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The Nell Doctrine is a rule that the transferee corporation is not liable for the debts of the transferor, unless certain exceptions apply. Learn the legal bases, elements and examples of the Nell Doctrine and its exceptions, such as fraud, merger, continuity and business enterprise.
The Nell Doctrine states the general rule that the transfer of all the assets of a corporation to another shall not render the latter liable to the liabilities of the transferor. If any of the above-cited exceptions are present, then the transferee corporation shall assume the liabilities of the transferor.
The Nell Doctrine is a principle that the transfer of assets of a corporation under Section 40 of the Corporation Code does not carry with it the assumption of corporate liabilities. The case of Y-I Leisure Philippines, Inc. v. James Yu discusses the application of this doctrine in a fraud case involving the sale of shares.
The Nell Doctrine is a rule on the liability of the transferee corporation for the debts of the transferor in case of asset transfer. It is based on the principle of relativity under Article 1311 of the Civil Code and has four exceptions.
The Nell Doctrine is the rule that the transferee corporation is not liable for the debts of the transferor corporation. Learn the four exceptions to this rule, such as agreement, merger, continuation and fraud, with legal sources and examples.
The Supreme Court discusses the Nell Doctrine regarding the transfer of all assets from one corporation to another. Under the Nell Doctrine, the transferee corporation is generally not liable for the debts and liabilities of the transferor corporation, except under four exceptions.
The Nell Doctrine generally states that the transfer of all assets from one corporation to another does not make the transferee corporation liable for the debts and liabilities of the transferor.
