case United States English original

Walkovszky v. Carlton

Classic New York case refusing, at the pleading stage, to impose personal shareholder liability merely because a taxi business used many thinly capitalized corporations.

Brief English Introduction

The case is a staple comparator for the undercapitalization problem: thin capital and enterprise fragmentation are troubling, but the majority required more than the lawful use of multiple corporations and minimum insurance.

Use It For

Use this against Chinese debates over “significant undercapitalization” to ask when capital weakness becomes abuse of limited liability.

Teaching Notes

The dissent gives students a creditor-protection argument, while the majority makes them confront the boundary between corporate-law doctrine and legislative insurance policy.