African Bio-Botanica, Inc. v. Sally Leiner, T/A Ecco Bella
New Jersey Superior Court, Appellate Division
624 A.2d 1003 (1993)
Leiner (defendant) was the sole owner, president, and director of Ecco Bella, a New Jersey corporation, but her checks and letterhead said only "Ecco Bella" with no indication it was incorporated, and African Bio-Botanica (plaintiff) was never told Ecco Bella was a corporation when it sold products to her on credit. After Ecco Bella failed to pay $1,530 owed, African sued both Ecco Bella and Leiner personally; the trial court found African reasonably believed it was dealing with Leiner's sole proprietorship and held Leiner personally liable, though it denied prejudgment interest.
Whether, under New Jersey law, an agent who fails to disclose that she is acting on behalf of a corporation is personally liable for the resulting transaction.