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DOCUMENT 2

ELECTRONICALLY FILED
3/15/2016 4:23 PM
41-CV-2016-900080.00
CIRCUIT COURT OF
LAUDERDALE COUNTY, ALABAMA
MISSY HOMAN, CLERK

IN THE CIRCUIT COURT OF LAUDERDALE COUNTY, ALABAMA


ALLAN NEILL, an individual,
PLAINTIFF,
v.
PGC ENTERTAINMENT, LLC, an
Alabama Limited Liability Company,
And
BRYAN K. ROBINSON, an individual
DEFENDANT.

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CIVIL ACTION NO.: ________________

COMPLAINT FOR BREACH OF CONTRACT


FACTS
1.

Plaintiff, Allan Neill, is over the age of nineteen (19) years and is located at 490

South Cherry St., Florence, Lauderdale County, Alabama.


2.

Defendant, PGC Entertainment, LLC, is an Alabama Limited Liability Company

with its principal place of business 412 South Court St, Florence, Lauderdale County, Alabama.
3.

Defendant, Byran Robinson, an individual, is over the age of nineteen (19) years

and resides at 75 Whitetail Xing, Killen, Lauderdale County, Alabama.


4.

On or about October 19, 2015, Defendants sole member, Bryan Robinson, acting

with full authority to bind the Company, executed and delivered to Plaintiff a Promissory Note,
which is attached hereto as Exhibit A.
5.

By the terms of said Note, Defendant promised to pay to Plaintiff the sum of

$275,000.00, on October 27, 2015, some EIGHT (8) days after the execution of the note.
COUNT I
BREACH OF CONTRACT
DEFENDANT PGC ENTERTAINMENT, LLC
6.

Plaintiffs re-aver and re-allege paragraphs 1 through 5 as if stated fully herein and

further aver as follows:


7.

Defendant Company has failed to pay the amount due to the Plaintiff or any

portion thereof, and has defaulted on the terms of said Note.

DOCUMENT 2

WHEREFORE THE PREMISES CONSIDERED, Plaintiff demands judgment against


said Defendant Company for the sum of $275,000.00, additional interest due on the note in the
amount of $10,541.48, plus costs and reasonable attorneys fees.
COUNT II
BREACH OF CONTRACT
DEFENDANT BRYAN ROBINSON
8.

Plaintiffs re-aver and re-allege paragraphs 1 through 7 as if stated fully herein and

further aver as follows:


9.

Individual Defendant Robinson has acted without regard to the corporate

formalities and procedures in an attempt to use the corporation as the alter ego of himself as an
individual, using the corporation as simply and instrumentality of the Defendant Robinson, and
is hence personally liable for all transactions and obligations of the company. See Chenault v.
Jamison, 578 So.2d 1059, 1061 (Ala. 1991) (citing Forester & Jerue, Inc. v. Daniels, 409 So.2d
830 (Ala. 1982) and Culp v. Economy Mobile Homes, Inc., 895 So.2d 857-60 (Ala. 2004).
10.

The company has never properly capitalized itself in order to operate as a

corporate entity, and hence Defendant Robinson is personally liable for all transactions and
obligations of the company. See Southern Sash Sales & Supply Co. v. Wiley, 631 So.2d 968, 970
(Ala. 1994).
11.

There is no evidence that Defendant Robinson invested the borrowed monies for

its intended purposes during the intervening EIGHT (8) days term of the note, or had a planned
methodology for repayment of said monies during said time frame creating a fraudulent purpose
as the inducement to borrow said funds, hence Defendant Robinson is personally liable for all
transactions and obligations of the company. See M & M Wholesale Florist v. Emmons, 600
So.2d 998, 999.
12.

There is no evidence that the Defendant Company has any assets or equity in any

form and therefore justice and equity demand that Defendant Robinson be held personally liable
for all transactions and obligations of the company.

See Econ Marketing, Inc. v. Leisure

American Resorts, Inc., 664 So.2d 869, 870 (Ala. 1995).


13.

Defendant Robinson has failed to pay the amount due to the Plaintiff or any

portion thereof, and has defaulted on the terms of said Note.

DOCUMENT 2

WHEREFORE THE PREMISES CONSIDERED, Plaintiff demands judgment against


Defendant Robinson for the sum of $275,000.00, additional interest due on the note in the
amount of $10,541.48, plus costs and reasonable attorneys fees.
THEREFORE, GIVEN THE ABOVE STATED PREMISES, Plaintiff prays as
follows:
A.

That this Honorable Court take jurisdiction over this matter, that it set a

date for hearing, and issue all notices necessary to accomplish the same;
B.

That Defendants be ordered to pay $275,000.00, additional interest due of

the note in the amount of $10,541.48, plus reasonable attorneys fees as a result of
Defendants default on the terms of said Note, and all costs of litigation and court costs;
and
C.

Plaintiff prays for such other, further and different relief, including general

relief to which in the premise Plaintiff has shown itself to be entitled.


/s/ James Q. Stanphill
James Q. Stanphill, Jr. (STA009)
Attorney for Plaintiff
102 South Court Street, Suite 532
Florence, AL 35630
(256) 764-1830
(256) 764-9840 Facsimile
JamesStanphillLaw@gmail.com
SERVE DEFENDANTS AS FOLLOWS:
BY CERTIFIED MAIL TO:
Defendants Address:
PGC Entertainment, LLC
c/o Bryan Robinson
P.O. Box 532
Killen, AL 35645
BY PERSONAL PROCESS SERVER:
Defendants Address:
Bryan Robinson
75 Whitetail Xing
Killen, AL 35645