Desestimación de la personalidad jurídica en Colombia y Estados Unidos : estudio de marco legal y precedentes jurisprudenciales

Abstract

This thesis studies the establishment of companies in Colombia, emphasizing how this legal action separates the shareholders' assets from those of the business entity. However, it points out that shareholders sometimes use these structures for fraudulent purposes. In response to this issue, the concept of "piercing the corporate veil" is introduced, allowing courts to question this separation in cases of abuse.

Although this legal concept exists, the text argues that its application is restrictive in Colombia and the United States due to its potential impact on the theory of limited liability, a fundamental concept that promotes investment and the economic system by reducing personal financial risk in business activities.

Ultimately, striking a balance between protecting shareholders and preventing abuse and fraud poses a dilemma for judges. It is highlighted that courts are cautious when applying veil piercing and reserve it for cases with clear evidence of abuse or fraud. This ensures that most companies can operate with the confidence that shareholders will not be personally responsible for debts and obligations, which, in turn, promotes investment and economic growth.

In summary, the disregard of the corporate veil is an important tool but is used sparingly in these jurisdictions to balance the interests of shareholders, the prevention of abuse, and the maintenance of a business-friendly environment for investment and entrepreneurship.