Professor Ann E. Conaway, a distinguished professor at the Widener University Law School, has provided scholarly insights here about her disagreement with some Delaware decisions in terms of how they approach piercing the veil of an LLC and why the analysis should not be the same as would apply to piercing the corporate veil. An excerpt from the good professor’s post follows:
… In light of the recent Delaware Supreme Court opinion in CML V v. Bax, the Supreme Court made clear that investors have a “choice” between a corporation and an unincorporated entity. That choice, according to the Supreme Court, affects the law that applies to the entity. As the Supreme Court made obvious in CML V, corporate law has no place in Delaware LLCs….
The CML V v. Bax decision referenced above was highlighted on these pages here.
Supplement: Prof. Bainbridge comments on Prof. Conaway’s post here. Rebuttal by Prof. Conaway posted here.