“Ambiguities of Corporate Personality”
No, “X” could not do that because in those transactions he was operating as himself. As per Daimler, “the acts of a company’s directors, managers, secretary, and so forth, functioning within the scope of their authority, are the company’s acts.” In this instance, “X” was not functioning within the scope of his authority for the corporation.
If “X” transferred all of the assets of the business to the corporation it would allow him to argue that he is the one liable for the loss but the creditors can’t collect because he owns no assets. “X” would further put forth that the creditors cannot go after the corporation’s assets because the corporation is a separate legal entity.
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