Bacik Group, LLC v. Apex Disaster Specialists Louisiana, LLC et al

UNITED STATES BANKRUPTCY COURT
WESTERN DISTRICT OF LOUISIANA
LAKE CHARLES DIVISION
IN RE:
APEX DISASTER SPECIALISTS 	CASE NO. 24-20176
LOUISIANA, LLC
Chapter 7
Debtor
BACIK GROUP, LLC
Plaintiff 	ADVERSARY PROCEEDING
NO. 24-2009
VERSUS
APEX DISASTER SPECIALISTS
LOUISIANA, LLC, et al.
Defendants
MEMORANDUM OPINION
This is an action by Bacik Group, LLC (“Bacik” or “Plaintiff”) seeking to pierce
the veil of the Debtor, Apex Disaster Specialists Louisiana, LLC (“Apex” or “Debtor”),
________________________________________
JOHN W. KOLWE
UNITED STATES BANKRUPTCY JUDGE
SO ORDERED.
SIGNED July 24, 2026.
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to hold the alleged owners of the Debtor, Jennifer Rulon (“Ms. Rulon”) and her
husband, Ray Wright (“Mr. Wright”), liable for the Debtor’s debt to Bacik. Following
a trial on the merits, the Court ordered the parties to file post-trial briefs and then
took this matter under advisement following the submission of those briefs. The only
issue for decision is whether the individual defendants may be held personally liable
for Apex’s debt to Bacik. The Court has considered the trial record, and for the reasons
set out below, the Court will grant judgment in favor of Bacik.1
JURISDICTIONAL STATEMENT
Bankruptcy jurisdiction “is grounded in, and limited by, statute.” Celotex Corp.
v. Edwards, 514 U.S. 300, 307, 115 S. Ct. 1493, 1498, 131 L. Ed. 2d 403 (1995); see
also in re Wilborn, 609 F.3d 748 (5th Cir. 2010). Federal district courts “have original
jurisdiction but not exclusive jurisdiction of all civil proceedings arising under title
11, or arising in or related to cases under title 11.” 28 U.S.C. § 1334(b) (emphasis
added). There are thus three types of bankruptcy jurisdiction: “arising under,”
“arising in,” and “related to” jurisdiction.
“Arising under” jurisdiction encompasses claims created by title 11, such as an
avoidance claim under 11 U.S.C. § 548. See, e.g., Carlton v. BAWW, Inc., 751 F.2d
781, 787 (5th Cir. 1985). “Arising in” jurisdiction pertains to matters that could only
arise in a case under Title 11. Wilborn, 609 F.3d at 752. “Related to” jurisdiction exists
when “the outcome of that proceeding could conceivably have any effect on the estate
being administered in bankruptcy.” Matter of Wood, 825 F.2d 90, 93 (5th Cir.
1987) (quoting Pacor, Inc. v. Higgins, 743 F.2d 984, 994 (3rd Cir. 1984)). The district
court is authorized under 28 U.S.C. § 157(a) to refer “any and all proceedings arising
1 The Court entered an oral ruling on July 22, 2026, and now submits this Memorandum
Opinion in support of its Judgment. The Court notes that this Memorandum Opinion contains certain
corrections to its oral ruling that are explained below. These corrections have no effect on the
Judgment. To the extent of any differences between the oral ruling and this Memorandum Opinion,
the Memorandum Opinion governs.
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under title 11 or arising in or related to a case under title 11” to the bankruptcy judges
within the district.
“Arising under,” “arising in,” and “related to” bankruptcy jurisdiction is further
classified into “core” and “noncore” jurisdiction under the statutory framework
established by 28 U.S.C. § 1334 and 28 U.S.C. § 157. Proceedings that arise under or
arise in title 11 are defined as “core” matters, and those that are only related to a title
11 case are defined as noncore matters. See Stern v. Marshall, 564 U.S. 462, 474-75,
131 S. Ct. 2594, 2603-04, 180 L. Ed. 2d 475 (2011). Core proceedings include but are
not limited to 16 matters listed in 28 U.S.C. § 157(b)(2). Bankruptcy courts may
statutorily enter final judgments in “core” proceedings, while in “noncore” matters
bankruptcy courts may only submit proposed findings of fact and conclusions of law
to the district court for review and issuance of a final judgment. 28 U.S.C. § 157(c)(1).2
Whether a claim brought under an alter ego or piercing the veil theory is a
“core” matter is unsettled. See in re Sys. Eng’g & Energy Mgmt. Assocs., Inc., 252 B.R.
635, 649 and n.17 (Bankr. E.D. Va. 2000) (recognizing that “[c]ourts considering
whether ‘veil-piercing’ or ‘alter ego’ claims are subject to the core jurisdiction of the
bankruptcy court are split on the issue” and collecting cases). However, the Fifth
Circuit has held that a claim brought by a creditor against non-debtor owners of a
debtor company under an alter-ego theory was within the bankruptcy court’s core
jurisdiction because it could impact the claims allowance or disallowance process. See
in re Charles Evans Trucking Inc., 595 B.R. 715, 722 (Bankr. S.D. Miss. 2018) (“Core
proceedings include . . . allowance or disallowance of claims against the estate.”)
(citing 28 U.S.C. § 157(b)(2)(B)); see also In re Moore, 739 F.3d 724, 729 (5th Cir.
2014)); but see, e.g., Phar-Mor, Inc. v. Coopers & Lybrand, 22 F.3d 1228, 1236 and
1239 (3rd Cir. 1994) (holding that complaint filed by debtor corporation to pierce own
veil was non-core and observing that “actions by a creditor to pierce the corporate
2 Even if a bankruptcy court has statutory authority to hear a core matter, there may be
constitutional limitations on a bankruptcy court’s authority to enter a final judgment. See Stern v.
Marshall, 564 U.S. 462, 131 S. Ct. 2594, 180 L. Ed. 2d 475 (2011). In those circumstances, the
bankruptcy court may make a report and recommendation to the district court.
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veil, or alter ego actions against the debtor corporation, are often considered non-core,
‘related-to’ proceedings”).
While there is uncertainty among the courts as to whether a claim to pierce
the corporate veil is a core proceeding, this Court will follow the Fifth Circuit’s
guidance in In re Moore, supra, and find that Bacik’s action is a “core” proceeding
because it pertains to and may affect the allowance or disallowance of claims filed in
Apex’s bankruptcy case. But, if upon review it is determined that this is not a core
proceeding, then the Court finds that it has “related to” jurisdiction because Bacik’s
recovery from the owner of the Debtor could alter the Debtor’s liabilities and influence
the administration of the bankruptcy estate. See in re Charles Evans Trucking Inc.,
595 B.R. at 723. In that event, this Memorandum Opinion and corresponding
judgment shall be considered the Court’s report and recommendation.
BACKGROUND
Following Hurricane Laura in 2020, Apex and Bacik executed a Master
Subcontract Agreement (“Agreement”) which provided that Bacik, as subcontractor,
would 	engage 	in 	disaster 	remediation 	services 	for 	Apex’s 	clients. 	Under 	the
Agreement, Bacik was to be paid 70% of the total amount that Apex billed its clients.
After Apex received payment from all the homeowners and insurance carriers for
which Bacik provided services, Apex refused to pay Bacik. Thus, in 2021, Bacik filed
suit in the United States District Court for the Western District of Louisiana for
collection of the amounts due.
The District Court granted summary judgment in favor of Bacik and entered
two judgments. The first was entered on February 1, 2023, in the amount of
$200,700.75, representing the total amount owed to Bacik by Apex. The second was
entered on May 9, 2023, in the amount of $60,210.23, representing Bacik’s attorney
fees and costs, which it was entitled to recover under Louisiana law. Apex did not
appeal either judgment. The District Court explained its reasons for granting
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judgment in Bacik Grp. LLC v. Apex Disaster Specialists Louisiana LLC, No. 2:21-
CV-00447, 2023 WL 1460537 (W.D. La. Feb. 1, 2023).
Bacik 	made 	attempts 	to 	collect 	the 	judgments, 	including 	conducting 	a
judgment debtor exam of Apex on December 12, 2023. Although Mr. Wright appeared
at the exam on behalf of Apex, he did not bring any of the requested accounting and
bank records of Apex. Thus, the exam was held open and continued to a later date.
Before the judgment debtor exam could be completed, Apex filed a Chapter 11,
Subchapter V proceeding in this court on April 14, 2024.3 That case did not progress
smoothly, primarily due to the Debtor’s failure to file accurate monthly operating
reports, and other violations of basic bankruptcy rules. Thus, on November 6, 2024,
the United States Trustee (“UST”) filed a motion to convert Apex’s case to Chapter 7.
At the hearing on this motion, the UST established that in the three months
prior to Apex’s bankruptcy filing, Ms. Rulon transferred large sums out of Apex’s
bank account to an account maintained and owned by her. It was also established
that Ms. Rulon’s pre-petition practice of indiscriminately transferring money out of
Apex into accounts in her individual name had continued during the bankruptcy case.
Additionally, the evidence showed that the Debtor had not adhered to any formal
company accounting practices to distinguish between the company’s finances and Ms.
Rulon’s personal finances. The Court also found that Ms. Rulon had generally flouted
all bankruptcy and accounting rules resulting in material misstatements of the
assets, income, and expenses of the bankruptcy estate. Thus, the Court granted the
UST’s 	motion 	and 	on 	February 	6, 	2025, 	entered 	an 	order 	converting 	Apex’s
bankruptcy case to Chapter 7.4
In the meantime, on June 13, 2024, Bacik initiated this adversary proceeding
to pierce the corporate veil and pursue collection of Apex’s debt to Bacik from the
3 In re Apex Disaster Specialists Louisiana, LLC, Case No. 24-20176 (Bankr. W.D. La.
4/15/2024).
4 Id., Order Granting Mtn. to Convert Case Chapter 11 to 7 (ECF #150).
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Debtor’s alleged principals, Ms. Rulon and Mr. Wright. The trial of this matter was
held on February 5-6, 2026, at which the Court heard testimony from Ms. Rulon, Mr.
Wright, and Patrick Gros, a certified public accountant hired by Apex during the
pendency of Apex’s chapter 11 proceeding. The Court also admitted numerous bank
statements and other documents into evidence.5
The Court will discuss the evidence admitted into the trial record below in
context of the legal issues presented in this case. In short, the Court must determine
whether the totality of the evidence supports piercing the veil of Apex to hold the
owner of the company liable. The Court finds that it does and will therefore grant
judgment in favor of Bacik.
DISCUSSION
In Louisiana, an entity, such as a limited liability company, is a distinct
juridical person and the “personality of a juridical person is distinct from that of its
members.” L A. CIV. C ODE art. 24. Louisiana also recognizes that individual members
of entities such as limited liability companies are generally shielded from personal
liability for the debts incurred by such entities.6
This 	shield is 	vast, 	but 	it 	is 	not 	impenetrable. 	The 	statutes 	governing
Louisiana limited liability companies, specifically La. R.S. § 12:1320, recognize that
members and managers of those companies may be responsible for the debts and
liabilities of a company in cases of “fraud,” “breach of professional duty[,] or other
5 The documentary evidence admitted into evidence during the trial is identified in Exhibits
filed in Open Court (ECF #82), and it is limited to the following: the Plaintiff’s admitted documents
PL #1 – Bacik’s Judgments against Apex; PL #2 – Apex Bank Statements, in globo, PL #3 – Apex
Monthly Operating Reports, in globo, PL #4 through PL #13, which are secretary of state filings for
numerous limited liability companies and other related contracts by those entities, which all have ties
to Ms. Rulon and/or Mr. Wright, and PL #14 – Master Subcontract Agreement between Bacik and
Apex. Defendants admitted a single document into the record, DEF JR #17, which is a multipage
document entitled “Apex Disaster Specialists La, LLC Member Draws & Contributions Apr. 14, 2021
– April 14, 2024” and can be found in the Exhibit List (ECF #78).
6 Taylor v. South LA Contractors LLC, No. 6:22-CV-00217, 2025 WL 51580 at *4 (W.D. La. Jan.
7, 2025), aff’d sub. nom., Taylor v. South LA Contractors LLC, No. 25-30150, 2025 WL 2987443 (5th
Cir. Oct. 23, 2025) (citing Martin v. Spring Break 83 Prod., LLC, 797 F. Supp. 2d 719, 724-25 (E.D. La.
2011), aff’d sub nom. Martin v. Spring Break ‘83 Prods., L.L.C., 688 F.3d 247 (5th Cir. 2012)).
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negligent or wrongful act.”7 Additionally, in exceptional circumstances, courts may
apply a jurisprudentially created rule to hold members of limited liability companies
responsible for the debts of the company by piercing the company’s veil:
[I]n narrowly defined circumstances, when individual members of a
juridical entity such as an LLC mismanage the entity or otherwise
thwart the public policies justifying treating the entity as a separate
juridical person, the 	individual member(s) have been subjected to
personal liability for obligations for which the LLC would otherwise be
solely liable. When individual member(s) are held liable under such
circumstances, it is said that the court is “piercing the corporate veil.”
Ogea v. Merritt, 2013-1085 (La. 12/10/13), 130 So. 3d 888, 895 (see, e.g., citing
Charming Charlie, Inc. v. Perkins Rowe Associates, L.L.C., 97 So. 3d 595, 598 (La.
App. 1 Cir. 2012)).
The Defendants’ primary defense to this action is purely legal. They contend
that the company veil of Apex cannot be pierced under La. R.S. § 12:1320 and the
Louisiana Supreme Court decision in Ogea v. Merritt, supra, because it is an LLC
rather than a corporation. The Court has already rejected this argument in deciding
other pre-trial motions. However, the defendants have again raised the same
argument in trial briefing, and thus the Court will address it in this opinion.
According to the defendants, Ogea established that the exceptions in La. R.S.
§ 12:1320(D) are the sole and exclusive remedies for a creditor to hold the individual
members of a limited liability company liable for the debts of the company. Thus, they
contend that since veil piercing remedies are not listed as one of the exclusive
remedies, those remedies cannot be asserted as a basis for recovery by Bacik. Put
another way, the defendants assert that the definitions in § 12:1320(D) and holding
of Ogea preclude the application of non-statutory, expansive jurisprudential theories
of veil piercing in the limited liability company context. Thus, Defendants seek
dismissal of Bacik’s action on this legal basis.
7 See L A. R EV. STAT . § 12:1320(D).
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This Court faced this exact argument in Redguard, L.L.C. v. Areno (In re
Areno), 615 B.R. 449 (Bankr. W.D. La. 2020).8 In Areno, the Court was faced with
making an Erie guess as to whether Louisiana courts would continue to apply
jurisprudentially created veil piercing doctrines in cases involving members of
limited liability companies post-Ogea. After performing a survey of Louisiana law on
the matter, this Court set forth three reasons why a Louisiana court would continue
to apply veil piercing doctrines to limited liability companies. First, the Louisiana
Supreme Court in Ogea did not abrogate those doctrines in the limited liability
context. Rather, it stated: “Piercing the corporate veil is largely a jurisprudential
doctrine. . . Further it is a doctrine that has neither been relied upon by the lower
courts in the instant case, nor invoked by the plaintiff.” Ogea, 130 So. 3d at 894-95.
Thus, the Ogea court did not address this issue.
Second, all five circuits of the Louisiana Courts of Appeal have historically
applied veil piercing doctrines to limited liability companies, and they have continued
to do so post-Ogea.9 Third, Louisiana courts have relied upon treatises and other legal
commentaries to conclude that “‘the same policy considerations in piercing the veil of
a corporation apply to an LLC.’” In re Areno, 615 B.R. at 460 (citing Louisiana cases
that cited Susan Kalinka, Jaffrey W. Koonce and Philip T. Hackney, Members and
Membership Interests—Piercing the Veil of a Limited Liability Company, 9 L A. CIV.
L. T REATISE & P ARTNERSHIP AND B US . & T AX P LAN. § 1.32 (4th ed. Nov. 2019 update)).
Thus, in Areno, it was this Court’s Erie guess that veil piercing doctrines remain alive
and well under Louisiana law in the limited liability company context.
8 The defendants are aware of this court’s Areno decision. However, they claim the court should
revisit it because, in their view, Areno was not decided correctly.
9 See An Erny Girl LLC v. BCNO 4 LLC, 257 So. 3d 212 (La. App. 4 Cir. 2018); Hector v. Mo-
Dad Envtl. Serv., LLC, 134 So. 3d 133 (La. App. 3 Cir. 2014); Charming Charlie, Inc. v. Perkins Rowe
Associates, L.L.C., 97 So. 3d 595 (La. App. 1 Cir. 2012); Bottom Line Equipment, L.L.C. v. BZ
Equipment, L.L.C., 60 So. 3d 632 (La. App. 5 Cir. 2011); ORX Resources, Inc. v. MBW Exploration,
L.L.C., 32 So. 3d 931 (La. App. 4 Cir. 2010); F.G. Bruschweiler (Antiques) Ltd. v. GBA Great British
Antiques, L.L.C., 860 So. 2d 644 (La. App. 5 Cir. 2003); Imperial Trading Co., Inc. v. Uter, 837 So. 2d
663 (La. App. 2 Cir. 2002); Hamilton v. AAI Ventures, L.L.C., 768 So. 2d 298 (La. App. 1 Cir. 2000).
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Given the defendants’ argument in this case, the Court updated its review of
Louisiana law and finds that the federal district courts for the eastern, middle, and
western districts of Louisiana, and Louisiana courts of appeal continue to apply veil
piercing doctrines to members of limited liability companies.10 Thus, this Court’s Erie
guess continues to be that, as a matter of law, veil piercing doctrines remain viable
in the limited liability company context in Louisiana. Thus, the court will decide this
case based on Louisiana’s jurisprudential standards for determining whether a
company’s veil should be pierced.
Louisiana courts generally look to Riggins v. Dixie Shoring Co., 590 So. 2d 1164
(La. 1991) for the factors that should be considered in determining whether a limited
liability company’s veil should be pierced.11 In Riggins, the Louisiana Supreme Court
held, in part:
There are limited exceptions to the rule of non-liability of shareholders
for the debts of a corporation, where the court may ignore the corporate
fiction and hold the individual shareholders liable. Generally, that is
done where the corporation is found to be simply the “alter ego” of the
shareholder. It usually involves situations where fraud or deceit has
been practiced by the shareholder acting through the corporation. . .
Some of the factors courts consider when determining whether to apply
the alter ego doctrine include, but are not limited to: 1) commingling of
corporate 	and 	shareholder 	funds; 	2) 	failure 	to 	follow 	statutory
formalities 	for 	incorporating 	and 	transacting 	corporate 	affairs; 	3)
10 See Hill Int'l, Inc. v. JTS Realty Corp., 2021-0157 (La. App. 1 Cir. 10/20/22), 370 So. 3d 16;
Mathes Brierre Architects v. Karlton/ISG Enters., LLC, 2019-0357 (La. App. 4 Cir. 12/3/20), 311 So.
3d 532, writ denied sub nom. Mathes Brierre Architects v. Karlton/ISG Enters., LLC, Int'l, 2021-00029
(La. 3/16/21), 312 So. 3d 1090; Patz v. Sureway Supermarket, No. CV 17-3465, 2018 WL 6788088 (E.D.
La. Dec. 26, 2018) (applying veil piercing factors to an LLC and finding the burden was not met);
Medve Energy Ventures LLC v. Warhorse Oil & Gas LLC, No. 6:17-CV-01336, 2018 WL 7051038 (W.D.
La. Nov. 21, 2018), report and recommendation adopted, No. 6:17-CV-01336, 2019 WL 303122 (W.D.
La. Jan. 17, 2019); Cargill, Inc. v. Clark, No. CIV.A. 14-00233-BAJ, 2015 WL 4715010 (M.D. La. Aug.
7, 2015).
11 See Intelligent Mortg. & Consulting Servs., LLC v. Arbor Lending Grp., L.L.C., 2023-1183
(La. App. 1 Cir. 10/29/24), 405 So. 3d 899, writ denied, 2024-01446 (La. 2/19/25), 400 So. 3d 931; Hill
Int'l, Inc. v. JTS Realty Corp., 2021-0157 (La. App. 1 Cir. 10/20/22), 370 So. 3d 16; Mathes Brierre
Architects v. Karlton/ISG Enters., LLC, 2019-0357 (La. App. 4 Cir. 12/3/20), 311 So. 3d 532, writ
denied sub nom. Mathes Brierre Architects v. Karlton/ISG Enters., LLC, Int'l, 2021-00029 (La.
3/16/21), 312 So. 3d 1090; Charming Charlie, supra.
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undercapitalization; 4) failure to provide separate bank accounts and
bookkeeping records; and 5) failure to hold regular shareholder and
director meetings. Kingsman Enterprises v. Bakerfield Elec. Co., 339 So.
2d 1280 (La. App. 1st Cir. 1976); Smith–Hearron v. Frazier, Inc., 352 So.
2d 263 (La. App. 2d Cir. 1977), writ denied, 353 So. 2d 1337 (La. 1978).
* * * * *
When a party seeks to pierce the corporate veil, the totality of the
circumstances is determinative. Harris v. Best of America, Inc., 466 So.
2d 1309 (La. App. 1st Cir. 1985); Liberto v. Villard, 386 So. 2d 930 (La.
App. 3d Cir. 1980); Smith–Hearron v. Frazier, Inc., supra. In order
properly 	to 	disregard 	the 	corporate 	entity, 	one 	of 	the 	primary
components which justifies piercing the veil is often present: to prevent
the use of the corporate form in the defrauding of creditors. Liberto v.
Villard, supra.
Riggins, 590 So. 2d at 1168–69 (La. 1991). The Riggins factors are illustrative, not
exclusive. Id. In the context of limited liability companies, the focus is primarily on
the first, third and fourth Riggins factors, i.e., whether there is a commingling of
company funds with those of the members, whether the company is undercapitalized,
and 	whether 	the 	accounting 	records 	of 	the 	company 	and 	the 	members 	are
independent of each other.12 Ultimately, whether a company’s veil should be pierced
comes down to the totality of the circumstances.
The Court will now examine the trial record in light of the Riggins factors. The
evidence consists of the testimony of Ms. Rulon, Mr. Wright, and Mr. Gros, as well as
bank statements and other records identified in footnote 5 of this opinion. The
evidence can generally be grouped into three categories for purposes of the Court’s
discussion: (a) Ms. Rulon’s use of “holding accounts” she owned in her personal name,
or the name of non-Apex entities, to receive transfers of cash from Apex; (b) vehicles
12 Not all the Riggins factors apply in the context of limited liability companies. “Under
Louisiana LLC law, members or managers of LLCs do not have to hold meetings, keep minutes or act
through formal resolutions.” Cargill, Inc. v. Clark, No. CIV.A. 14-00233-BAJ, 2015 WL 4715010 at *6
(M.D. La. Aug. 7, 2015) (quoting ORX Res., Inc. v. MBW Exp., L.L.C., 32 So. 3d 931 (La. App. 4 Cir.
2010)).
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owned by Ms. Rulon personally but paid for using Apex funds; and (c) the use of Apex
funds to pay personal expenses of Ms. Rulon, Mr. Wright, and their family members.13
a. The use of “holding accounts”
Ms. Rulon was questioned extensively regarding transfers that were made
from Apex’s bank account at Lakeside Bank into other accounts either in Ms. Rulon’s
name or in the name of now dormant companies owned by Ms. Rulon. Ms. Rulon
referred to these accounts as personal “holding accounts.” She explained that she
routinely moved money out of Apex into the holding accounts “to keep the balance in
the Apex account low.” She stated she would move money back to Apex’s account if
the company needed money.
Although the questioning primarily focused on two transfers — a $90,000
transfer from Apex to a dormant company owned by Ms. Rulon, JLC Enterprises,
made in March 2023 just after Bacik obtained its judgment, and a $46,000 transfer
made out of Apex into Ms. Rulon’s personal bank account in April 2024, just before
Apex filed bankruptcy — the bank statements and Ex. JR #17 show that such
transfers were frequent. Indeed, the Court’s review of these documents show that for
the period from February 1, 2023, the date of Bacik’s judgment against Apex, through
April 	14, 	2024, 	the 	date 	of 	Apex’s 	bankruptcy, 	approximately 	$450,000 	was
transferred out of Apex to the holding accounts (taking into account only transfers of
$1,000 or more during this time period). For the same period, the transfers back into
Apex from the holding accounts, including transfers from JLC Enterprises and
Walking T Ranch, appear to be approximately $200,000 (again, considering only
transfers of $1,000 or more).14
13 Bacik also argued that the defendants have a habit of simply starting new companies to
avoid paying creditors, and Bacik admitted numerous documents from the Louisiana Secretary of
State showing entities owned by the Defendants over the years. However, there is no evidence showing
that the defendants started these companies for the purpose of avoiding payment to creditors. Thus,
the Court does not find this evidence compelling and rejects Bacik’s argument.
14 The Court placed its oral ruling on the record. The oral ruling stated that the transfers out
of Apex exceeded $400,000, The figures used for the oral ruling were based on the bank accounts in
the record (which cover January 2023 through November 2023 only) and pages 17 through 23 (of 23)
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Despite this evidence, Ms. Rulon is adamant that she transferred more money
into Apex than she transferred into the holding accounts, referencing transfers into
Apex she claims to have made from her mother’s succession and from Walking T
Ranch, another company owned by her. As noted above, the bank statements and Ex.
JR #17 show transfers into the Apex bank account from other accounts in the name
of JLC Enterprises and Walking T Ranch. But the funds transferred in appear to be
much less than those transferred out for the period from February 1, 2023, through
April 14, 2024.
Moreover, had Ms. Rulon not transferred such large sums out of Apex into her
personal accounts in the first place, it seems Apex would have had sufficient sums to
pay Bacik’s judgment. Ms. Rulon essentially admitted this fact. In briefing, Ms. Rulon
stated that Apex always had sufficient money to pay Bacik, but that it had no
intention 	of 	doing 	so: 	“Apex 	did 	not 	pay 	the 	judgment 	because 	it 	was
in Ex. JR #17. For the period from February 1, 2023, through November 30, 2023, the Court cross-
referenced transfers out of Apex, in the amount of $1,000 or more as shown in the bank statements, to
entries labeled “Transfer from Apex to Joint” on pages 17 through 23 (of 23) in Ex. JR #17. The Court
also captured transfers shown from Apex into JLC Enterprises or Walking T Ranch, when labeled as
such in the bank statement. For the period from December 2023 through April 14, 2024, the Court
relied solely on the transfers shown on pages 22 and 23 (of 23) in Ex. JR #17, identified as “Transfer
from Apex to Joint,” as the record does not contain the bank statements for those months. The Court
inadvertently omitted certain transfers from Apex to the joint account shown on page 23 (of 23) of the
Exhibit. Taking those transfers into account shows that the total transfers out of Apex were
approximately $450,000.
For purposes of the oral ruling, the Court indicated that the transfers into the Apex bank
account from the holding accounts and from accounts in the name of Walking T Ranch and JLC
Enterprises were less than $50,000. This figure was based on the transfers into the Apex account
labeled as such in the bank statements in the record, which cover only the period from January 2023
through November 2023. The Court inadvertently omitted certain transfers into Apex from Walking
T Ranch from July 2023, which are not labeled as such in the bank statements, but appear on page 4
(of 23) in Ex. JR #17. Additionally, the Court’s oral ruling omitted transfers shown on page 5 (of 23) in
Ex. JR #17 identified as “Transfer from Joint to Apex” for the periods from December 2023 through
April 2024, and for which the Court does not have bank statements. Taking all those transfers into
account shows that the total transfers into Apex from the holding accounts, JLC Enterprises, and
Walking T Ranch were approximately $200,000.
These corrections do not change the Court’s finding that the transfers out of Apex far exceed
the transfers into Apex from the holding accounts and the accounts bearing the name of other, inactive
entities. Nor does it change the Court’s opinion that these transfers and all the transfers shown in the
record support piercing the veil of Apex. Simply put, the finances of Apex, the defendants, and the
other entities under the defendants’ control are indistinguishable.
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incredulous 	and 	believed 	the 	circumstances 	lacked 	equity 	. . . 	Apex
possessed sufficient funds to pay Bacik for years . . . Obstinance prevented
payment.”15
Ms. Rulon testified to the same effect at the trial, stating that the District
Court’s Judgment in favor of Bacik was unjust because, in her view, the District Court
failed to give Apex credit for payments that were made to certain individuals that
worked for Bacik.16 But, Apex did not appeal the judgment. Instead, the evidence
shows that Ms. Rulon took affirmative steps to ensure that Bacik would not be able
to collect the judgment by transferring vast sums out of Apex.
Mr. Gros also testified. He is a certified public accountant and was accepted by
the Court as an accounting expert. To be clear, he was not Apex’s regular company
accountant; he was hired by Apex approximately six months into Apex’s Chapter 11
case, primarily to correct monthly operating reports and other filings with the court.
He prepared Ex. JR. #17 during the pendency of the Chapter 11 bankruptcy.
Mr. Gros was asked about the transfers. He stated that owners of small
businesses often make transfers between their personal accounts and business
accounts as a form of cash management. He was then asked about the large transfers
that occurred after Bacik obtained its judgment against Apex. Mr. Gros stated that
Ms. Rulon informed him that the judgment was not final, due, and owing. Thus, he
was under the impression that it did not need to be paid. Indeed, Mr. Gros appeared
surprised when he found out for the first time, during his questioning at trial, that
the judgment had become final a year before Apex filed bankruptcy. When presented
15 Mem. in Opp. to Bacik Group, LLC’s Motion for Summary Judgment (ECF #58) at 9
(emphasis added).
16 Apex conceded that Bacik was entitled to summary judgment but disagreed that Bacik was
entitled to the full amount it was claiming: “Apex asserts that Bacik is entitled to damages at the
summary judgment stage but only for $125,352.26.” Bacik Grp. LLC v. Apex Disaster Specialists
Louisiana LLC, No. 2:21-CV-00447, 2023 WL 1460537, at *2 (W.D. La. Feb. 1, 2023). The District
Court rejected Apex’s argument, noting in a footnote that Apex never established how it reached this
number ($125,352.26). Id. at n. 20. Regardless, this statement is in contrast with Apex’s position
during this trial, which is that the judgment was incredulous, meritless, and never owed.
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with these facts, he conceded that the indiscriminate transfers to the personal holding
account and accounts held in the name of dormant companies would be a “red flag”
in his experience, as it could be evidence of fraud.
The Court agrees and finds that the numerous transfers between Apex, Ms.
Rulon’s personal accounts, and the accounts held in the name of other entities appear
fraudulent as they appear calculated to hinder Bacik’s ability to collect its judgments.
Thus, in the Court’s view, these transfers back and forth support piercing the veil of
Apex to hold Ms. Rulon personally liable for Bacik’s judgments. “[C]ourts frequently
decline to protect a shareholder against personal liability where a single shareholder
controls a number of different corporations and moves assets back and forth between
the various corporations.” Hill Int’l, Inc. v. JTS Realty Corp., 2021-0157 (La. App. 1
Cir. 10/20/22), 370 So. 3d 16, 34 (citing Glenn G. Morris and Wendell H. Holmes, 8
L A. CIV. L. T REATISE , Business Organizations § 32:6 (2022)) (“Thus, in cases involving
commingling of assets, poor financial record-keeping, or a complicated series of self-
dealing transactions among a number of affiliated entities, piercing the veil serves
functionally as a sort of “res ipsa loquitur” remedy for corporate creditors . . .”).17
Moreover, the Court finds the Riggins factors are satisfied. The transfers
resulted in a commingling of company and personal funds. Apex became grossly
undercapitalized, and perhaps rendered insolvent at times, because of the transfers.
And it clearly shows Apex was not employing basic accounting principles. Most
significantly, 	these 	transfers 	satisfy 	one 	of 	the 	primary 	requirements 	under
Louisiana law for piercing the veil: evidence of owners using the company form to
defraud creditors. See Riggins, 590 So. 2d at 1169.
17 Additionally, there is no evidence of these transfers being documented as loans. Nor were
any explanations or justifications given for these transfers, other than to keep Apex’s bank account
balances low.
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b. “Company vehicles” owned personally by Ms. Rulon.
The Monthly Operating Reports in the trial record indicate that Ms. Rulon
owned or leased, in her personal name, vehicles that were likely to have a value
approaching $500,000. Even though these vehicles were owned by her, she did not
personally pay for them. Undisputedly, the record shows that Ms. Rulon caused Apex
to 	pay 	for 	all 	these 	vehicles. 	This 	is 	further 	evidence 	of 	undercapitalization,
commingling of corporate and individual funds, and improper accounting practices.
Most significantly, it shows that Ms. Rulon treated the business of Apex as her
“individual business.” See Gordon v. Baton Rouge Stores Co., Inc., 168 La. 248, 121
So. 2d 759 (La. 1929) (president of corporation “treated the business of the corporation
as his individual business by, inter alia, procuring leases in his own name that were
intended for and actually used by the corporation.”).
c. 	Payment 	of 	personal 	expenses 	from 	the 	Apex 	operating
account.
During the pendency of Apex’s bankruptcy case, this Court found that virtually
no corporate accounting formalities were being followed, and that the finances of the
company and Ms. Rulon were impermissibly intertwined. Based on these factors (and
other factors, such as the use of the holding account described above), the Court
converted Apex’s bankruptcy case from Chapter 11 to Chapter 7.18
The findings of this court in the bankruptcy case were not controverted during
the trial of this case. At the trial, Ms. Rulon further testified that Apex funds were
used to pay child support obligations for family members, addiction and recovery
treatments, direct payments to the Louisiana Department of Child and Family
Services for Ms. Rulon and Mr. Wright’s involvement in a child custody dispute,
personal legal fees, daycare expenses for her grandchildren, numerous entertainment
purchases, insurance for non-employees, personal healthcare and health club bills for
18 In re Apex Disaster Specialists Louisiana, LLC, Case No. 24-20176, (Bankr. W.D. La.
4/15/2024), Order Granting Mtn. to Convert Case Chapter 11 to 7 (ECF #150).
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Ray Wright, monthly rent payments for a non-employee, a trip to Austin, Texas that
was not related to Apex business, monthly payments on a Capital One credit card,
and monthly payments on Venmo accounts that contained both personal and business
charges. Additionally, company funds were paid to Old Navy, JCPenney, Bath & Body
Works, the Children’s Place, Connie’s Men’s Wear, Amazon Marketplace, Amazon
Video, and Amazon Music.
While Ms. Rulon claims that some of these purchases were for business, she
was unable to determine the extent that the payments were for business versus
personal use. Nor did Ms. Rulon provide any accounting records that would allow the
court to make such a determination. Simply put, it is impossible to quantify business
expenses versus personal expenses. It is the Court’s impression that Ms. Rulon ran a
large sum of her personal household expenses through Apex. “An LLC is not a
personal piggy bank.” In re KRSM Props., LLC, 318 B.R. 712, 720 (B.A.P. 9th Cir.
2004); see also in re Big Springs Realty LLC, 426 B.R. 860 (Bankr. D. Mont. 2010)
(“Blixseth used BSR as his personal piggy bank and stripped it of funds it needed to
pay its obligations and now it appears that Blixseth is moving and transferring assets
in an effort to protect such assets from potential judgments.”); In re Flutie New York
Corp., 310 B.R. 31, 58 (Bankr. S.D.N.Y. 2004); In re Gomez, 560 B.R. 866, 868 (Bankr.
S.D. Fla. 2016); In re Rosenbaum, No. 08-43029, 2010 WL 1856344 at *8 (Bankr. E.D.
Tex. May 7, 2010), aff’d, No. 08-43029, 2011 WL 4553440 (E.D. Tex. Sept. 29, 2011);
In re Gbadebo, 431 B.R. 222, 226 (Bankr. N.D. Cal. 2010).
In sum, the Court finds that the indiscriminate transfers and complete
disregard for corporate accounting formalities demonstrate that Ms. Rulon treated
Apex as a personal piggy bank. Moreover, these transactions, combined with the
numerous 	transfers 	outlined 	above, 	show 	that 	the 	finances 	of 	Apex 	are
indistinguishable from those of Ms. Rulon and her other entities. Based on the totality
of all these factors, the Court will enter a judgment in favor of Bacik on its piercing
the veil claim.
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d. Disposition of claims against Mr. Wright.
The Court will briefly address Bacik’s claims against Mr. Wright. The record
establishes Ms. Rulon as the sole member and owner of Apex. The record shows that
Mr. Wright was the recipient or beneficiary of many of the transfers made by Ms.
Rulon. Thus, Bacik seeks to hold Mr. Wright liable under the piercing the veil
doctrine. However, since Mr. Wright is not a member, owner, manager, or officer of
Apex, Bacik has not established grounds to hold Mr. Wright liable under a piercing
the veil claim. Moreover, Bacik has not shown that Mr. Wright is liable to Bacik under
La. R.S. § 12:1320(D). Therefore, the Court will grant judgment in favor of Mr.
Wright, dismissing Bacik’s claims against him.
CONCLUSION
The 	Court 	recognizes 	that 	a 	company’s 	veil 	should 	only 	be 	pierced 	in
exceptional, narrowly defined circumstances. The totality of the circumstances here,
as evidenced in the trial record, shows that those circumstances exist. The prolific
transfers back and forth between Apex accounts and other non-Apex accounts,
especially after Bacik obtained its judgment against Apex, support piercing the veil.
The evidence that Ms. Rulon was using the company as her own personal piggy bank
to pay vehicle loans and leases, and countless other personal expenses, further
support the Court’s conclusion. Accordingly, the Court will grant judgment in favor
of Bacik and against Ms. Rulon on the piercing the veil claim. The Court also grants
judgment in favor of Mr. Wright on Bacik’s piercing the veil claim.
Bacik shall submit an order to the Court in conformity with this ruling within
10 days.
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