Q: A company that does concrete work evidently changed its entity LLC business name before being sued.
I sued the new entity as its the same work and business as whatever the old one was. They’re saying I filed against the wrong business but the owner is the same guy. Do I still have a case if he changed the entity and the work done was under the old one? I don’t know the old entity. Only the new one comes up on the secretary of states web site. There was still a warranty in place when he changed it. Work was done 7/2021 and 10/2021. I brought attention to issues on 02/2022. He changed his business entity on 3/2022
A:
Formal business entities like corporations and limited liability companies are separate and distinct individual entities. The fact that they have a common owner does not change that. It’s like saying you should be legally responsible for something your brother did because you have the same father.
You should know which company you did business with and gave you a warranty. If the new company wasn’t even created at the time of the transaction, it should be easy for it to win the case you filed against it. Go back through your paperwork to identify the correct company. You might also consider asking the defendant company’s attorney which company it claims is the correct company.
Be aware that if the correct company has no assets and its warranty is not insured through a CLIP (contractual liability insurance policy), there might be no available non-exempt assets to satisfy any judgment you may be awarded. If so, the warranty may not be worth the paper it is printed on. Most express warranties insured by a CLIP containing language identifying an insurance company (e.g. “this warranty is underwritten by ABC Ins. Co.”)
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