stating that piercing the corporate veil should occur only “with great caution and not precipitately” (quoting Schlater v. Haynie, 833 S.W.2d 919, 925 (Tenn. Ct. App. 1991))
How later courts described this case
- stating that piercing the corporate veil should occur only “with great caution and not precipitately” (quoting Schlater v. Haynie, 833 S.W.2d 919, 925 (Tenn. Ct. App. 1991))
- noting the disagreement as to whether the Continental Bankers test applied in the situation of seeking to hold a sole shareholder liable for the debts of the corporation but ultimately holding that the plaintiff could not prevail under either theory
- noting that even in the absence of an express credibility finding, a “finding on credibility may be implied from the manner in which the trial court decided the case”
- reversing a decision to pierce the corporate veil on a breach of contract claim where the only evidence in support was that the president and controlling shareholder of a company had made assurances that the company would honor the contract
Written by the judges who cited it.
The opinion
HOLLY M. KIRBY, J.,
concurring separately.
I agree fully with the majority’s analysis in this case. I concur separately only to add a comment as to the portion of the opinion on the Fair Labor Standards Act.
In this case, we are affirming the trial court’s award to Mr. Edmunds under the Fair Labor Standards Act and under his employment contract. It is unusual, though possible, for an employee whose duties would place him within the protections of the Fair Labor Standards Act to also have an enforceable claim for salary under an employment contract. It is highly unusual for such an employee to have a contractual salary of as much as $65,000 per year. Here, the trial court found that Mr. Edmunds was not an administrative employee who was exempt from the FLSA. As noted by the majority, the issues raised on appeal do not include this ruling; that is the only reason why it is not among the issues we review on appeal. That is why we find ourselves with the anomaly of an opinion that enforces a contractual salary claim of $65,000 per year as well as an FLSA claim.
ORDER
Appellee Robert Edmunds filed a petition to rehear on December 28, 2012. In his petition, Mr. Edmunds argues that this Court failed to afford a proper deference to the trial court’s findings and misconstrued the facts and law as to whether the corporate veil should be pierced to allow Appellant Michael Garrison to be liable for the corporate debts of Appellant Delta Partners, L.L.C. After due consideration of Mr. Edmunds’ petition, it is respectfully DENIED.