extremely broadly it quote includes every person having control or custody of any employment place of employment for any employee it isn't possible to read this language as to mean both a natural person and a corporation and that definition is generally applicable throughout the nevada revised statutes let's point out that that definition was inaccurate in nineteen eighty five the same year that the current version of corporate officers or directors it would not have used the phrase every person when defining the category of potential defendants it really depends on what they meant by every person now there's a very easy you don't ordinarily think the manager is going to take out his checkbook to pay employees so why shouldn't we just interpret this as including every person as every corporation every partnership required by the contact person means a natural person any form of business or social organization and any other non governmental legal entity including but not limited to a corporation partnership association trust or unincorporated association the terms not i understand that but the your argument was where it says every person it must be something other than a corporation i'm just suggesting that the partnership explains that and so i just wonder why why we would extend it down the employee train maybe to the next supervisor to the next supervisor but we've had to do two district court judges f have been interpreted this different correct i know one party i know of one district court judge i know there was a recent opinion that there is this judge and then there was an earlier reality of the circumstances this case none of the individual defendants quote control the purse strings close quote support the plaintiffs job and he held diametrically opposed to the position you're advancing today so we've had to district court many states have laws that allow employees to sue corporate offices and directors managers for unpaid wage claims so it's not we're not asking the court to decide now that it's so unique that it's doing something to other states or even the federal government hasn't done with respect to the fair labor standards act but i want to return to defendant seem to concede that they are liable under the plain language of the statute they don't argue that this language should be interpreted in any way to exclude them they simply argue that was repealed by implication by that is limited liability corporation law and there's two problems with that first that law and  eighty six point three seven one limits liability for members and managers of the corporation only defendant james mann work on was not a member of the manager of the corporation v s s enterprises that owned this casino  the complaint doesn't allege facts that would make you must statutory number or manager of that corporation and he's not named on the form that one of the defendants attached to their motion to dismiss which is that hates not you know the excerpts of record that do you have a definition of her in the bankruptcy context that means anything other than the corporation that put the business into bankruptcy at the time  company the company company was operating in but the individual members still had operational control and you know that's true of any corporation that can operate other than people but you do have an argument on this every person but that does not extend to the bankruptcy context and i wondered if there's a case where the corporation this particular corporation goes into bankruptcy they're the debtor that that definition has extended to workers of the corporation employees of the corporate i'm not familiar with such a case the only case i could find involving the question whether managers may be held liable under waive statutes even after a court a company goes into bankruptcy is still somewhat of a position here because i've only been involved in this case for about the last three weeks and when i first reviewed the briefs and the record of people when i first became involved i tasked some younger lawyers to help me understand some things and i'm glad that we are here on a do novo review today because i think there are a couple of issues on the fair labor standards act claim first begins with the question of whether an employer who has a contract i'm leaving to one side the question of whether these individuals are liable because i want to deal with the base claim if i may whether an employer who has a contract with the union to pay employees which is concededly a lot more than the minimum wage is liable under the minimum wage law if the employer closes its doors an act of bankruptcy and the does not pay my initial reaction to this was the thought was preposterous we've all heard of it enron worldcom massive multinational bankruptcies and has the court heard of a claim in which one hundred thousand employees have brought a minimum wage claim on the ground that the young paid wages at the time of filing the bankruptcy are due now of course they're doing bankruptcy in the employees may file a claim in bankruptcy as the employees  although that's not a matter of record but that is a fact so i began with that proposition and then i found a case which i have a professional obligation to bring the attention to court has not been cited by plaintiffs in this case is a decision of this crisis they were paid two weeks late after they had been paid and you know very the plaintiff's lawyer brought an action seeking liquidated damages under twenty nine u s c section two sixteen an amount  equal to the minimum wage for the period in which is zero was paid the tourney's freeze question pre judgment interest the district court sustain the claim in this court in a three to two decision sustain that clin can there is some obligation to bring that to the court to ten town so we have rules that if you're going to call a quick court attention you file in advance and serve a copy so we can read the case and the other counsel can be prepared and i understand that judge definition of employing that f l i say is a person other than the actual employer is the person who who acts on behalf of the employer in relation to employees the court can look at the that everybody has an employer i don't know about a law and that employer is the person who has custody or control of the place of employment or the employees or of the employment itself it is not intended to say there are eighty five employers in every case just because there are people who are agents who act on behalf of the employer it's to me that there is an area for disagreement as to meaning  understand correctly the nevada supreme court has never given us a definition have the parties talk about the possibility of certification to the nevada supreme court no that has not come up that there was no hearing on this matter before judge this issue through the nevada supreme court for a ruling i think that is uniquely a question for this court as well as for the district court i respectfully suggest that as your honour's question earlier to ms martin suggested there are two to nevada district judges one of whom judge pros deeply respected and experienced to rule on this question and the other judge dawson who is relatively new or but who by the way spent many years as a justice of the peace which is  general jurisdiction in the who is also deeply experienced in matters of local law both of whom have determined that the definition urged by the plaintiffs in this case is not the appropriate definition i that should be  sufficient but if this court wish to certify that question i certainly would not resist it because i think it is uniquely a question for this court and for the district court one final point i want to make simply regret regarding the f s l a as i suspect all three of these members of this panel are aware under section two sixteen any person desiring to file a minimum wage claim must file a written consent with the court the filing of the complaint itself is insufficient the seventh circuit has ruled on this probably the most articulate this night circuit is not probably the most articulate question case on this is the northern district of illinois a and judge pro has ruled on it there is no such consent on file in this case so there's a condition preceding that hasn't been satisfied that's a matter of record because you have the record before you let me turn martin would you respond to the point that there isn't consent on file and that this may be required as a condition precedent there it's correct that there is not a consent on file i understand that the only argument with respect to the fair labor standards act claim that was raised on the motion to dismiss in the district court was the arguments raised in the brief here that somehow because it was in bankruptcy there is no longer liability there was a point made  commissioner of social security