BONNER et al. v. BRUNSON et al.
Fred Bonner and Bonner Roofing & Sheet Metal Company, Inc. (collectively Bonner) sued T.I. Brunson, LLC and Thomas I. Brunson, individually, to collect over $288,000 claimed due for roofing work done pursuant to a subcontract with the LLC on a condominium construction project on which the LLC acted as the general contractor. At issue is Bonner’s claim that Thomas Brunson (the owner and controlling member of the LLC) is personally liable for the alleged debt of the LLC because he abused the form of the LLC and is therefore no longer protected by the veil of a separately maintained LLC. Because we find no evidence in the record to support this claim, we conclude Brunson was not personally liable and affirm the trial court’s grant of summary judgment in favor of Brunson, individually.
Just as the so-called “corporate veil” protects an individual shareholder of a corporation from personal liability for the debts of the separate corporate entity (so long as the corporate forms are maintained) so is a member of a limited liability company (LLC) “veiled” from personal liability for the debts of the separately maintained LLC entity. Yukon Partners v. Lodge Keeper Group, 258 Ga.App. 1. 5-6, 572 S.E.2d 647 (2002); OCGA §§ 14- 11- 303; 14-11-1107(j). In order to pierce this veil and hold Brunson personally liable for the alleged debt of the LLC, there must be evidence that he abused the forms by which the LLC was maintained as a separate legal entity apart from his personal business. Fuda v. Kroen, 204 Ga.App. 836, 837, 420 S.E.2d 767 (1992). A court may disregard the separate LLC entity and the protective veil it provides to an individual member of the LLC when that member, in order to defeat justice or perpetrate fraud, conducts his personal and LLC business as if they were one by commingling the two on an interchangeable or joint basis or confusing otherwise separate properties, records, or control. Stewart Bros., Inc. v. Allen, 189 Ga.App. 816, 377 S.E.2d 724 (1989); Bone Constr. Co. v. Lewis, 148 Ga.App. 61, 250 S.E.2d 851 (1978); Clark v. Cauthen, 239 Ga.App. 226, 228, 520 S.E.2d 477 (1999).
Bonner contends that various conduct by the LLC and Brunson supports piercing the LLC veil and holding Brunson personally liable.
Bonner argues that construction loan draw requests submitted to the lender through December 1999 on behalf of the LLC showed work done by Bonner, but that none of the money was paid to Bonner and excessive sums were paid to a Brunson-owned corporation, which was a subcontractor for heating and air work on the project.
There is nothing in the draw request evidence that shows the LLC form was abused or that Brunson commingled or confused his personal affairs with the business of the LLC.
Bonner claims Brunson commingled LLC funds with his personal funds by taking a 
360,000 check from the LLC.
The uncontradicted evidence shows that the LLC’s money was paid to Brunson and repaid by him to the LLC under an agreement which maintained the LLC and its property as separate from Brunson’s personal account.
Bonner contends Brunson treated LLC funds as his own when Brunson’s wife, the LLC’s bookkeeper, wrote 16 LLC checks to cash totaling about 3,700. The record shows that the seven checks which Bonner specifically cites to in the record provided cash to pay for casual labor or security services for the project.
Bonner claims Brunson used LLC funds to have work done on his house. Brunson’s affidavit shows that one of the subcontractors on the LLC’s project also did personal work for Brunson at his house. The subcontractor submitted a single bill for 1,080 for all the work, and the LLC mistakenly paid the entire bill which included 408 for the work at Brunson’s house. When the error was discovered, it was corrected and Brunson was billed by the LLC for the 408. There was no evidence of abuse of the LLC form or commingling of properties.
Finally, Bonner contends that at least six payments made by the LLC to Brunson’s separate corporation (a heating and air subcontractor on the project) were not related to heating and air work on the project. Even if there was evidence that the payments showed an abuse of the separate LLC and corporate forms, this would have no bearing on Bonner’s claim that Brunson abused the forms legally separating the LLC from his personal affairs. Fuda, 204 Ga.App. at 838-839, 420 S.E.2d 767. In any event, we decline to consider the payments at issue. In support of this contention, Bonner argues only that there is an absence of evidence showing what the payments were for and cites to a 28-page list of checks in the record showing about a thousand checks written by the LLC for various purposes on the project, apparently hoping we will sift through all the checks to find and address the six or more payments. See Court of Appeals Rule 27(c)(3). In the absence of any evidence that Brunson abused the form of the LLC by commingling or confusing LLC business with his personal affairs, the trial court correctly granted summary judgment dismissing the claim that Brunson was personally liable for the alleged debt of the LLC. Stewart Bros., 189 Ga.App. 816, 377 S.E.2d 724; Bone Constr. Co., 148 Ga.App. 61, 250 S.E.2d 851; Clark, 239 Ga.App. at 228, 520 S.E.2d 477.
