Gladys Boles and 28 other owners of property at

Hidden Valley Lakes Development sued the corpo-

rate developer, National Development Co. Inc. (NDC); NDC's parent, Sunstates Corporation; and

the individual behind both corporations, Clyde Engle, for breach of contract and fraud. The center-

piece of this development, Crystal Lake, a 30-acre recreational lake, failed to hold water; and it was

determined that it could never do so. Instead of having a 30-acre lake as the centerpiece, the plaintiffs

had a 30-acre hole in the ground. While the con-troversy over NDC's breach of contract was pending,

Engle made a "proposal" to the CEO of NDC to transfer $2.4 million in receivables to Sunstates in

exchange for an unsecured promissory note. Evi-dence showed that all of Sunstates 'assets thereafter were transferred to Engle, making the note NDC held from Sunstates worthless. Sunstates purchased

approximately $1.9 million of oriental art, antique jewelry, rare books, and other collectibles, which

were maintained in Engle's home in Illinois. Like-wise, Sunstates purchased a Rolls Royce from Libco,

a corporation in which Engle was the majority shareholder. This automobile also appeared to be in

Engle's possession or control. Engles regrets that the lake did not work out, a risk that the developer and

the homeowners have to live with, and points out that NDC is a separate legal entity with limited lia-

bility for its shareholders. Engle asserts that he is not personally liable for damages in this case. Decide.

[Boles v. National Development Co., Inc., 175 N.W.3d 226 (Tenn. App.)]