LLCs and corporations are two very common forms of entity-with LLCs often being the go-to choice to limit liability. But increasingly there are times when courts penetrate the veils of the LLC or corporation. Hear the expert panelists explain how to set up and operate an LLC and corporation to minimize the likelihood of exposure. They also take you step-by-step through the factors and considerations at play when you are trying to find the loopholes to pierce the veil to prevail in litigation. A review of recent cases in a variety of contexts provides litmus tests, and helps illustrate the scenarios where penetration of the corporate form was achieved.
As Benjamin Franklin once aptly said, 'An ounce of prevention is worth a pound of cure.' Join us online to become or remain fluent in the protective and piercing strategies your clients depend upon you to know.
As Benjamin Franklin once aptly said, 'An ounce of prevention is worth a pound of cure.' Join us online to become or remain fluent in the protective and piercing strategies your clients depend upon you to know.
Course Content
2:00 - 2:01 pmOverview and Introduction
Sara J. Shanahan, Esq.,
Sherin and Lodgen LLP, Boston
2:01 - 2:50 pm
LLC Liability Loopholes & Piercing the Corporate Veil: Transactional Lawyer's Perspective
Discussion of limitation of liability; origins and benefitsSelecting a corporate form; advantages and disadvantages between entity typesAvailable alternative actions against insiders not requiring veil piercing Chapter 93A Torts Wage ClaimsFiduciary Duty and Improper DividendsReach and Apply ActionsThree case studies: 'dubious manipulation, contrivance and finagling'
Jonathan F.X. O'Brien, Esq.,
Sherin and Lodgen LLP, Boston
2:50 - 3:35 pm
LLC Liability Loopholes & Piercing the Corporate Veil: Litigator's Perspective
Piercing the Corporate Veil is an equitable remedy outside the ordinary course Do not overlook basis for direct claims against insidersMy Bread Baking - the 12 factor test in MassachusettsStrategies to Consider When Drafting a ComplaintStrategies to Consider When Defending/Moving to Dismiss Case Studies
David B. Mack, Esq.,
O'Connor, Carnathan, and Mack LLC, Burlington
3:35 - 4:02 pm
LLC Liability Loopholes & Piercing the Corporate Veil: Additional Considerations and Recent Massachusetts Cases
LLCs and Corporations are assessed under the same standardsPleading citizenship for diversity jurisdiction in federal courtChoice of law considerationsDerivative claims versus direct claims•Recent cases in Massachusetts, state and federal court
Sara J. Shanahan, Esq.,
Sherin and Lodgen LLP, Boston
4:02 - 4:24 pm
LLC Liability Loopholes & Piercing the Corporate Veil: Delaware Law and Cases
Piercing the Corporate Veil is an equitable and extreme remedy in DelawareAsserting and Defending ClaimsRecent cases in Delaware Chancery Court and Federal Court
Mian R. Wang, Esq.,
Greenberg Traurig LLP, Boston
4:24 - 4:34 pm
Break
4:34 - 4:55 pm
LLC Liability Loopholes & Piercing the Corporate Veil: Directors and Officers Insurance - Considering Coverage/Collecting on Judgement
Standard Policy ProvisionsInsured v. Insured Exclusion
David B. Mack, Esq.,
O'Connor, Carnathan, and Mack LLC, Burlington
Sara J. Shanahan, Esq.,
Sherin and Lodgen LLP, Boston
Mian R. Wang, Esq.,
Greenberg Traurig LLP, Boston
Jonathan F.X. O'Brien, Esq.,
Sherin and Lodgen LLP, Boston
Please Note
This webcast is delivered completely online, underscoring their convenience and appeal.
There are no published print materials. All written materials are available electronically only.
They are posted 24 hours prior to the program and can be accessed, downloaded, or printed from your computer.
Speakers
ChairSara J. Shanahan, Esq.,
Sherin and Lodgen LLP, Boston
Faculty
David B. Mack, Esq.,
O'Connor, Carnathan, and Mack LLC, Burlington
Jonathan F.X. O'Brien, Esq.,
Sherin and Lodgen LLP, Boston
Mian R. Wang, Esq.,
Greenberg Traurig LLP, Boston
