Difference between revisions of "Fletcher v. Apex"

From Clever Camel Wiki
Jump to navigationJump to search
Line 13: Line 13:
 
# Atex was Kodak's agent
 
# Atex was Kodak's agent
 
# Kodak was the apparent manufacturer of the Atex keyboard
 
# Kodak was the apparent manufacturer of the Atex keyboard
# Kodak "acted in tortious concert with Atex in manufacturing and marketing the alleged keyboards"
+
# Kodak "acted in tortuous concert with Atex in manufacturing and marketing the alleged keyboards"
  
 
== Discussion ==
 
== Discussion ==
 +
"Delaware law permits a court to pierce the corporate veil of a company where there is fraud or where it is in fact a mere instrumentality or alter ego of its owner."
 +
 +
To win under an alter ego theory, one must show that:
 +
# the parent and the subsidiary "operated as a single economic entity" and
 +
# "that an overall element of injustice or unfairness ... is present"
 +
Fraud does not have to be shown for this theory.

Revision as of 14:05, 5 October 2010

Plaintiff

Fletcher

Defendant

Apex (corporation who makes keyboards) Kodak (sole shareholder in Apex)

Facts

The plaintiff is trying to recover for repetitive injuries sustained by using keyboards manufactured by Apex. Apex was at one point a wholly owned subsidiary of Kodak. Now it has changed its name to 805 Middlesex Corp. but Kodak is still its sole shareholder.

Plaintiff's argument

  1. Atex is an alter ego or instrumentality of Kodak
  2. Atex was Kodak's agent
  3. Kodak was the apparent manufacturer of the Atex keyboard
  4. Kodak "acted in tortuous concert with Atex in manufacturing and marketing the alleged keyboards"

Discussion

"Delaware law permits a court to pierce the corporate veil of a company where there is fraud or where it is in fact a mere instrumentality or alter ego of its owner."

To win under an alter ego theory, one must show that:

  1. the parent and the subsidiary "operated as a single economic entity" and
  2. "that an overall element of injustice or unfairness ... is present"

Fraud does not have to be shown for this theory.