VANDE WALLE, Chief Justice.
[¶ 1] Geri Chillemi, Michael Jon Nat-wick, Main Realty, Inc., and Mainland, Inc. (collectively referred to as “appellants”) appealed from a district court judgment piercing the corporate veil of Main Realty, holding Chillemi, Natwick, and Mainland jointly and severally liable for a judgment against Main Realty, and voiding the assignments of real estate listings from Main Realty to Mainland. We affirm the part of the judgment piercing the corporate veil of Main Realty and reverse the part of the judgment imposing liability on Mainland.
I
[¶ 2] According to Chillemi, she and another individual incorporated Main Realty in 1985 to purchase the trade name Main and Company Realtors and “everything that was in it” for $20,000. Chillemi testified Main Realty was “established to put agents on as independent contractors to list and sell real estate,” and since 1985, the number of agents working at Main Realty varied from three to fifteen. At the times relevant to this action, Chillemi was the sole shareholder, president, and treasurer of Main Realty, and Natwick was the vice president and secretary of Main Realty. Chillemi and Natwick resided with each other and are partners in Mainland Ventures Unlimited, a partnership that owns commercial property and leased office space to Main Realty.
[¶ 3] Main Realty’s office policies identified Chillemi as the designated broker at Main Realty and required all associates to sign a contract with Chillemi to establish independent contractor status. Main Realty’s office policies also provided:
3. GOAL: The goal of Main and Company, Realtors is to provide a good working atmosphere for Realtors who work here, and to provide a tool for the Realtors to earn 100% commissions at least cost to the Realtor.
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7. COMMISSIONS: Any new agent at Main and Company, Realtors can opt to sign a contract to receive 100% earned commissions or 70% of earned commissions. All sales agents agree to comply with the contract provisions that they sign. If an agent opts to go on a 70% commission contract, they can stay on this contract until the company debt exceeds $5,000.00. At that time, the sales agent must either go on a 50%/50% split or transfer to another Company. If an agent opts to go on the 100% commission contract, their bill must be paid in full by the 10th of the month. There will be a $10.00 per day late fee after the 10th of the month. If the bill is not paid by the 10th of the month, the full bill plus late fees will be taken from their • closings until it is paid in full. If the agent’s pended closing commissions are not enough money to cover the bill and late fees, the agent can stay at Main and Company REALTORS on a 50/50 commission split, where agent [841]*841will be entitled to only 50% of the commission. The 50% paid to the company will NOT be applied to the agent[’]s bill. The bill plus late fees must be paid in full out of agent’s share of commissions prior to again receiving 100% commissions.
8. EXPENSES: All Realtors on a ■ 100% contract will be required to pay the following: Desk fee, all MLS dues, books, and listing fees, all advertising expenses, all their own promotional advertising, all individual office supplies, all business cards, stationary, envelopes, Purchase Agreements, Listing Contracts, Handy Pads, For Sale Signs, Open House Signs, Sign Installation fees, long distance phone calls, camera and film, and any other expenses incurred over and above the Company Expenses listed in paragraph 9.
9. OFFICE EXPENSES: The monthly office fee will pay for the office rent, office desk and chairs, secretary and related expenses such as FICA, Unemployment Insurance and Workmen’s Compensation, telephones and local telephone service, office MLS fees, office Real Estate Commission fees. Copy machine supplies and service, Supra Locks, business liability insurance and office keys.
10. DESK FEE: The desk fee can be raised by the designated broker at Company only if office rent, secretary expenses, or another major expenditure is required by Company that benefits all Realtors at Company.
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16. All listings belong to the listing agent. The listing agent can establish the commission he/she wishes to charge sellers and Main and Company, Realtors will not set any standard commission. Each agent must determine what they will pay to a selling agent, whether it is a seller representative or a buyer representative. Main and Company, Realtors urges all agents to get seller approval to cooperate commissions with buyer agents. Main and Company, Realtors also discourages any discrepancy in paying commissions .differently between buyer and seller representatives, unless it is expressly stated that way by a seller in writing on the listing contract. As owners of your listings, you can transfer, co-list them, sell them, etc., provided that all expenses and rent at the company is paid up-to date. If any charges are in arrears, no listings can be transferred either to another agent or to another Company, until payments are made current.
[¶4] Chillemi testified Main Realty, used a “real estate salesperson contract” with its “sales agents,” which said Main Realty was a duly licensed real estate brokerage firm in North Dakota; the parties agreed to comply with North Dakota laws relating to the real estate sales industry; the parties agreed the agent was an independent contractor; the agent “shall receive ONE HUNDRED PERCENT (100%) of any earned commissions, which earned commissions, upon receipt by [Main Realty], shall be paid over to Sales Agent” and “[i]n exchange for receiving these commissions, sales agent agrees to pay a monthly rent and expenses to” Main Realty; in consideration for receiving 100 percent of earned commissions, the agent agreed to pay Main Realty $600 per month in rent by the 10th of each month, which was increased to $650 per month effective May 1, 2002; the contract was month-to-month and could be terminated by Main Realty if the agent failed to pay monthly rent; and the agent automatically forfeited the 100 percent commission and immedi[842]*842ately went to a 50 percent commission if the rent was not paid by the 10th of the month.
[¶ 5] The Axtmanns sued a Main Realty agent and Main Realty regarding the Axtmanns’ purchase of a house. In May 2004, a jury decided Main Realty and the individual agent were jointly and severally liable to the Axtmanns for $75,000, plus interest, in economic damages, the individual agent was guilty of fraud and liable to the Axtmanns for $45,500 in exemplary damages, and Main Realty was guilty of fraud and liable to the Axtmanns for $19,500 in exemplary damages. A judgment was filed in that action on June 1, 2004.
[¶ 6] Meanwhile, the' April 22, 2004, minutes of a special meeting of the board of directors of Main Realty, which consisted of Chillemi and Natwick, state that three agents had transferred to other companies in the last two weeks, the monthly rent generated from the remaining five agents was insufficient to cover Main Realty’s cost of doing business, and it was impossible to get any new agents to transfer to Main Realty. A motion carried to dissolve Main Realty and to submit notice to its landlord, Mainland Ventures, that Main Realty would vacate the premises. Those minutes also state that Natwick would form his own company and transfer his real estate license to that company. Main Realty accepted Natwick’s resignation as vice president and secretary and Chillemi filled those vacancies until the corporation was dissolved.
[¶ 7] On May 19, 2004, Natwick incorporated Mainland, Inc. In documents dated between May 21, 2004,. and June 1, 2004, Chillemi, as president of Main Realty, signed several “assignment[s] of contract” for listing contracts for agents affiliated with Main Realty, in which Main Realty agreed to relinquish to Mainland all claims for any commissions for the sale of the real estate covered by those listings. The assignments said all commissions would be paid to Mainland at closing and Mainland would be responsible for the listing contract and all aspects of the transaction. Natwick signed the assignments as president of Mainland. According to both Natwick and Chillemi, Mainland did not pay Main Realty any consideration for the assignments of those listings and Chillemi subsequently began working as an agent and independent contractor for Mainland.
[¶ 8] • On May 28, 2004, Chillemi closed Main Realty’s bank account. According to Chillemi, she received $150.52 when she closed the account and she used that money to pay Main Realty’s May phone bill, which was “around [$]400.” On June 2, 2004, Chillemi signed a statement of intent to dissolve Main Realty, and the North Dakota Secretary of State subsequently issued a letter involuntarily dissolving Main Realty for failing to file an annual report.
[¶ 9] The Axtmanns subsequently levied on Main Realty’s property and obtained $7.52 from a sheriffs sale of office equipment to apply to their judgment against Main Realty. The Axtmanns then sued Chillemi, Natwick, Mainland, Main Realty, and Mainland Ventures, alleging that after the Axtmanns obtained their judgment in the prior action, Chille-mi dissolved Main Realty and Natwick incorporated Mainland and that the listing agreements and interests in real estate commissions formerly held by Main Realty were transferred to Mainland for no value. The Axtmanns alleged the transfers of listing agreements were fraudulent transfers and sought a declaration that Mainland was a successor in interest to Main Realty for purposes of collecting the prior judgment against Main Realty, an [843]*843order preventing the dissipation of commissions and assets belonging to Main Realty, and an order piercing the corporate veil of Main Realty and imposing personal liability on Natwick and Chillemi for the debts of Main Realty and Mainland.
[¶ 10] After a bench trial, the district court decided Main Realty’s assignments of listing contracts to Mainland were fraudulent transfers under N.D.C.C. ch. 13-02.1 and Mainland was liable for the Axtmanns’ judgment against Main Realty as a continuation of Main Realty. The court also pierced Main Realty’s corporate veil and imposed personal liability on Chil-lemi and Natwick for the Axtmanns’ judgment against Main Realty.
II
[¶ 11] The appellants argue the district court erred in piercing the corporate veil of Main Realty and holding Chillemi and Natwick personally liable for the Ax-tmanns’ judgment against Main Realty.
[¶ 12] The officers and directors of a corporation generally are not liable for the ordinary debts of a corporation. Jablonsky v. Klemm, 377 N.W.2d 560, 563 (N.D.1985); Hilzendager v. Skwarok, 335 N.W.2d 768, 774 (N.D.1983). Organizing a corporation to avoid personal liability is a legitimate goal and is one of the primary advantages of doing business in the corporate form. Hanewald v. Bryan’s Inc., 429 N.W.2d 414, 415 (N.D.1988). In Jablonsky, at 563, however, this Court also said that when the notion of a corporate entity is used to defeat public convenience, justify wrong, protect fraud, or defend crime, the law regards the corporation as an association of persons.
[¶ 13] In Jablonsky, 377 N.W.2d at 563 (quoting Victoria Elevator Co. v. Meriden Grain Co., Inc., 283 N.W.2d 509, 512 (Minn.1979)), we applied the following factors to determine whether to disregard a corporate entity and pierce the corporate veil:
insufficient capitalization for the purposes of the corporate undertaking, failure to observe corporate formalities, nonpayment of dividends, insolvency of the debtor corporation at the time of the transaction in question, siphoning of funds by the dominant shareholder, non-functioning of other officers and directors, absence of corporate records, and the existence of the corporation as merely a facade for individual dealings.
Proof of fraud is not a necessary prerequisite for disregarding the corporate entity, but an element of injustice, inequity, or fundamental unfairness must be present before a court may properly pierce the corporate veil and that element of unfairness may be established by the showing of a number of the requisite factors for piercing the corporate veil. Jablonsky, at 563-64. The essence of the requirement for fairness is that an individual cannot hide from the normal consequences of carefree entrepreneuring by doing so through a corporate shell. Id. at 567 (quoting Labadie Coal Co. v. Black, 672 F.2d 92, 100 (D.C.Cir.1982)).
[¶ 14] This Court has also recognized that the attitude toward piercing the corporate veil is more flexible in tort than in contract, because the creditor has an element of choice inherent in a voluntary contractual relationship whereas the ordinary tort case forces the debtor-creditor relationship upon the creditor by the occurrence of an unexpected tort. Jablonsky, 377 N.W.2d at 565-66 n. 1. In tort cases, particular significance is placed on whether a corporation is undercapitalized, which involves an added public policy consideration of whether , individuals may transfer a risk of loss to the public in the [844]*844name of a corporation that is marginally financed. Id. In Jablonsky, 377 N.W.2d at 566, this Court explained the obligation for adequate capitalization:
“ ‘ “[t]he obligation to provide adequate [risk] capital begins with incorporation and is a continuing obligation thereafter * *. * during the corporation’s operations.” ’ [quoting Gillespie, The Thin Corporate Line: Loss of Limited Liability Protection, 45 N.D.L. Rev. 363, 387-388 (1968)]. In Briggs Transp. Co. v. Starr Sales Co., 262 N.W.2d 805, 810 (Iowa 1978), the court stated:
‘ “If a corporation is organized and carries on business without substantial capital in such a way that the corporation is likely to have no sufficient assets available to meet its debts, it is inequitable .that shareholders should set up such a flimsy organization to escape personal liability. The attempt to do corporate business without providing any sufficient basis of financial responsibility to creditors is an abuse of the separate entity and will be ineffectual to exempt the shareholders from corporate debts. It is coming to be recognized as the policy of the law that shareholders should in good faith put at the risk of the business unencumbered capital reasonably adequate for its prospective liabilities. If capital is illusory or trifling compared with the business to be done and the risks of loss, this is a ground for denying the separate entity privilege.” ’ ”
[¶ 15] The burden of establishing a basis for piercing the corporate veil rests on the party making the claim, and the resolution of the issue is “ ‘heavily fact-specific’ ” and “ ‘peculiarly within the province of the trial court-.’ ” Jablonsky, 377 N.W.2d at 565 (quoting United States v. Jon-T Chemicals, Inc., 768 F.2d 686, 694 (5th Cir.1985)). We review a district court’s resolution of the corporate veil issue under the clearly erroneous standard of N.D.R.Civ.P. 52(a). Jablonsky, at 565. A finding of fact is clearly erroneous if it is induced by an erroneous view of the law, if no evidence exists to support the finding, or if, on the entire record, a reviewing court is left with a definite and firm conviction a mistake has been made. E.g., Mountrail Bethel Home v. Lovdahl, 2006 ND 180, ¶ 11, 720 N.W.2d 630. Merely because a reviewing court may have viewed the facts differently if it had been the initial trier of fact does not entitle the reviewing court to reverse the district court’s findings of fact. Jablonsky, at 567.
[¶ 16] Here, the district court found three factors existed to warrant piercing the corporate veil. The court found Main Realty was undercapitalized, it was insolvent and could not pay its debts at the time of the Axtmanns’ judgment and for several years before that judgment, and it was a “pass through” corporation with no substantial assets. The court said it would be unfair and unjust not to pierce Main Realty’s corporate veil, and the court held Chillemi and Natwick personally liable for the Axtmanns’ judgment.
[¶ 17] The appellants argue Main Realty was sufficiently capitalized for its purpose and its inability to pay a large judgment is not evidence of undercapitalization. The appellants claim there must be proof of other factors plus an element of injus- • tice. They assert Main Realty, functioned properly for 20 years, and the evidence establishes Main Realty followed corporate formalities, including filing tax returns and holding annual meetings, and paid its bills up to the Axtmanns’ judgment. They claim the corporation was intended to provide brokerage services and its manner of operation was similar to other businesses in the real estate industry.
[845]*845[¶ 18] Chillemi testified that she and another individual formed Main Realty in 1985 to purchase the trade name Main and Company Realtors from another real estate broker, who had run the business under “the hundred percent commission concept.” According to Chillemi, she and the other individual paid $20,000. to buy the trade name and “everything that was in” Main and Company Realtors. The district court found Chillemi “purchased the business twenty years ago for $20,000.00. However, there [was] no evidence that more capital was put into the business after that $20,000.00.” The court also found it was foreseeable that Main Realty might be liable for claims by customers, Main Realty failed to make any provisions for assets to cover foreseeable liabilities, and Main Realty was insolvent at the time of the Axtmanns’ judgment and for years because it was unable to pay its normal debts and relied upon Chillemi’s personal credit to operate. The court said although Main Realty “provided a necessary service to Chillemi, Natwick and the other agents by providing the tools they needed to sell real estate and close on real estate transactions, most notably the brokerage services and the use of a trust account,” Main Realty was merely a “pass through” corporation.
[¶ 19] Under North Dakota law, no person may act as a “real estate broker” or a “real estate salesperson” without a license issued by the real estate commission. N.D.C.C. § 48-23-05. See N.D.C.C. §§ 43-23-06.1(8) and (10); 43-23-08(3) and (4) (defining real estate broker and salesperson and outlining different license standards for each). The licensing standards require a real estate broker to have been actively engaged as a real estate salesperson before becoming a broker and specify that a salesperson be “employed or engaged” by a broker. See N.D.C.C. §§ 43-23-06.1(10) and 43-23-08. No co-partnership, association, corporation, or limited liability corporation may be granted a real estate license unless at least one partner, shareholder, member, manager or officer of the business holds a broker’s license and every employee who acts as a salesperson holds a license as a salesperson. N.D.C.C. § 43-23-05. Every person, partnership, association, corporation, or limited liability company licensed as a real estate broker is required to have, a definite place of business within North Dakota for the transaction of real estate business and all licenses issued to salespersons shall designate the employer of. the salesperson. N.D.C.C. § 43-23-12. If a salesperson changes employment, prompt notice of the change must be given to the real estate commission with the name of the licensed broker into whose employ the salesperson is about to enter. Id. A real estate brokerage firm and its licensees are bound to a client by the duties of loyalty; obedience, disclosure, confidentiality, reasonable care, diligence, and accounting. N.D.C.C. § 43-23-12.1. See N.D.C.C. § 43-23-06.1(4) and (9) (defining “designated broker” as licensee designated by real estate brokerage firm to act on behalf of the firm and “real estate brokerage firm” as a person providing real estate brokerage services through that person’s licensees and which is licensed by the commission as a real estate brokerage firm). Section 43-23-12.2, N.D.C.C., specifies the duties of a real estate brokerage firm, its licensees, and the clients for wrongful acts, errors, omissions, or misrepresentations by the licensees or by the client. Under N.D.C.C. § 43-23-14.1, brokers must maintain, in the broker’s name or the firm’s name, a separate trust account in which the broker shall immediately place all funds not belonging to the broker, including funds in which the -broker may have some future interest. See also N.D. [846]*846Admin. Code § 70-02-01-15 (trust account requirements).
[¶ 20] The statutory scheme for real estate transactions contemplates that sales be conducted through a real estate broker and that licensees in a brokerage firm work through the brokerage firm and a designated broker. Main Realty was structured to meet the requirements for a brokerage firm and trust accounts in N.D.C.C. ch. 43-23. The requirements for real estate brokers, brokerage firms, and trust accounts, however, does not mean a business entity may use the corporate form as a shell to avoid foreseeable liabilities. Other than the $20,000- that Chillemi and another used to purchase Main and Company Realtors from a .third person when Main Realty was formed in 1985, this record does not reflect there has been any further capital infusion into Main Realty and the business was structured to comply with our real estate statutes without.providing any assets to meet foreseeable liabilities. The plain language of Main Realty’s agreements with its sales agents and Main Realty’s office procedures state that “[a]ll listings belong to the listing agent,” and the payment of commissions was structured to comply with the trust account requirement that each sale be through a specified broker.
[¶ 21] Although there is some language in Main Realty’s contracts with its agents and in its office policy that provides for different commission percentages in Certain cases and the district court stated “[s]ome realtors were 100% commission realtors and paid a fixed fee to the company for rent [and] some realtors were split commission realtors,” there is no evidence that any of the commissions for the listings Main Realty assigned to Mainland were based on anything other than a 100 percent commission. To the extent the district court’s statement is a 'finding that some of the agents involved with those listing agreements were split-commission agents, there is no evidence to support a finding to that effect. In the absence of any evidence that Main Realty’s agents were entitled to anything other than a 100 percent commission and under the plain language of Main Realty’s contracts with its agents, the listing agreements assigned by Main Realty to Mainland belonged to the respective listing agent and had no value to Main Realty. However, it is inconsistent for Main Realty to claim on one hand that the assigned listing agreements were not fraudulent transfers because the agreements did not belong to Main Realty and to claim on the other hand that it had adequate capitalization to satisfy foreseeable liabilities. To the extent the district court decided the listing agreements had value to Main Realty and Main Realty’s assignments of those agreements to Mainland were fraudulent and imposed liability on Mainland, we conclude the court erred. Main Realty cannot have it both ways, however, and the fact that those listing agreements belonged to the respective agent and had no value to Main Realty supports the district court’s finding that Main Realty was undercapitalized.
[¶22] Moreover, the minutes of Main Realty’s annual meetings establish that Main Realty was not itself making a profit and had some outstanding credit card debt. The minutes also reflect that Chiller mi and Natwick used their commissions to pay Main Realty’s credit card debt. Although Main Realty may have operated as a viable entity for several years, there was evidence it struggled to satisfy corporate debts, which must be considered with the evidence about its level of capitalization and the use of the corporation as a “pass through” business for its agents.
[¶ 23] The Axtmanns’ underlying judgment against Main Realty was based, in [847]*847part, on a jury finding that Main Realty was guilty of fraud. Our analysis in this case is informed by that underlying judgment. In tort cases, a lack of capitalization is particularly significant and involves an added policy consideration of whether individuals may transfer a risk of loss to the public in the name of a corporation that is marginally financed. Jablonsky, 377 N.W.2d at 565-66 n. 1. As we recognized in Jablonsky, at 567, the essence of the requirement for fairness is that an individual cannot hide from the normal consequences of corporate entrepreneur-ing by doing so through a corporate shell.
[¶ 24] We are not left with a definite and firm conviction the district court made a mistake, or misapplied the law in piercing Main Realty’s corporate veil and imposing personal liability on Chillemi and Natwick. We therefore conclude the court’s decision to pierce Main Realty’s corporate veil is not clearly erroneous. We further conclude, however, the district court erred in deciding the listing agreements had value to Main Realty and the assignments from Main Realty to Mainland were fraudulent transfers. Moreover, because by terms of the contracts, the listing agreements belonged to the respective listing agents and were not assets of M!ain Realty, we conclude there is no basis for imposing liability on Mainland as a continuation of Main Realty.
III
[¶ 25] We affirm the part of the judgment piercing the corporate veil of Main Realty and imposing personal liability on Chillemi and Natwick, and we reverse the part of the judgment imposing liability on Mainland.
[¶ 26] MARY MUEHLEN MARING, J, concurs.