—and Delaware law requires a "strong case to induce a court of equity to consider two corporations as one."

This prong is satisfied where "the corporation was used to engage in conduct that was `inequitable,'`prohibited,'or an `unfair trade practice,'or `illegal.'"

Where one corporation owns all the shares of another corporation, co-operating in the same business, the former financing the latter, and the same persons are officers of both corporations, the latter is for certain purposes to be considered as an agency, adjunct or instrumentality of the former

—observing that when disregarding corporate form, there was no requirement that corporation was "originally intended to perpetrate a fraud

Thus, a party seeking to pierce the corporate veil "need not prove that the corporation was created with fraud or unfairness in mind. It is sufficient to prove that it was so used

For the protection of the rights of stockholders of the dominant, or parent company, and for righting of wrongs done them by means of the control of the dominant, or parent, company... the latter are to be treated as agents of the former, or even as identical with each other

Since Keenan, Delaware cases consistently have looked to who wields control over the corporation and have imposed the risk of fiduciary liability on that individual

—stating that corporate fiction will "never [be] resorted to when it would work an injury to any one [sic

A court of equity will disregard the separate legal existence of a corporation where it is shown that the corporate form has been used to perpetrate a fraud or similar injustice

In the early 20th century, certain courts have justified double derivative suits by relying on the theory of “piercing the corporate veil”–in other words, by treating the parent company and subsidiary as one entity