The Supreme Court laid down the exceptions to the Nell Doctrine, in which instances, the transferee shall assume the liabilities of the transferor corporation...
Generally where one corporation sells or otherwise transfers all of its assets to another corporation, the latter is not liable for the debts and liabilities of the transferor...
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...