What you say is true, but corporations are always formed by people who are usually called "promoters". Legal liability for transactions/contracts undertaken by

What you say is true, but corporations are always formed by people who are usually called "promoters". Legal liability for transactions/contracts undertaken by these promoters for the future corporation can be transferred to the corporation after it is formed with a novation agreement between the promoter and corporation (without consent of the contract partners). So there's a very clear road to what the OP wants, where transactions before corp formation belong to corp and only to corp, but yes, if that road isn't taken then liability could lie with him. Of course it all depends on state law, because in the US, corporations are creatures of the state.