Zhang Medical P.C. (the “Debtor”) is not a typical subchapter V debtor. The Debtor operates a fertility clinic in Manhattan with an international clientele and a reputation for employing cutting-edge techniques. The Debtor has over 90 employees and generated gross revenues of over $27 million during the last fiscal year.

Before the Court is the objection of the Debtor’s landlord, GLL BVK Columbus Circle LLC (the “Landlord”), to the Debtor’s designation as a small business debtor under subchapter V of Chapter 11 of the Bankruptcy Code. The Landlord contends that the debts scheduled by the Debtor or reflected in filed proofs of claim exceed the $7.5 million debt limit for subchapter V debtors set forth in Bankruptcy Code § 1182(1)(A). The Landlord also contends that, even if those debts did not exceed $7.5 million, the Debtor would still be ineligible for subchapter V because the future payments it owes over the term of its lease greatly exceed $7.5 million. For the latter argument, the Landlord relies on a recent bankruptcy court decision, In re Macedon Consulting, Inc., 652 B.R. 480 (Bankr. E.D. Va. 2023), holding that future payments owed under unexpired leases and executory contracts count toward the subchapter V debt limit.

The Court rules for the Landlord on the first of these two contentions, finding that the debts scheduled by the Debtor or reflected in proofs of claim exceed $7.5 million. While this finding obviates the need for the Court to reach the Macedon Consulting issue, the Court addresses that issue nevertheless, because of the enormous—and in the Court’s view detrimental—impact that ruling, if followed, would have in limiting eligibility for subchapter V relief. The Court concludes that, contrary to Macedon Consulting, a debtor’s future payment obligations under its unexpired leases and executory contracts should rarely, if ever, be counted toward the subchapter V debt cap.

Debtors Steven and Patricia Todd seek a declaratory judgment on two questions central to their pending medical malpractice lawsuit (“Lawsuit”) against Defendants Steven Quin M.D. and Radiology Associates PA: First, whether the Todds sufficiently disclosed their state law cause of action in their amended bankruptcy schedules; and second, whether the cause of action, and therefore the Lawsuit, was abandoned as an asset of the bankruptcy estate.

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They disclosed the claim not only in the amended Schedule A/B but also by implication in the amended Schedule C, where they purported to claim an exemption in a judgment, albeit one that did not and might never exist. Their schedules were not error-free. But as in ASARCO, their imperfect disclosure was sufficient to put the Trustee on notice of the claim.

Contrary to Rita’s assertions, the dischargeability of § 523(a)(5) and (a)(15) debts is solely dependent upon the nature of the debt, not upon whether the creditor files an adversary action. Rita’s argument attempts to add § 523(a)(5) and (a)(15) to § 523(c). The statute does not support this argument.

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Therefore, there is no merit to Rita’s allegation that a debt described in § 523(a)(5) and/or (a)(15) is somehow discharged, even temporarily or conditionally, until the debt is determined to be nondischargeable in an adversary proceeding. The bankruptcy court did not err in finding that Richard’s and Carey’s claims were not discharged in Rita’s 2016 Bankruptcy.

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Contrary to Rita’s assertions, the bankruptcy court carefully considered all of the evidence and testimony when determining that both Carey and Richard were more credible than Rita as to when payments were made and the amounts of such payments. Accordingly, the bankruptcy court’s findings are entitled to great deference.

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Although Rita does not agree with the bankruptcy court’s findings, she fails to identify specific factual findings that constitute error. Based on the record provided, we cannot find the bankruptcy court’s factual findings were illogical or without support. Therefore, the bankruptcy court did not commit clear error in calculating the amounts of the claims including the calculation of interest.

The statute of limitations for preference claims requires that they be filed within two years after the entry of the order for relief in the case unless a trustee has been appointed.16 Here, the Plaintiffs are seeking leave to amend nearly two years after the statute of limitations expired to add a claim for a payment made more than four years ago. Accordingly, the Amended Complaint could not survive a motion to dismiss and leave to amend would be futile, unless the Court concludes that the Amended Complaint relates back to the Original Complaint.

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The Defendant argues that the additional claim does not relate back to the filing of the Original Complaint. It contends that the Original Complaint fails to plead any specific information that would put them on notice of the Additional Transfer and fails to show a “systematic” method or “pattern” of payments between the parties, such that the Additional Transfer “fill[s] the gaps” in transactions referenced in the Original Complaint.

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The Court agrees with the Defendant in this case. An important factor in determining whether to allow an amended complaint to relate back to the date of the original filing is whether “there is a nexus between the factual allegations in the original pleading and the amended complaint” that provides notice to the Defendant of the basis for the amended pleading.

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The Court concludes that the facts in this case do not support allowing the amendment to relate back to the Original Complaint. In this case, the Additional Transfer is not clearly part of the same transactions or occurrences identified in the Original Complaint, or part of a systematic pattern of payments, nor does the amendment seek to correct a typo.

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The Plaintiffs nonetheless allege that the Savings Clause in the Complaint28 placed the Defendant on notice that they intended to recover all preference payments made during the Preference Period. The Defendant responds that such a generic savings clause is not sufficient under Rule 15.

In Circle Y, the Court held that similar language, standing alone, was insufficient to allow an amendment under Rule 15(c), because to hold otherwise would enable a trustee to “declare that the opposing party ha[d] sufficient notice of any amendment he may make to that complaint.”29 Similarly, the Court concludes that the Defendant in this case did not have sufficient notice of the Plaintiffs’ intent to sue it to recover the Additional Transfer, simply because of the Savings Clause in the Original Complaint.

Fannie Mae, which appears to be the debtor’s largest creditor, moved to dismiss the bankruptcy case on the ground that the debtor lacked the authority to file it. The debtor opposes the motion, arguing that the district court’s order was erroneous on the merits (contending that the district court improperly applied Missouri rather than Delaware law, and that no state law may deprive a debtor of access to the federal bankruptcy law protections). That argument, however, is a nonstarter, as the debtor may not bring, in this Court, a collateral attack on the injunction issued by the district court.

Debtor responds by arguing that this Court may consider its arguments because the district court lacked “jurisdiction” to enter the order and injunction. That argument, however, also fails, as it is well settled that the district court’s rulings on its jurisdiction are themselves entitled to preclusive effect.

Consolidated appeals from a judgment and orders of the United States District Court for the Southern District of New York (Rakoff, J.), dismissing claims arising from the leveraged buyout of an apparel and footwear company in 2014 and the bankruptcy filing of its successor in 2018. The bankruptcy trustees brought suit against defendants-appellees -- officers, directors, and shareholders of the company -- claiming breach of fiduciary duty, aiding and abetting breach of fiduciary duty, fraudulent conveyance, unjust enrichment, and various state law violations. The bankruptcy trustees allege that the officers and directors arranged for the original company to merge with an affiliate of a private equity company and sold off its most valuable businesses to the private equity company's other affiliates at a fraction of their value, leaving the surviving company with over $1.5 billion in debt, of which more than $1 billion was prior debt, and without its most successful product lines. The district court dismissed the claims on the ground that the relevant transactions were shielded by the Bankruptcy Code's § 546(e) safe harbor provision.

AFFIRMED IN PART, VACATED IN PART, AND REMANDED.

The Rooker-Feldman doctrine is inapplicable here for at least two reasons. First, Fliss did not file a federal suit seeking, as a cause of action or prayer for relief, to set aside a state court judgment. See id. at 759 (federal court jurisdiction barred by Rooker-Feldman where the plaintiffs’ “prayer for relief ask[ed] the district court to set aside the [state court] judgment . . . and ‘refund’ . . . the damages assessed by the state court”). Instead, Fliss petitioned for bankruptcy court protection under Chapter 13 of the Bankruptcy Code because his in-come and assets were not enough to meet his liabilities. The issue of the state court judgment was only raised after Generation Capital I (not Fliss) filed a claim asserting a $359,967.69 secured debt and Fliss objected to that claim pursuant to federal bankruptcy law and procedures.

Second, the state court never decided (nor could it) the key issue facing the bankruptcy court in Fliss’s and Wojciak’s dispute: whether Generation Capital I’s bankruptcy claim should be allowed or disallowed under federal bankruptcy law. “The Rooker–Feldman doctrine asks: is the federal plaintiff seeking to set aside a state judgment, or does he present some independent claim, albeit one that denies a legal conclusion that a state court has reached in a case to which he was a party? . . . [I]f the latter, then there is jurisdiction.” The state court judgment and the bankruptcy court’s disallowance of Generation Capital I’s claim simply “are not two sides of the same coin.”

The debtor in this chapter 13 case owns two vehicles. He valued and stripped down the secured debt on one vehicle and his plan includes a substantial reduction in the interest rate for both vehicle debts. As a result, his plan provides for monthly payments to both lenders that are less than half of what he was obligated to pay on the petition date under the loan agreements. The chapter 13 trustee objects to confirmation of the debtor’s plan. To rule on the objection, the Court must answer the following question: In calculating projected disposable income, may an above-median income chapter 13 debtor deduct from current monthly income (a) the average future monthly payments to the secured creditors based upon the original, unmodified contract, or (b) the greater of the IRS Local Standard and the amount that the debtor is paying on the reduced secured debt in his plan?

The answer affects this debtor’s projected disposable income and, therefore, the amount he must pay to general unsecured creditors under § 1325(b)(1)(B) of the Bankruptcy Code. This sounds easy, right? The debtor’s reduced expenses should be the relevant figures because the reduction in his actual vehicle expenses will increase his actual projected disposable income for the benefit of his unsecured creditors. Not so fast. Determining the debtor’s allowable vehicle expenses requires an analysis of several provisions added to the Bankruptcy Code by the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (“BAPCPA”). This exercise may be likened to driving a car with four different-sized tires. Whichever road you choose will be bumpy, so buckle up.

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The road has been bumpy, but the Court has arrived at its destination with a result reached by several courts and strongly supported, if not compelled, by the Supreme Court’s decision in Lanning. Moreover, this result implements the intent and purpose of chapter 13. In sum, for a vehicle loan outstanding on the petition date, a chapter 13 debtor may deduct the greater of his or her actual monthly plan payment for the vehicle and the IRS Local Standard deduction, presently at $588 per month.

This case presents the difficult question of whether, under In Re Purdue Pharma L.P. (“Purdue III”), 69 F.4th 45 (2d Cir. 2023), cert. granted sub nom. Harrington v. Purdue Pharma L.P., No. (23A87), 2023 WL 5116031 (U.S. Aug. 10, 2023) and other relevant caselaw, this Court should grant a non-consensual third-party release to a non-debtor (the Debtor’s president and sole shareholder) as part of the confirmation of the Debtor’s Small Business Plan of Reorganization under Chapter 11. For the reasons set forth below, the Court finds that the plan should be CONFIRMED, and the non-consensual release APPROVED, subject to the modifications set forth in this opinion.

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Based on the above analysis, the Court makes the following findings of fact and/or conclusions of law:

(i) the Debtor has satisfied its burden with respect to the statutory requirements set forth in 11 U.S.C. § 1191 to confirm the Plan;

(ii) the Back-Stop Commitment is required pursuant to 11 U.S.C. § 1191(c)(2)(B);

(iii) given the presence of the Luftig Release, under Purdue III, 69 F.4th 45 (2d Cir. 2023) and Stern v. Marshall, 564 U.S. 462 (2011), the Court does not have the constitutional authority to render a final decision with respect to the Plan’s confirmation;

(iv) the Luftig Indemnification Claim is not contingent and should not be disallowed under 11 U.S.C. § 502(e)(1)(B) of the Bankruptcy Code;

(v) there is no reason at this time to alter the stay protections extended to Mr. Luftig; and

(vi) the Adversary Proceeding should not be dismissed.

Additionally, based on the above analysis, the Court submits the following proposed findings of fact and/or conclusions of law:

(i) based on the Purdue III factors and equitable considerations, unusual circumstances exist that render the Luftig Release important to the success of the Plan, subject to the modifications thereto described herein

But this Court made no ruling about the 6.75% discount rate, either expressly or impliedly. The Court made no ruling at all on the discount rate issue, either in the June 26, 2023 Opinion or, more importantly, in the June 26, 2023 Order. Rather, the Court ruled only on the 30 year amortization issue.

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In the Court’s view, any question about the discount rate, including what is the meaning of the Confirmation Opinion’s several references to the 6.75% discount rate, is a separate, different question from whether the POA included the 30 year amortization period. In the June 26, 2023 Opinion and the June 26, 2023 Order, this Court discussed and ruled in the City’s favor on the latter question (the 30 year amortization); the Court did not discuss or rule on the former question (e.g., whether the 6.75% discount rate was fixed for any or all of the 30 year amortization period).

The Court is aware that in its response to the PFRS Motion, the City stated that “the City has always understood that the 6.75% discount rate could be changed after June 30, 2023; provided, of course, there were sound reasons for doing so.”10 It is unnecessary for the Court now to express any view on the City’s position on this subject; and the Court does not do so.

The reason that the Debtor is not entitled to relief is quite simple. The Superior Court’s requirement that the Debtor pay rent into the registry of the court pending the litigation and challenge to the dispossessory is not a money judgment. SPM’s request for issuance of a writ of possession for the Debtor’s alleged failure to pay said funds, therefore, is not an enforcement of a money judgment that violates the automatic stay or this Court’s September 11, 2023 Order.

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A “money judgment” awards a sum certain and allows a creditor to collect it from the party who owes it. Under Georgia law, a “money judgment” may be enforced in several ways. A court may issue a writ of fieri facias (“fi. fa.”), which “authoriz[es] sheriffs and their lawful deputies to proceed with levy on real and personal property.” Black v. Black, 245 Ga. 281, 283 (2), 264 S.E.2d 216 (1980). Or, after recordation of the fi. fa., a judgment creditor may pursue a lien on the debtor's property. O.C.G.A. § 9-12-86(b). Finally, a judgment creditor may initiate a garnishment proceeding to collect a money judgment. O.C.G.A. § 18-4-2; § 18-4-40.

The issuance of a writ of possession for failure to pay rent pending an appeal is not a money judgment because it does not authorize any of these remedies that would otherwise enable collection of money from a party as a personal liability or a lien on the judgment debtor’s property. It simply permits a party to obtain possession of the property for failure to comply with the terms imposed by the superior court pending an appeal and litigation as to the right of possession.