artificial intelligence technology, contract negotiation and dispute resolution, mergers and acquisitions, and real estate.

With a skillful combination of negotiations and corporate counseling, Tod helps guide clients through difficult situations with pragmatic advice and a can-do attitude. Tod represents publicly traded and privately held companies in diverse industries across the country and has particular expertise in the aviation and autonomous vehicles industries.

In his aviation practice, Tod represents cargo conversion companies, maintenance and repair organizations, financial institutions, high-net worth individuals, and middle-market corporations in connection with the acquisition and disposition of corporate and commercial aircraft portfolios and the related financing and/or leasing thereof. He also advises clients on conversion contracts, maintenance, service and supply contracts, leases, and FAA and DOT regulatory matters.

In his autonomous vehicles practice, Tod focuses on advising businesses on acquisitions, contract negotiation, corporate structure, artificial intelligence technology, and regulatory compliance.

 

Bakita Hill_FedBarBakita Hill | Tucker Ellis LLP

Bakita Hill advises clients in a variety of business matters, including corporate governance, mergers and acquisitions, capital raises, private equity transactions, corporate due diligence, and corporate reorganization.

Bakita is experienced in analyzing laws and regulations that are critical to businesses, enabling her to determine what provisions will affect a particular transaction. She uses her analytical skills and a keen attention to detail to draft legal documents, including ancillary transaction agreements, license agreements, disclosure schedules, operating agreements, distribution agreements, promissory notes, and asset purchase agreements. She assists clients in managing their businesses, including filing documents with the Secretary of State and IRS, creating business plans, and drafting loan documents. Bakita’s goal in every engagement is to provide superior, efficient service to help clients achieve and maintain their goals.

While in law school, Bakita was a legal intern for a multinational power management company, where she gained valuable experience drafting non-disclosure agreements for potential mergers and acquisitions with companies around the world.

In her free time, Bakita enjoys traveling, listening to music, experimenting with new recipes, doing home projects, and spending time with her family.

Agenda

I. Good entity legal hygiene | 2:00pm – 2:30pm

II. Best practices in structuring a multi-entity enterprise | 2:30pm – 3:00pm

Break | 3:00pm – 3:10pm

III. Evaluation of legal landscape of veil piercing and reverse veil piercing claims | 3:10pm – 3:40pm

IV. Assessing organizational exposure to reverse veil piercing claims | 3:40pm – 4:10pm

Preview
More CLE Webinars
Trending CLE Webinars
The Corporate Transparency Act Reporting Obligations
The Corporate Transparency Act Reporting Obligations
Law Offices of Jonathan H. (Jason) Warner, P.A.
On-Demand
IRS Penalty Abatement Made Easy
IRS Penalty Abatement Made Easy
Green & Sklarz, LLC
On-Demand
Gun Trust Law (2024 Edition)
Gun Trust Law (2024 Edition)
Partner, Davenport Evans Lawyers
On-Demand
Revocable Living Trusts from Start to Finish (2024 Edition)
Revocable Living Trusts from Start to Finish (2024 Edition) Thu, November 21, 2024
On-Demand
Live Replay
Mini-Med School for Lawyers: What Attorneys and Experts Need to Know (2024 Edition)
Mini-Med School for Lawyers: What Attorneys and Experts Need to Know (2024 Edition)
Rachel V. Rose – Attorney at Law, P.L.L.C. (Houston, TX).
On-Demand
Lawyers Serving on Boards
Lawyers Serving on Boards
Howard Brod Brownstein, CTP.
Essential Accounting Principles Every Attorney Should Know
Essential Accounting Principles Every Attorney Should Know
LaPorte CPAs & Business Advisors
On-Demand
Creating a Trial Notebook: From A - Z (Including 1hr of Ethics)
Creating a Trial Notebook: From A - Z (Including 1hr of Ethics) Tue, November 26, 2024
On-Demand
Live Replay
Tax Opportunity Zones (2024 Edition)
Tax Opportunity Zones (2024 Edition)
Blank Rome LLP
On-Demand
Litigating Libel and Defamation Cases
Litigating Libel and Defamation Cases
Callahan & Blaine, APLC.
On-Demand
Will Drafting 101 (2024 Edition)
Will Drafting 101 (2024 Edition)
Partner, Davenport Evans Lawyers
On-Demand
Upcoming CLE Webinars
Revocable Living Trusts from Start to Finish (2024 Edition)
Revocable Living Trusts from Start to Finish (2024 Edition) Thu, November 21, 2024
On-Demand
Live Replay
Storytelling for Advocacy
Storytelling for Advocacy Fri, November 22, 2024
Live Webcast
Creating a Trial Notebook: From A - Z (Including 1hr of Ethics)
Creating a Trial Notebook: From A - Z (Including 1hr of Ethics) Tue, November 26, 2024
On-Demand
Live Replay
Using Self-Collection Tools to Gather ESI
Using Self-Collection Tools to Gather ESI Wed, December 4, 2024
Live Webcast
Law Firm Automation Meets AI: A match made in heaven?
Law Firm Automation Meets AI: A match made in heaven? Thu, December 5, 2024
Live Webcast
Tools for Managing Vicarious Trauma in Practice
Tools for Managing Vicarious Trauma in Practice Thu, December 5, 2024
Live Webcast
Wine, Spirits and Beer Law 101 (2025 Edition)
Wine, Spirits and Beer Law 101 (2025 Edition) Fri, December 6, 2024
Live Webcast
4th Annual Tax Rep Summit [4-Day Event]
4th Annual Tax Rep Summit [4-Day Event] Tue, December 10, 2024
Live Webcast
Supercharging Your Transactional Practice with GenAI
Supercharging Your Transactional Practice with GenAI Wed, December 11, 2024
Live Webcast
Negotiating Financing and Investment in Cannabis
Negotiating Financing and Investment in Cannabis Thu, December 12, 2024
Live Webcast
Esports Law 101 (2025 Edition)
Esports Law 101 (2025 Edition) Fri, December 13, 2024
Live Webcast