Justia Bankruptcy Opinion Summaries
Klairmont Korners, L.L.C.
The Fifth Circuit affirmed the district court’s order denying Klairmont Korners, L.L.C. (“Klairmont”) claim that a debtor’s decision to reject a commercial lease pursuant to 11 U.S.C. Section 365 should not receive deference under the business judgment rul Klairmont Korners, L.L.C. (“Klairmont”) appeals a district court order denying its claim that a debtor’s decision to reject a commercial lease pursuant to 11 U.S.C. Section 365 should not receive deference under the business judgment rule because of “bad faith, whim, or caprice” inherent in a third party’s negotiations with Klairmont. The Fifth Circuit affirmed. The court explained that Klairmont’s contentions fail under this court’s own standard for overcoming the business judgment rule, as well as the “bad faith” test Klairmont encourages us to adopt. The court explained that Klairmont’s position is untenable, even under the test it proposes the court adopt from another circuit, under which courts should not defer to a debtor’s decision under Section 365 that is “the product of bad faith, or whim, or caprice.” Klairmont misunderstands this standard, urging the court to hold that any bad faith involved in the bankruptcy proceedings should prompt a bankruptcy court to decline a debtor’s decision regarding an executory contract. That is not the test these other courts have adopted. Klairmont will not find relief in asserting that the debtor’s decision deserves no deference under the business judgment rule. . View "Klairmont Korners, L.L.C." on Justia Law
1944 Beach Boulevard, LLC v. Live Oak Banking Company
The case-at-hand returned to the Eleventh Circuit for disposition from the Florida Supreme Court, to which the court certified three questions of Florida law. In considering the court’s certified questions, the Florida Supreme Court found dispositive a threshold issue that the court did not expressly address: “Is the filing office’s use of a ‘standard search logic’ necessary to trigger the safe harbor protection of section 679.5061(3)?” The Florida Supreme Court answered that question in the affirmative. And the court further determined that Florida does not employ a “standard search logic.” The Florida Supreme Court thus concluded that the statutory safe harbor for financing statements that fail to correctly name the debtor cannot apply, “which means that a financing statement that fails to correctly name the debtor as required by Florida law is ‘seriously misleading’ under Florida Statute Section 679.5061(2) and therefore ineffective. The Eleventh Circuit reversed the district court’s order affirming the bankruptcy court’s grant of Live Oak Banking Company’s cross-motion for summary judgment and remand for further proceedings. The court held that Live Oak did not perfect its security interest in 1944 Beach Boulevard, LLC’s, assets because the two UCC-1 Financing Statements filed with the Florida Secured Transaction Registry (the “Registry”) were “seriously misleading” under Florida Statute Section 679.5061(2), as the Registry does not implement a “standard search logic” necessary to trigger the safe harbor exception set forth in Florida Statute Section 679.5061(3). View "1944 Beach Boulevard, LLC v. Live Oak Banking Company" on Justia Law
ANTHONY KASSAS V. STATE BAR OF CALIFORNIA
The bankruptcy court found nondischargeable (1) indebtedness arising from a disbarred attorney’s obligation to reimburse the State Bar for payments made by the Bar’s Client Security Fund to victims of his misconduct while practicing law and (2) the costs for the disciplinary proceedings conducted against the attorney, a Chapter 7 debtor. The Ninth Circuit filed (1) an order denying Appellant’s petition for panel rehearing, granting Appellee’s petition for panel rehearing, and denying, on behalf of the court, the parties’ petitions for rehearing en banc; and (2) an amended opinion affirming in part and reversing in part the bankruptcy court’s judgment in an adversary proceeding. Reversing in part, the panel held that the indebtedness arising from the attorney’s obligation to reimburse the State Bar for the payments made to victims of his misconduct was not excepted from discharge under 11 U.S.C. Section 523(a)(7), which provides that a debtor is not discharged from any debt that “is for a fine, penalty, or forfeiture payable to and for the benefit of a governmental unit, and is not compensation for actual pecuniary loss.” Considering the totality of the Client Security Fund program, the panel concluded that any reimbursement to the Fund was payable to and for the benefit of the State Bar and was compensation for the Fund’s actual pecuniary loss in compensating the victims for their actual pecuniary losses. View "ANTHONY KASSAS V. STATE BAR OF CALIFORNIA" on Justia Law
In re: Bernard L. Madoff Investment Securities LLC
Defendants JABA Associates LP and its general partners appealed the district court’s judgment granting summary judgment to Plaintiff, (“Trustee”), pursuant to the Securities Investor Protection Act of 1970 (“SIPA”). JABA was a good faith customer of Bernard L. Madoff Investment Securities LLC (“BLMIS”) and held BLMIS Account Number 1EM357 (the “JABA Account”). The Trustee brought this action to recover the allegedly fictitious profits transferred from BLMIS to Defendants in the two years prior to BLMIS’s filing for bankruptcy. The district court granted recovery of $2,925,000 that BLMIS transferred to Defendants in the two years prior to BLMIS’s filing for bankruptcy, which made it recoverable property under SIPA.Defendants appealed the district court’s grant of summary judgment. The Second Appellate District affirmed reasoning that because is no genuine dispute of material fact that Bernard L. Madoff transferred the assets of his business to Defendants, which made it recoverable property under SIPA, the district court properly granted summary judgment to Plaintiff. The court reasoned that here Here, Defendants argue that the Bankruptcy Code does not authorize an award of prejudgment interest because the statute is silent. Yet Defendants do not make any argument that this silence is dispositive. Further, the court wrote that prejudgment interest has been awarded against other similarly situated defendants in related SIPA litigation. Thus, the district court appropriately balanced the equities between the parties. Given this, the district court did not abuse its discretion in granting an award of 4 percent prejudgment interest to the Trustee. View "In re: Bernard L. Madoff Investment Securities LLC" on Justia Law
Ritchie Spec. Cred. Investments v. JPMorgan Chase & Co.
Plaintiff fell victim to a massive Ponzi scheme. Plaintiff sued JP Morgan and Richter Consulting. Plaintiff’s principal theory is that these firms aided and abetted fraud. And even if they did not, the complaint alleges that the transfers to JP Morgan were fraudulent. The Eighth Circuit affirmed the district court’s dismissal of Plaintiff's complaint. The court explained that early on, JP Morgan agreed to pay over $30 million to settle a group of claims filed by the trustees. To protect the settlement, two courts issued bar orders preventing creditors like Plaintiff from asserting any claims that belong or belonged to one or more of the bankruptcy trustees. Those orders, along with general bankruptcy-standing doctrine, prevent Plaintiff from pursuing JP Morgan separately. The same goes for the fraudulent-transfer claims against JP Morgan. Further, Plaintiff’s aiding-and-abetting claim against Richter Consulting under New York law cannot move forward either, but for a different reason. The court explained that viewed in the light most favorable to Plaintiff, the allegations in the complaint describe no more than constructive knowledge of the fraud. View "Ritchie Spec. Cred. Investments v. JPMorgan Chase & Co." on Justia Law
In re: Maxus Energy Corp
Maxus Trust, represented by White, sued YPF, represented by Sidley. Boelter, a partner at Sidley, participated in Sidley’s initial pitch to represent YPF, helped negotiate the engagement letter, worked on motions, was admitted pro hac vice in the proceeding, was copied on correspondence, attended several meetings, and was considered as “an integral part” of YPF’s legal team. She billed 300 hours to the YPF representation.Lauria, a partner in White’s restructuring group, did not record any time related to the case. He was listed as counsel for a creditor during the Chapter 11 proceedings, but never entered an appearance. Sidley knew Boelter and Luria lived together; it is unclear whether YPF knew. Boelter moved to Luria’s firm, White, and immediately went through a conflict-screening process. White implemented an ethical wall on Boelter’s first day; obtained her acknowledgment that she would comply with it; and periodically certified her compliance. White did not give any portion of its fee from the YPF adversary proceeding to Boelter. White gave YPF written notice of Boelter’s employment the day she began with the firm, with an explanation of the firm’s and of Boelter’s compliance with the ABA Model Rules. YPF believed no screen could be good enough and moved to disqualify White from representing the Trust.The Third Circuit affirmed the Bankruptcy Court's denial of the motion. Exceptional circumstances did not exist to impute Boelter’s conflict to the entire firm despite a screen. View "In re: Maxus Energy Corp" on Justia Law
NexPoint v. Highland Capital Management
Highland Capital Management, L.P., a Dallas-based investment firm, managed billion-dollar, publicly traded investment portfolios for nearly three decades. However, myriad unpaid judgments and liabilities forced Highland Capital to file for Chapter 11 bankruptcy. This provoked a breakup between Highland Capital and its co-founder. Under those trying circumstances, the bankruptcy court successfully mediated with the largest creditors and ultimately confirmed a reorganization plan amenable to most of the remaining creditors. The co-founder and other creditors unsuccessfully objected to the confirmation order and then sought review in this court. In turn, Highland Capital moved to dismiss their appeal as equitably moot. The Fifth Circuit first held that equitable mootness does not bar the court’s review of any claim. Second, the court affirmed the confirmation order in large part. The court reversed only insofar as the plan exculpates certain non-debtors in violation of 11 U.S.C. Section 524(e), strike those few parties from the plan’s exculpation, and affirm on all remaining grounds. The court explained that in sum, the court’s precedent and Section 524(e) require any exculpation in a Chapter 11 reorganization plan be limited to the debtor, the creditors’ committee and its members for conduct within the scope of their duties and the trustees within the scope of their duties. And so, excepting the Independent Directors and the Committee members, the exculpation of non-debtors here was unlawful. View "NexPoint v. Highland Capital Management" on Justia Law
In re: Peralta
Peralta bought a house by an installment contract with the seller, Recon. He stopped making payments. Recon sued. To obtain a second chance, Peralta agreed that if he breached again, Recon could get a judgment for possession and immediately evict him. Another breach would extinguish any rights that Peralta had in the house. Peralta stopped paying. Recon obtained a judgment for possession. Peralta stayed in the house and filed for Chapter 13 bankruptcy. Peralta argued that Chapter 13 lets a bankrupt homebuyer “cure” a “default” on a mortgage during the bankruptcy process until the home “is sold at a foreclosure sale” 11 U.S.C. 1322(c)(1). Pennsylvania treats foreclosed installment contracts like mortgages, so Peralta argued that cure gave him an interest in his property.Reversing the bankruptcy court, the district court and Third Circuit ruled in favor of Rencon. An installment contract never has a “foreclosure sale.” The property's title stays with the seller until the contract is paid off. For installment contracts, the closest analog to a foreclosure sale is a judgment for possession. Recon got a judgment before Peralta tried to cure, so that remedy was unavailable. That judgment was entered before Peralta filed for bankruptcy, so his home was not part of his bankruptcy estate. Mere possession without a good-faith claim to it did not change that. View "In re: Peralta" on Justia Law
Sheehan v. Breccia Unlimited Co.
Sheehan emigrated from Ireland decades ago and currently lives in Winfield, Illinois. Sheehan obtained loans from an Irish bank to buy interests in an Irish medical company (Blackrock), and to purchase property located in Ballyheigue, Sheehan defaulted on both loans. Breccia, an Irish entity, acquired the loans and took steps to foreclose on the underlying collateral. Sheehan sued but an Irish court authorized Breccia to enforce its security interest in the Blackrock Shares and the Ballyheigue property. Breccia registered the Blackrock Shares in its name and appointed a receiver, Murran, to take possession of the Ballyheigue property. Sheehan filed a petition for Chapter 11 bankruptcy, triggering an automatic stay, 11 U.S.C. 362 (a)(3). Sheehan notified the Irish receiver, Murran, and Breccia of the automatic stay. Breccia continued, through Murran, to take the necessary steps toward selling the collateral, entering into a contract with IADC (another Irish company) to sell the Blackrock Shares.The bankruptcy court dismissed Sheehan's subsequent adversary complaint for lack of personal jurisdiction over the Irish defendants, as none of them conducted any activity related to the adversary claims in the U.S.; the only link between the defendants and the forum was the fact that Sheehan lived in Illinois. The email notice Sheehan provided the defendants was not sufficient process under the Hague Convention on the Service Abroad. The district court and Seventh Circuit affirmed. None of the defendants had minimum contacts with the United States. View "Sheehan v. Breccia Unlimited Co." on Justia Law
Spring Valley Produce, Inc., et al v. Nathan Aaron Forrest, et al
Appellant Spring Valley Produce, Inc. (SVP) is a creditor of Chapter 7 debtors Nathan and Marsha Forrest (the Forrests). The Forrests owe a pre-petition debt for produce which they are seeking to discharge. SVP initiated this adversary proceeding, seeking a declaration that the debt was nondischargeable under Section 523(a)(4). The bankruptcy court granted the Forrests’ motion to dismiss and held that Section 523(a)(4) does not apply to Perishable Agricultural Commodities Act (PACA) related debts. At issue on appeal is whether the Bankruptcy Code’s exception to discharge in 11 U.S.C. Sections 523(a)(4) applies to debts incurred by a produce buyer who is acting as a trustee under PACA. The Eleventh Circuit affirmed the bankruptcy court’s order dismissing SVP’s claims because Section 523(a)(4) does not accept debts incurred by a PACA trustee from discharge. The court explained debts incurred by a produce buyer acting as a PACA trustee are not excepted from discharge under Section 523(a)(4). While a PACA trust does identify a trustee, beneficiary, and trust res, thus satisfying the first step of our analysis, it does not impose sufficient trust-like duties to fit the narrow definition of a technical trust under Section 523(a)(4). PACA does not impose the duties to segregate trust assets and refrain from using trust assets for a non-trust purpose, which are strong indicia of a technical trust. Instead, a PACA trust more closely resembles a constructive or resulting trust, which do not fall within Section 523(a)(4)’s exception to discharge. View "Spring Valley Produce, Inc., et al v. Nathan Aaron Forrest, et al" on Justia Law