Justia U.S. 6th Circuit Court of Appeals Opinion SummariesArticles Posted in Bankruptcy
Bash v. Textron Financial Corp.
The Sixth Circuit affirmed the district court's decision rejecting the bankruptcy trustee's efforts seeking to avoid payments from Fair Finance to Textron as fraudulent transfers under Ohio's Uniform Fraudulent Transfer Act (OUFTA).The court concluded that the district court correctly rejected the trustee's bad-faith-invalidation argument at summary judgment. In this case, Textron's actions did not render its perfected interest ineffective against the holder of a judicial lien subsequently obtained in a hypothetical UCC priority contest. Therefore, Textron enjoyed a valid lien under OUFTA. The court explained that its conclusion is grounded in the nature of the UCC's priority test as well as critical distinctions between normal priority disputes and the OUFTA valid-lien test. The court also concluded that loan payments encumbered by the perfected 2002 security interest are not transfers under OUFTA and thus cannot be avoided as fraudulent transfers. The court disagreed with the trustee that the jury erred in determining that the 2004 changes did not amount to a novation and concluded that, to the extent there was an error in the jury instruction, it was harmless. The court rejected the trustee's additional argument to the contrary. View "Bash v. Textron Financial Corp." on Justia Law
Penfound v. Ruskin
In 1993-2017, Penfound worked for a company that provided its employees with a 401(k) plan and voluntarily contributed a portion of his wages to the plan. In 2017, Penfound transitioned to a new company, Protodesign, which did not offer a 401(k) plan. Penfound was unable to make further contributions to his retirement account. He left Protodesign in March 2018 and, weeks later started working for Laird, which offered a 401(k) plan. Penfound eventually resumed making contributions. In June 2018, Penfound and his wife filed for Chapter 13 bankruptcy, seeking to deduct $1,375.01 per month from their disposable income as voluntary contributions to John’s 401(k) retirement plan. The Trustee objected.The bankruptcy court found that the Penfounds could “not exclude their voluntary contributions . . . from the calculation of disposable income.” The district court affirmed. In the meantime, the Sixth Circuit held that 11 U.S.C. 541(b)(7) “is best read to exclude from disposable income a debtor’s post-petition monthly 401(k) contributions so long as those contributions were regularly withheld from the debtor’s wages prior to her bankruptcy.” Rejecting a “good faith” argument, the Sixth Circuit affirmed as to Penfound, who had made no contributions within the six months pre-petition. View "Penfound v. Ruskin" on Justia Law
Posted in: Bankruptcy
Alliance WOR Properties, LLC v. Illinois Methane, LLC
In 1998, Old Ben Coal Company conveyed its rights to the methane gas in various coal reserves to Illinois Methane. A “Delay Rental Obligation” required the owner of the coal estate to pay Methane rent while it mined coal in areas that Methane had not yet exploited. A deed, including the Delay Rental Obligation was recorded. A few years later, Old Ben filed for bankruptcy and purported to sell its coal interests “free and clear of any and all Encumbrances” to Alliance. Old Ben did not notify Methane before the bankruptcy sale but merely circulated notice by publication in several newspapers. Alliance later sought a permit to mine coal. Methane eventually sought to collect rent in Illinois state court. Alliance argued that Old Ben’s “free and clear” sale had extinguished Methane’s interest.The bankruptcy court held that Alliance was not entitled to an injunction. The district court and Sixth Circuit affirmed. The deed indicates that the Delay Rental Obligation runs with the land and binds successors; it “is not simply a personal financial obligation between” Old Ben and Methane. The covenant directly affects the value of the coal and methane estates. Methane was a known party with a known, present, and vested interest in real property, entitled to more than publication notice. View "Alliance WOR Properties, LLC v. Illinois Methane, LLC" on Justia Law
Smith v. U.S. Bank National Association
On three separate occasions, Smith filed a Chapter 13 bankruptcy petition shortly before a scheduled foreclosure sale of his home, thereby preventing the sale, then moved for the dismissal of his bankruptcy case shortly afterward. The bankruptcy court dismissed Smith’s cases, notwithstanding his bad faith, because 11 U.S.C. 1307(b) plainly commanded the court to dismiss them. The bankruptcy court apparently did not exercise its power to sanction Smith for filing the petitions in patent bad faith, nor did the lender promptly seek relief from the stay on the ground that “the filing of the petition was part of a scheme to delay, hinder, or defraud creditors” 11 U.S.C. 362(d)(4)(B). A few months after the third filing, however, the bankruptcy court invoked its putative equitable powers and reinstated Smith’s most recent bankruptcy case, and lifted the automatic stay for a period of two years.The Sixth Circuit reversed. A court may exercise its equitable powers only in furtherance of the Bankruptcy Code’s provisions, not in circumvention of them. Nothing in section 1307 renders dismissal discretionary in cases where the debtor filed the bankruptcy petition in bad faith. View "Smith v. U.S. Bank National Association" on Justia Law
Posted in: Bankruptcy
In re Murray Energy Holdings Co.
Coal companies (last signatory operators) must provide health and retiree benefits through individual employer plans (IEPs), 26 U.S.C. 9711(a), (b); the 1992 Plan provides benefits for retirees who do not receive benefits through a company’s IEP, section. Last signatory operators fund and provide security for the 1992 Plan. If the 1992 Plan assumes responsibility for IEP benefits, the Plan may assert that a prior employer must pay the benefits.A CONSOL entity sold mining operations to Debtors in 2013. Debtors provided healthcare and retiree benefits to about 2,200 Beneficiaries under an IEP. Debtors filed chapter 11 petitions in 2019, having negotiated agreements that compelled Debtors to minimize their liabilities to the Beneficiaries. To address the Coal Act obligations, the Trustee appointed a committee to represent Debtors’ retirees. Debtors and the Retiree Committee ultimately agreed that the parties would cooperate to transition the Beneficiaries from the IEP to the 1992 Plan to assure no coverage gap. The 1992 Plan would receive $12.5 million from the posted security. Debtors would cooperate in the Plan’s efforts to hold CONSOL responsible as the last signatory operator for those Beneficiaries who transferred to Debtors in 2013.The bankruptcy court approved the Settlement over CONSOL’s objection and confirmed Debtors’ Chapter 11 Plan. The order reserved CONSOL’s right to dispute its potential Coal Act liability for the Benefits, stating that its approval of the Settlement "in no way constitutes a finding that CONSOL is the last signatory operator.”The Sixth Circuit Bankruptcy Appellate Panel dismissed an appeal, finding that CONSOL lacks standing. Whether an order directly and adversely affects an appellant’s pecuniary interests is interpreted narrowly; “person aggrieved” standing does not arise from concerns about separate litigation unrelated to an interest protected by the Bankruptcy Code. View "In re Murray Energy Holdings Co." on Justia Law
Church Joint Venture, L.P. v. Blasingame
In 2008, the Blasingames met with attorneys Fullen and Grusin to discuss their financial situation and signed engagement agreements. The Blasingames filed a Chapter 7 bankruptcy petition with Fullen as the attorney of record. Fullen constructed the bankruptcy schedules, obtaining the Blasingames’ financial information from Grusin. The Blasingames claimed less than $6,000 in assets. The bankruptcy court later found the Blasingames failed to disclose millions of dollars in assets that they controlled through a complex web of family trusts, shell companies, and shifting “clearing accounts.”In 2011, the bankruptcy court granted the Trustee summary judgment, denying the Blasingames’ discharge and disqualified the attorneys from further representation of the Blasingames. Although the Blasingames’ new counsel was able to obtain relief from the summary judgment order, their discharge was again denied in 2015. The Bankruptcy Appellate Panel (BAP) affirmed.A major creditor, CJV1, obtained derivative standing from the bankruptcy court to file a malpractice claim against the filing attorneys on behalf of the estate. CJV, in the bankruptcy court, and the Blasingames, in Tennessee state court, filed malpractice complaints. The bankruptcy court refused to approve the Blasingames’ settlement with the attorneys; the BAP and Sixth Circuit dismissed the Blasingame’s appeal for lack of jurisdiction. CJV asserted that the malpractice claims are property of the bankruptcy estate. The bankruptcy court, the BAP, and the Sixth Circuit ruled in favor of the Blasingames. Under Tennessee law, the legal malpractice claims accrued arose post-petition. View "Church Joint Venture, L.P. v. Blasingame" on Justia Law
EPLET, LLC v. DTE Pontiac North, LLC
In 2007, GM sold a power plant to DTEPN, which leased the land under the plant for 10 years. DTEPN agreed to sell utilities produced at the plant to GM, to maintain the plant according to specific criteria, and to address any environmental issues. DTEPN’s parent company, Energy, guaranteed DTEPN’s utility, environmental, and maintenance obligations. Two years later, GM filed for bankruptcy. GM and DTEPN agreed to GM’s rejection of the contracts. DTEPN exercised its right to continue occupying the property. An environmental trust (RACER) assumed ownership of some GM industrial property, including the DTEPN land. DTEPN remained in possession until the lease expired. RACER then discovered that DTEPN had allowed the power plant to fall into disrepair and contaminate the property.The district court dismissed the claims against Energy, reasoning that RACER’s allegations did not support piercing the corporate veil and Energy’s guaranty terminated after GM rejected the contracts in bankruptcy.The Sixth Circuit reversed. Michigan courts have held that a breach of contract can justify piercing a corporate veil if the corporate form has been abused. By allegedly directing its wholly-owned subsidiary to stop maintaining the property, Energy exercised control over DTEPN in a way that wronged RACER. DTEPN is now judgment-proof because it was not adequately capitalized by Energy. RACER would suffer an unjust loss if the corporate veil is not pierced. Rejection in bankruptcy does not terminate the contract; the contract is considered breached, 11 U.S.C. 365(g). The utility services agreement and the lease are not severable from each other. Energy guaranteed DTEPN’s obligations under the utility agreement concerning maintenance, environmental costs, and remediation, so Energy’s guaranty is joined to DTEPN’s section 365(h) election. View "EPLET, LLC v. DTE Pontiac North, LLC" on Justia Law
Conti v. Arrowood Indemnity Co.
Conti attended the University of Michigan, 1999-2003, obtaining a bachelor’s degree in musical arts. Conti obtained private loans from Citibank totaling $76,049. Conti’s loan applications are all expressly “[f]or students attending 4-year colleges and universities.” They request information regarding the school’s identity and the academic year and specify that the student may “borrow up to the full cost of education less any financial aid.” The applications include a section where the school financial aid office can certify the applicant’s year, enrollment status, and recommended disbursement dates. Each application incorporates by reference an attached promissory note, stating that “the proceeds of this loan are to be used for specific educational expenses.” Citibank apparently disbursed each loan to Michigan directly. None of the loan amounts exceeded the cost of attendance at Michigan for the relevant enrollment period minus the maximum sum of Conti's federal Pell grant for the same period. In 2011-2016, Conti made payments on the loans, which were assigned to Arrowood.In 2017, Conti filed for voluntary Chapter 7 bankruptcy, listing the Citibank loans as dischargeable. Conti filed an adversary proceeding seeking to determine that they were not excepted “qualified education loan[s]” under 11 U.S.C. 523(a)(8). The bankruptcy court granted Arrowood summary judgment. The district court and Sixth Circuit affirmed. The plain language of the loan documents demonstrated they were qualified education loans. View "Conti v. Arrowood Indemnity Co." on Justia Law
In re Glenview Health Care Facility, Inc.
Glenview, a Glasgow, Kentucky nursing home, jointly owned by Bush and Howlett for over 30 years, filed a voluntary chapter 11 bankruptcy petition. The Official Creditors Committee was formed and filed an application to retain DBG, with a declaration from DGB's managing partner, disclosing that DBG had previously represented Howlett in estate planning matters, unrelated to the Chapter 11 case, that the representation concluded in 2017, and that the professionals who represented Howlett would not represent the Committee. Glenview filed an objection, although Howlett did not, asserting that DBG assisted Glenview and Howlett with the preparation of a buy-sell agreement for Glenview and all its assets, attaching an invoice from DBG for a period in 2016. DBG asserted that no buy-sell agreement was consummated, and that the representation related only to estate planning. The bankruptcy court heard arguments but did not conduct an evidentiary hearing, then denied the Committee’s application to employ DBG.The Sixth Circuit Bankruptcy Appellate Panel vacated, finding that the court abused its discretion under 11 U.S.C. 1103. State and federal courts jealously guard the attorney-client relationship and that solicitude extends to a committee’s choice of counsel in bankruptcy. View "In re Glenview Health Care Facility, Inc." on Justia Law
Tennial v. REI Nation, LLC
After Tennial’s mortgage company foreclosed on her home, she filed a Chapter 13 bankruptcy petition. Her petition triggered an automatic stay of any further action against her home, allowing her to continue living there, 11 U.S.C. 362. The next year, REI bought Tennial’s home from the mortgage company and, on REI’s motion, the bankruptcy court terminated the stay on September 12, 2019. Tennial’s attorney received electronic notice of the order the same day, and the court mailed a copy to Tennial by first class mail on September 14.Under Rule 8002(a)(1) of the Federal Rules of Bankruptcy Procedure, Tennial had 14 days—through September 26—to appeal the order. Tennial filed her notice of appeal on October 9. At the bottom of her notice, she wrote, “I did not receive a copy of the order until September 26, 2019, via U.S. Postal Service.” The court dismissed, concluding that it lacked jurisdiction to review the order because Tennial waited too long to file the appeal and failed to move for an extension under Bankruptcy Rule 8002(d).The Sixth Circuit affirmed. While the deadline does not create a limitation on subject matter jurisdiction, Tennial missed the deadline and the deadline is mandatory. View "Tennial v. REI Nation, LLC" on Justia Law