La responsabilità limitata degli azionisti e il rimedio del piercing the corporate veil nell'esperienza nordamericana

The article aims to illustrate the origins and reasons which that led to the birth of legal personality and limited liability of shareholders in the United States of America and the parallel development of the common law doctrine called “piercing the corpo-rate veil”, which was meant as a remedy adopted by the judges in order to directly sanction shareholders for social obligations, had they made improper use of the corporate veil. Several doctrinal contributions have been analyzed which, by stigmatiz-ing an excessively subjective and empirical application of this jurisprudential remedy, have, paradoxically, contributed, albeit with some exceptions, to its affirmation in an expansive way. Finally, the most recent attempts by experts in the field have been recalled, through the analysis of thousands of state and federal cases that have con-cerning the piercing the corporate veil, to propose classifications of conceptual types in order to introduce elements of rationality and objectivity by looking for the search for shared solutions for the benefit and in the interest of legal operators.