Can a contractor name an LLC owner personally in a payment dispute?

Short answer: yes, he can name you personally. Whether he wins is a different question. Anyone can sue anyone for anything. The real issue is if he can pierce the veil or if there's a personal guarantee. If there's no signed guarantee, he's probably just trying to scare you.

In Texas, the LLC shield is strong but not absolute. If you personally guaranteed the debt, signed a contract in your own name, or committed fraud, you're on the hook. Otherwise, he's fishing. Did you sign anything at all? Even an email saying 'I'll make sure you get paid' can be construed as a guarantee in some courts, though.

The fact that he's threatening to name you personally suggests he might have something. Or he's just blowing smoke. Contractors do this all the time to get leverage. Tell him to pound sand and see if he actually files. Most don't.

What does your operating agreement say? If you're the sole member, some states allow a charging order only, but Texas isn't great for that. Still, a charging order protects protects you from personal liability. But if he's suing for breach of contrract, he has to sue the entity that signed the contract.

lurker_2020 brings up a good point. Who signed the contract? If the LLC signed it, he's got to sue the LLC. If you signed it personally, you're screwed. Simple as that.

I'm a contractor in Texas and I've dealt with this. A lot of subs will name the owner personally just to scare them into paying. It's a common tactic. Unless there's a personal guarantee or you commingled funds, he's wasting his time. But you might want to talk to a lawyer just to be safe

Happened to me. Sub sued me personally and the LLC. Judge dismissed the personal claim because the contract was with the LLC and there was no personal guarantee. Cost me $1500 in lawyer fees but it went away. Don't ignore it though, that's how you get a default judgment.

Also check if your LLC is in good standing. If you've let it lapse or didn't file the annual reporrt, he might argue you're operating as a sole proprietorship. That's a common way to pierce the veil.

PecanPie is right. Ignoring it is the worst thing you can do. Even if you're right, a default judgment means he wins. Get a lawyer to write a letter. Usually shuts them up.

Everyone's saying 'get a lawyer' but that costs money. If it's a small amount, maybe just send him a certified letter stating the LLC is the proper defendant and you're not personally liable. If he sues, then get a lawyer.

Certified letter won't do anything. He knows he can't win against you personally. He's just hoping you don't know that. Ignore or lawyer up. There's no middle ground.

This is why I always have a clause in my contracts that says 'any dispute must be brought against the LLC only, not the individual members.' Adds a layer of protection.

Good call. That 'Manager' signature should be enough. Just make sure you don't accidentally say anything that could be construed as a guarantee., And keep your personal finances separate. Good luck.

Let us know how it goes. But yeah, probably bluffing.