This essay is presenting the concept of lifting the corporate veil from two different points of view.

United States of America and United Kingdom are two systems with apparently similar doctrines, because both are based on the common law system. Despite this fact, the courts of US and UK have different approaches when it comes to decide upon piercing the corporate veil and keeping the shareholders liable for the obligations of the corporation. First it needs to be settled what is a corporation and what are the main characteristics of it. Needs to be settled what is legal personality and limited liability. Further, it will be shown the approach given to limited liability and lifting the veil in UK and US as shown by case law. Case law is a better way to discern the contrast between these two legal systems. In principle a business corporation comprises five core characteristics, as it follows: legal personality which means that the firm has its own assets and can contract on behalf of them, limited liability, transferable shares, centralized management under a board structure and shared ownership by contributors of capital. This are the corporations as we have them today, and by the end of the nineteenth century in almost every important economic area the businesses where organized in corporations with all these characteristics. Most of the firm relationships are contractual relationships. Whether they are inside of the firm between the owners, managers, and employees, or outside of the firm between the firm and suppliers or customers. Therefore the corporation was often characterized as a nexus of contracts but is more appropriate to call the firm a nexus for contracts as it is a legal fiction that serves as a nexus for a set of contracting relationships between individuals. In order to be a common counter party in this contracts, the firm is required to have a so called separate patrimony, which means that the personal assets of the firms owners are situated in another pool of assets than the assets owned by the firm itself. The separate patrimony term derives from the civil law system , where patrimony is seen as the total amount of rights and obligations that a person owns, in this case a legal person like the company. In order for the company to sue and be sued in its own name, it needs to have legal personality. For this reasons legal personality and limited liability are strictly connected to each other. Limited liability fulfills the, so called, function of defensive asset partitioning. It protects the assets of the firm owners from the creditors of the firm. But this protection has its limits, and this limits represent the reasons for which the corporate veil can be lifted by the court, and the rights or duties of the corporation will be treated as the rights or liabilities of the shareholders or the agents administering the firm.