18Piercing the Corporate Veil legal decision to treat the rights or duties of a corporation as the rights or liabilities of its shareholders. Usually a corporation is treated as a separate legal person, which is solely responsible for the debts it incurs and the sole beneficiary of the credit it is owed.Common law countries usually uphold this principle of separate personhood, but in exceptional situations may "pierce" or "lift" the corporate veil.
19Theories of Piercing the Corporate Veil Juristic Persons (Corporations) vs. Individual Investors/ShareholdersSeparate EntityResponsibility/Liability“Corporate Veil” = Limited Liability เท่าจำนวนหุ้นที่ค้างชำระTraditional
20Exceptions: CVP Statutory Veil-Piercing Substantive Legal Rules / StatutesPredictabilityAlter Ego--- "the other I" / Instrumentality Analysis and OtherNo StatutesParent – Subsidiary Relationships: AgencyOr Common Identity, MajorityFACTORS: Identities, Formalities, Status of Corporate AffiliatesJustified
21Veil-Piercing Under the Economic Enterprise or Business Theory A unity of purpose and “conduct interrelated operations as part of an integrated enterprise under common direction directed at the maximization of return for the group as a whole”FACTORS: Centralized control & economic integration, organization, market, & public identification as a unitary company