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Pierce Corporate Veil Question with LLC

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alinford

Junior Member
What is the name of your state? UT

If an LLC has a member that used funds personally, and the corporate veil is pierced due to that, are other members of the LLC also automatically personally liable for debt?
 


tranquility

Senior Member
A lot of if's there. To start, piercing the corporate veil is not simply a matter of using the LLC's funds. Alter ego is far more than that. Generally you would not pierce unless it was very undercapitalized or if a person acted as though it was his own. The second is very hard where there are other members. I don't ever recall it happening, but havent done a case search. In my gut, it seems like out protection could be pierced only to the one acting as the alter ego but in protection could be pierced against the entire LLC (although maybe only with a charging order--depending on the state). I both cases, other members outside protection should be fine as long as they behaved reasonably when they discovered any problems.
 

tranquility

Senior Member
If the LLC gets sued, out protection protects the members. If the person get sued, in protection would protect the LLC from shifting the burden to the ownership of anything but the ownership portion owned by the person sued.
 

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