Berkey v. Third Avenue Railway Co.

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Berkey v. Third Avenue Railway Co
Crowd gathers for updates to 1920 World Series.JPG
Court New York Court of Appeal
Citation(s) 244 N.Y. 602, 155 N.E. 914 (1927)
Case opinions
Judge Benjamin N. Cardozo
Piercing the veil, tort victims

Berkey v. Third Avenue Railway Co 244 N.Y. 602 (1927) is a classic veil piercing case by Judge Benjamin N. Cardozo in United States corporate law.


Minnie Berkey had an accident on a tram line operated by the Forty-second Street, etc., Railway Company. She suffered personal injury. The Third Avenue Railway owned it, along with another two corporations with street railways on different routes. Third Avenue not only owned nearly all the stock, the board of directors and executive officers were also nearly the same. Ms Berkey sued the parent, Third Avenue Railway Co, to compensate her for personal injury.

However, it was contrary to New York law at the time for one street railway company to assign its franchise to another without the Railway Commission's approval. So it was argued that a transfer in any liabilities from one to the other was an illegal contract, and therefore transfer of tort liability for Ms Berkey's personal injury was also illegal.


The New York Court of Appeals held that the Third Avenue Railway Co was not liable for the debts of the subsidiary. It was necessary that the domination of the parent company over the subsidiary was required to be complete, in order for the parent company to be treated as liable for the debts of the subsidiary. It was needed that the subsidiary be merely the alter ego of the parent, or that the subsidiary be thinly capitalized, so as to perpetrate a fraud on the creditors.

Cardozo J said the following.

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