The Court of Appeals reversed the summary judgment. The court noted that a decision to pierce to corporate veil requires a fact-sensitive inquiry. The court noted that Zeise had presented numerous facts to support piercing the corporate veil, including continued use of trademarks, logos and website address. In addition, the Court of Appeals found that continued use of trademarks, logos and website address created issues of material fact regarding Ziese's successor liability claim. The court, however, declined to issue a summary judgment in favor of Ziese. Rather, the court found that Ziese raised a genuine question of a material fact and therefore summary judgment was not appropriate. The case has been remanded for trial.
Practice Tip: When a company sells its assets to another company, it is important to remember intellectual property such as trademarks, patents and copyrights. Failure to document an assignment or license can result the "piercing the corporate veil," and personal liability of the business owners.
The case was assigned number 45A03-1104-PL-180 in the Indiana Court of Appeals. The opinion of the court was delivered by Justice Vaidik and joined by Chief Justice Robb and Justice Najam. This case is remanded to Hon. John R. Pera, Lake Superior Court , and Case No. 45D10-0912-PL-153.Opinion Ziese v Boyer