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New York courts have recognized for veil-piercing purposes the doctrine of equitable ownership, under which an individual who exercises sufficient control over the corporation may be deemed an 'equitable owner', notwithstanding the fact that the individual is not a shareholder of the corporation. See, e.g., Guilder v. Corinth Constr. Corp., ___ A.D.2d ___, ___, 651 N.Y.S.2d 706, 707 (3d Dep't 1997) ('Even if the [principals] were not [the corporation]'s legal owners, it is apparent that they dominated and controlled the corporation to such an extent that they may be considered its equitable owners.'). As the Appellate Division explained in Lally v. Catskill Airways, Inc., a nonshareholder defendant may be, 'in reality,' the equitable owner of a corporation where the nonshareholder defendant 'exercise[s] considerable authority over [the corporation] ... to the point of completely disregarding the corporate form and acting as though [its] assets [are] his alone to manage and distribute.' 198 A.D.2d 643, 603 N.Y.S.2d 619, 621 (3d Dep't 1993).


Equitable ownership has been recognized for veil-piercing purposes. See Mediators, Inc. v. Manney, No. 93 Civ. 2304, 1996 WL 554576, at *5 (S.D.N.Y. Sept.30, 1996) (citing Lally in determining that a nonshareholder could ...

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