I have been a Certified Arbitrator for over 15 years. My experience as a commercial litigator has allowed me to develop an extensive background in both commercial law and civil litigation procedures.
Although I tend to focus on commercial arbitration, I have arbitrated a number of other civil disputes. My procedural background is applicable to any form of civil dispute, and I have an excellent working knowledge of other areas of civil law. For example, I work with National Arbitration and Mediation (NAM) as an arbitrator presiding over any type of claims filed by passengers against cruise lines. And, if the controversy truly presents novel legal issues, I read everything presented thoroughly and I am a very quick learner.
Alternative Dispute Resolution, or Mediation, is evolving as a popular choice to resolve business disputes. Since time is money, it also makes good business sense. Quite often, parties can settle their differences after one session. Compared to the traditional legal route which involves extra time, money, and frustration, the mediation alternative is the logical option.
What are the benefits that businesses achieve when they choose mediation to resolve their disputes?
Debt Imputation to Corporate Principles
A Creditor’s chances of collecting a debt from a defunct or insolvent corporation are somewhere between “slim and none”. Collection of such debt invariably requires imputing the corporate debt to Third Parties using various collection remedies.
Proceedings supplementary is such a Debt collection remedy, commenced by a Judgment Creditor against either fraudulent transferees of a Debtor’s assets, (usually the Debtor’s officers, directors, and/or shareholders) or a successor business owned by the same people, known as INSIDERS. And if the Debtor’s INSIDERS used the corporation to perpetrate a fraud on Creditors, that can also be a basis to pierce the corporate veil and hold the Insiders liable for the debt.
Pursuing Corporate Insiders and Business Successors on Corporate Debt
A Creditor’s chance of collecting from a defunct DEBTOR corporation lies somewhere between “slim and none”, unless a Creditor can impute the debt to Third Parties, including DEBTOR officers, directors, shareholders, spouses, family members (collectively called Insiders) and/or successor businesses. Such debt imputation can be based on either their receipt of fraudulently transferred DEBTOR assets, ownership of a successor business, or by piercing the DEBTOR’s corporate veil.
Officers and directors of solvent corporations owe fiduciary duties exclusively to the shareholders, generally expressed in terms of the duty of care, loyalty, and the duty to maximize the shareholder’s return. The duty of care is satisfied by following a reasonable, informed, deliberative process, attending meetings, keeping themselves informed, and discussing important issues. The duty of loyalty requires directors to act in good faith in the best interests of the corporation and its shareholders. Violations would be the misappropriation of corporate assets or opportunities, or self-dealing. The duty to maximize return is self explanatory.