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Re: tdbowieknife post# 80069

Saturday, 01/20/2024 7:14:21 PM

Saturday, January 20, 2024 7:14:21 PM

Post# of 81735
I remembered reading up on this a while back:
"Moreover, a parent corporation may be liable on a contract signed by its subsidiary if the subsidiary is shown to be a mere shell dominated and controlled by the parent for the parent’s own purposes.

In In re Sbarro Holding, Inc., 91 A.D.2d 613 (2d Dept. 1982),

a holding company sought to stay an arbitration proceeding against it and other related corporations on the ground that the agreement that called for arbitration was between a franchisee and its subsidiary. The court held that all the related corporations could be compelled to participate in the arbitration proceeding, although they were not signatories of the contract. The court explained that:

The corporate veil will be pierced (1) to achieve equity, even absent fraud, where the officers and employees of a parent corporation exercise control over the daily operations of a subsidiary corporation and act as the true prime movers behind the subsidiary’s actions, and/or (2) where a parent corporation conducts business through a subsidiary which exists solely to serve the parent."

https://fhnylaw.com/the-parent-and-the-subsidiary-when-is-the-former-liable-for-the-actions-of-the-latter/

I'm not 100% sure this is applicable here, interpretation of the
law is not my forte, but it does seem to fit.

D_DOG

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