Reverse Veil Piercing: Evaluating when an LLC’s assets are subject to claims against a member (2024 Edition)
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 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.
2 hour CLE
Get this course, plus over 1,000+ live webinars.
Learn More
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.
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
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 | 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
Upcoming CLE Webinars
![5th Annual Tax Rep Summit [3-Day Event] (Presented by Tax Rep)](https://nosscrcle.org/wp-content/uploads/2025/10/Product_img_-5th-Annual-Tax-Rep-Summit.jpg)
