Are stockholders, directors, or officers personally liable for the liabilities of the corporation after the assets are exhausted?

The correct response highlights an important principle in corporate law known as the "corporate veil." Generally, shareholders, directors, and officers of a corporation enjoy limited liability, meaning they are not personally liable for the debts and obligations of the corporation beyond their investment in the company. This limited liability is a fundamental characteristic of a corporation that provides protection to individuals from personal financial risk associated with the corporation's liabilities.

However, there are exceptional circumstances where courts may decide to "pierce the corporate veil." This typically occurs in cases where there is evidence of fraud, misuse of the corporate form to evade personal responsibilities, or when the corporation is merely an alter ego or instrumentality of the individuals involved. If a court finds that the corporate structure is being abused in such a way, it may hold shareholders or officers personally liable for corporate debts, despite the general rule of limited liability.

This understanding reflects the nuanced nature of corporate law, where the default position favors limited liability, yet also acknowledges that certain situations necessitate lifting this protection to uphold justice and prevent abuse of the corporate form. Consequently, while the general rule offers protections, it's essential to recognize the specific exceptions that may arise, justifying the answer provided.