CCJ rules on Belize case, offers clarification on when courts can overlook a company’s separate legal identity

In a definitive judgment with far-reaching implications for corporate law across the Caribbean, the Caribbean Court of Justice (CCJ) has unanimously reversed a controversial appellate decision from Belize. The December 10, 2025, ruling in Beth Clifford and Beltway Investment Group Inc v LCW Investments, LLC reaffirms the foundational legal principle of corporate separateness.

The case stemmed from a 2017 real estate development agreement between LCW Investments and Green Development Partners Ltd (GDP), a company directed and solely owned by Beth Clifford. The contract stipulated that LCW would purchase land and fund construction, with all payments directed to another Clifford-controlled entity, Beltway Investment Group Inc. After LCW paid substantial sums but received neither land titles nor the completed property, it terminated the contract and sued GDP, Beth Clifford, and Beltway.

While Belize’s High Court correctly limited damages to GDP—the sole contracting party—the Court of Appeal controversially pierced the corporate veil. It held Ms. Clifford and Beltway jointly liable with GDP, citing ‘impropriety’ in the corporate structures and the transaction’s nature, despite acknowledging neither was a party to the original contract.

The CCJ’s bench, comprising Justices Rajnauth-Lee, Barrow, Jamadar, Ononaiwu, and Eboe-Osuji, systematically dismantled this reasoning. The court emphasized that disregarding a company’s separate legal personality is an exceptional remedy reserved for demonstrable abuse or misuse of the corporate form—a threshold unmet in this case. There was no evidence Clifford had misused GDP’s corporate identity for fraudulent purposes. Regarding Beltway, the court found it acted as a lawful payment conduit per the contract, with no misappropriation of funds alleged.

Consequently, the CCJ reinstated the High Court’s judgment, absolving Clifford and Beltway of liability and awarding them costs. This precedent reinforces statutory corporate protections, providing crucial certainty for investors and businesses operating within CCJ member states by curbing judicial overreach in veil-piercing.