In his Motion for Partial Summary Judgment, the Trustee does not seek a summary judgment on the issue of substantive consolidation; rather, as the title of his motion indicates, he is seeking a partial summary judgment on the “Ponzi scheme issue,” and, more specifically, he “prays that, in each adversary proceeding where the Trustee has asserted a claim under § 548,” – which the court notes does not include this Action – “that this Court hold, as a matter of law, that the Debtor operated a Ponzi scheme, and as such, also acted with the requisite intent to ‘hinder, delay, or defraud’ it’s creditors under 11 U.S.C. § 548(a)(1)(A).” Because the Trustee does not assert a fraudulent transfer claim in this Action or plead in his “complaint” in this Action (i.e., the converted Substantive Consolidation Motion) that the Debtor operated a Ponzi scheme or that such a finding would necessarily lead the court to grant the requested relief of substantive consolidation of the Non-Debtor Affiliates with the Debtor’s bankruptcy estate—those causes of action and allegations are contained in one or more of the other actions (the Fraudulent Transfer Actions) that the Trustee apparently refers to in his prayer for relief in his Motion for Partial Summary Judgment – the court denies the Motion for Partial Summary Judgment.

* * *

The Trustee here is asking for a partial summary judgment on an issue that he has not pleaded in this Action but that he has pleaded in the Fraudulent Transfer Actions by asking for a judgment “in each adversary proceeding where the Trustee has asserted a claim under § 548, that this Court hold, as a matter of law, that the Debtor operated a Ponzi scheme, and as such, also acted with the requisite intent to ‘hinder, delay, or defraud’ it’s creditors under 11 U.S.C. § 548(a)(1)(A).” The Trustee cannot obtain a summary judgment on, and the court cannot consider or adjudicate, an unpleaded claim or issue. Thus, the court must deny the Trustee’s Motion for Partial Summary Judgment on this basis and will not consider the Intervenors’ other bases for opposing the motion that are grounded in the substantive application of Rule 56.

In this opinion, we consider the rights of parties holding certain revenue bonds issued by the Puerto Rico Electric Power Authority ("PREPA" or "the Authority") before it entered reorganization proceedings under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"). 48 U.S.C. §§ 2161–78. We hold that these bondholders have a non-recourse claim on PREPA's estate for the principal amount of the bonds, plus matured interest. We also hold that this claim is secured by PREPA's Net Revenues -- as that term is defined by the underlying bond agreement -- and by liens on certain funds created by that bond agreement. We do not decide what effect, if any, confirmation of a plan of reorganization will have on the bondholders' security interest, nor do we attempt to estimate the economic value of that security interest.

* * *

Nothing in the Trust Agreement makes the Bondholders recourse creditors. The only contractual provisions cited by the Bondholders are sections 804 and 805. Section 804 permits the Bondholders' Trustee to sue PREPA for unpaid moneys and to demand payment from the "Sinking Fund and any other moneys available for [debt service]."

* * *

Thus, the Bondholders are nonrecourse creditors. A nonrecourse creditor may "look only to its collateral for satisfaction of its debt and does not have any right to seek payment of any deficiency from a debtor's other assets." The Bondholders may not file an unsecured deficiency claim against PREPA, because that claim would naturally reach assets other than the Bondholders' collateral. This conclusion is hardly novel. In fact, it aligns with the standard market practice for special revenue bonds.

* * *

The Bondholders also appeal the Title III court's dismissal of their accounting claim. Here, the Bondholders are on firmer footing. We agree that the accounting claim should be reinstated.

The Authority Act permits the Bondholders, subject to the terms of the Trust Agreement, to bring an equitable action requiring PREPA to "account as if [it] were the trustee of an express trust." P.R. Laws Ann. tit. 22, § 208(a)(2). And the Trust Agreement does not limit this authority. Section 804 permits the Trustee to sue (on the Bondholders' behalf) for "the enforcement of any proper legal or equitable remedy."

* * *

Taken together, the Trust Agreement and Authority Act appear to permit the Bondholders to bring an equitable action for Net Revenues wrongly diverted from debt service. Indeed, in their brief, the Bondholders suggest that PREPA has spent Net Revenues on unreasonable Current Expenses, thereby starving the Sinking and Subordinate Funds of cash and slowing debt payments to the Bondholders. So, the Bondholders appear to have an accounting claim, unless any relevant authorities suggest otherwise.

* * *

To conclude, the Bondholders have properly pled a claim for an equitable accounting. That said, we emphasize, as the Board correctly does, that any equitable accounting will not expand the Bondholders' recourse beyond the Net Revenues. Under the Authority Act, a claim for an equitable accounting is subject to the terms of the Trust Agreement. And as discussed above, sections 804 and 805 of the Trust Agreement state that in any legal or equitable action to enforce payment of the Revenue Bonds, the Bondholders may only reach moneys available for debt service. Thus, while the Bondholders stated a claim for an accounting under the Authority Act, that claim will not entitle them to reach any moneys or funds in which they do not already hold a security interest.

Here, the Debtor's father in his will left his home to her and to her three siblings in equal shares; he died in 1996, and his probate case has languished ever since. The Debtor and her husband have lived in the home since 1999. The Chapter 13 Trustee concedes that the Debtor is entitled to a $21,500.00 exemption but, in his objection to confirmation of her Chapter 13 plan, opposes her claimed $43,000.00 double exemption because, among other reasons, she has only a partial interest in the residence.

* * *

The parties agree that confirmation of the Debtor's plan hinges on whether she is entitled to claim the $43,000.00 "double" exemption or is limited to the $21,500.00 exemption. In her plan, which in its current form is premised on the $43,000.00 exemption, she proposes to make payments of $220.00 per month for a minimum of 36 months and to pay general unsecured claims a "0.00% dividend or a pro rata share of $1,631.10, whichever is greater." (Dckt. 6, p. 1, lrlr 2(a), 4(h)). If her homestead exemption is limited to $21,500.00, however, she would need to amend her plan to pay creditors an additional $23,220.10, per the Trustee's calculations. She acknowledges that she would not be able to afford those increased plan payments, and her plan would be infeasible and thus unconfirmable.

The nature of the Debtor's partial interest in the residence, and the status of her father's probate estate through which she will ultimately gain that interest, complicate the analysis of her claimed $43,000.00 double homestead exemption. But in the end, the Court rejects the Trustee's arguments and finds that the Debtor is entitled to claim the $43,000.00 exemption under Georgia's exemption statute. The Court will therefore overrule the Trustee's objection to confirmation and will confirm the Debtor's plan absent any other objections.

The Trustee explains that DeLibero’s “offer” of $700,000 is actually neither higher or better than HHLT’s offer: DeLibero made no indication that the offer is being made on similar terms (including with regards to timing, conditions of transfer, assumption of risk and indemnification of the estate); the offer is “subject to [unspecified] remediation costs,” but it is unclear if DeLibero or the Debtor’s estate would bear those costs (and there is no indication DeLibero has the money to pay them); since DeLibero values the Real Property Lots at $1.5 million, it is not clear how much DeLibero would actually pay to the Trustee for the Lots after taking what she considers to be payment for her 50% equity stake; DeLibero does not clarify when or how she would pay various costs, e.g. closing costs, taxes, liens, etc.; and there is no evidence DeLibero has the financing to consummate the sale.DeLibero’s challenges to the cost of remediation are irrelevant, the Trustee argues, because the lack of prior remediation on Lot 47 was reflected in the offers the Trustee received—essentially, there is nothing the Trustee can do about it beyond taking the highest and best offer.

* * *

The Trustee spent months attempting to sell the Real Property Lots. Both the Trustee and Maltz demonstrate that HHLT’s bid was the highest. After HHLT originally submitted a lower offer, the Trustee negotiated HHLT’s bid up in value, over a period of months. The Court finds and concludes that the Trustee has at all times acted appropriately in seeking to maximize the value of the estate’s property while liquidating it. The Maltz Affidavit concerning the sale methods employed sets out the significant efforts undertaken by the Trustee to sell the property. There is no evidence that the Trustee has done anything but try to sell the Real Property Lots at the highest value possible. And DeLibero’s claim that the “market value” of the property is $1.5 million is specious, as evidenced by DeLibero’s failure to sell the property for $1.5 million via a Zillow listing in January of 2024.

There is no evidence of bad faith, self-interest, or gross negligence in connection with the proposed sale to HHLT.

As a matter of first impression before this Court, Mr. Kevin M. Epstein, United States Trustee Region 7, Southern and Western Districts of Texas, (the “United States Trustee”) has asked this Court to quash subpoenas (the “Subpoenas”) issued to him, as well as to Ms. Millie Sall, the Assistant United States Trustee, Mr. Hector Duran, Trial Attorney for the United States Trustee, Mr. Stephen Statham, Trial Attorney for the United States Trustee, and Mr. Henry Hobbs, former United States Trustee for the Austin Texas office and former Acting United States Trustee for Region 7 (collectively “USTP Personnel”) pursuant to the “apex doctrine” or its government equivalent. Alternatively, the United States Trustee moves to quash these subpoenas since the testimony sought would allegedly be irrelevant to any claim or defense, cumulative, and privileged, or to limit any depositions pursuant to Federal Rule of Civil Procedure (“Rule”) 26(c)(1) or the Tuohy Doctrine. Jackson Walker, LLP (“Jackson Walker”) objects to the relief.

On Tuesday, October 8, 2024, the Court conducted a hearing and permitted the depositions of Mr. Hector Duran and Mr. Stephen Statham, finding that the United States Trustee withdrew his objection to those individuals at the October 8, 2024, hearing. The Court also ordered briefing on two issues, to wit: (1) whether the United States Trustee is a high-ranking official and (2) whether any Tuohy regulations were appliable to this proceeding when the United States Trustee is the plaintiff. The Court having reviewed the pleadings, the briefs, and all applicable law and sustains Jackson Walker’s objection and denies “United States Trustee’s Expedited Motion to Quash Subpoenas”

Deborah J. Piazza is the chapter 7 trustee (the “Trustee”) of the estate of New Noodle 28 Inc. (“Debtor”), a chapter 7 debtor herein. After her appointment, the Trustee and her retained professionals conducted an in-depth review of the Debtor’s books and records and related documents. Based upon that review, the Trustee determined that the Debtor’s estate (the “Estate”) holds claims against the Debtor’s principal, Ji Yang (the “Debtor’s Principal”), in excess of $400,000 (the “Estate Claims”). The Trustee has not commenced litigation to liquidate those claims. Instead, she and her retained professionals have engaged in negotiations with the Debtor’s Principal and his counsel in an effort to resolve the Estate Claims.

Those efforts paid off. The matter before the Court is the Trustee’s motion (the “Motion”)1 pursuant to section 105 of title 11 of the United States Code (the “Bankruptcy Code”) and Federal Rule of Bankruptcy Procedure 9019 seeking the approval of an agreement (the “Settlement Agreement”)2 between the Trustee, in her fiduciary capacity, and the Debtor’s Principal, resolving the Estate Claims against the principal. No responses have been filed to the Motion.

On November 13, 2024, the Court conducted a hearing on the Motion. The Trustee appeared through counsel. The Court heard argument from the Trustee. For the reasons set forth herein, the Court grants the Motion.

In his Objection, the Trustee sets forth three objections to the confirmation of the Debtor’s Plan: (a) that the Plan amendment was filed after the Trustee has recommended confirmation and, thus, the Debtor should have filed a motion to modify rather than an amendment to the Plan; (b) that the interest rate proposed to be paid should be the Till rate; and (c) that the Debtor has not paid sufficient first monies.

* * *

The fact that the Trustee has “recommended confirmation” of the Plan as previously proposed does not abrogate the Debtor’s statutory right to amend the Plan until confirmation has occurred. Accordingly, filing an amendment to the Plan is the appropriate method for amending the Plan until the confirmation order is actually entered. Despite a prior recommendation of confirmation, the Trustee, like every party with standing, has the right to object to the proposed amendment(s) if they do not meet the statutory requirements of sections 1322 and 1325.

MFN Partners and Mobile Street have moved for reconsideration.4 The principal basis for the motion is that the Court erred in concluding that the PBGC regulations are authorized by 29 U.S.C. § 1432(m), which authorizes the PBGC to “impose, by regulation or other guidance, reasonable conditions on an eligible multiemployer plan that receives special financial assistance relating to … withdrawal liability.” The motion for reconsideration argues that the regulations in question regulate employers rather than pension plans.

* * *

[T]he attempts by MFN Partners and Mobile Street to distinguish Philpott, Norfolk Southern, and United States v. Miami University on the ground that this case involves an agency regulation that conflicts with the statutory text are unpersuasive. The Court accordingly adheres to the views set forth in its

In order to fund their operations, chapter 131 trustees collect a percentage of every debtor’s chapter 13 plan payments. In Evans v. McCallister (In re Evans), 69 F.4th 1101 (9th Cir. 2023), cert. denied sub nom. McCallister v. Evans, 144 S. Ct. 1004 (2024), the Ninth Circuit held that a chapter 13 trustee is only entitled to receive the percentage fee if the plan is confirmed; otherwise, if the case is dismissed or converted prior to confirmation, the trustee must return all of the debtor’s plan payments to the debtor, and the trustee receives nothing.

Appellant Dianne C. Kerns (“Trustee”) is a standing chapter 13 trustee in the District of Arizona. In the wake of the Evans decision, she challenged the constitutionality of 28 U.S.C. § 586(e)(1) and 11 U.S.C. § 1326(b)(2), arguing that the statutes violate due process because they condition the compensation of quasi-judicial officers on the outcome of plan confirmation. The bankruptcy court declined to reach the merits of her arguments, instead holding that the Ninth Circuit’s decision in Evans precluded her position.

The bankruptcy court incorrectly held that Evans barred the Trustee’s constitutional challenge: the parties to that case did not raise, and the Ninth Circuit did not consider, any constitutional argument. Nevertheless, the Trustee’s argument fails. She is not a quasi-judicial officer; even if she were, the due process rights she asserts do not belong to her; and her proposed remedy would not address the purported due process problem.

We AFFIRM.

SLF indicates that it was “retained by the Ad Hoc Committee of Corporate Creditors to engage in mediation on behalf of [C]orporate [C]reditors.” (Sarachek Certification ¶ 4.) The Application seeks payment of the $1,661,514.59 Contingency Fee and $593.92 in actual and necessary expenses in connection with professional services required during the Engagement Period. (See Application at 1–2.) The Contingency Fee sought, SLF indicates, is pursuant to the terms of SLF’s engagement letter, which provides that SLF “[has] agreed to represent the [Ad Hoc Committee of Corporate Creditors] on a contingency basis, whereby [it] will seek payment of [its] fees from the Debtor or other liable parties, subject to approval of the Court, where applicable.” (Sarachek Certification ¶ 5.) Such “compensation will be based on the level of recovery actually achieved for the Committee and for the entire Class,” which will be “5% of Recovery to the Class.” (Id.) No copy of the engagement letter was included with the Application; only excerpts that SLF deemed relevant were quoted in the Sarachek Certification.

* * *

Additionally, in accordance with the Supplemental Distribution Opinion and related order, SLF also includes, as part of the Application, detailed and itemized timesheets that reflected a total of $392,860.00 in fees and $593.92 in expenses incurred.

* * *

The Supplemental Distribution Opinion and related order made clear that SLF was permitted to submit an application for “payment of fees . . . reflecting the work performed from the time of its engagement through the execution of the Settlement Term Sheet” as counsel to the Ad Hoc Committee of Corporate Creditors. Such application “must include detailed and itemized time records reflecting [such] work” as “[o]nly those amounts . . . may be paid in accordance with Article II.B.4 of the Plan.”

Instead, the Application seeks payment of the Contingency Fee in a total amount of $1,661,514.59 that exceeds the original $1.5 million compensation contemplated under the Settlement. This, the Court cannot approve.

* * *

SLF has not made any showing in the Application that it is entitled to the Contingency Fee from the Post-Effective Date Debtors for its “substantial contribution” to the case. . . . In fact, the Application makes no mention of “substantial contribution” whatsoever. Rather, SLF relies solely on the language of its engagement letter with the Ad Hoc Committee of Corporate Creditors, which indicates only that it would seek payment of its fees and expenses from the Post-Effective Date Debtors. This alone does not entitle it to such amounts from the Debtors’ estates, and SLF offers no justification for why the Post-Effective Date Debtors should be obligated to pay. Accordingly, SLF’s request for reimbursement of the Contingency Fee is not approved.

Ms. McNeil has also failed to establish an actual and significant benefit to the administration of these chapter 11 cases. “Mere conclusory statements regarding the causation or provision of a substantial contribution are insufficient to establish that a substantial contribution has been made.”While the Court acknowledges Ms. McNeil’s service as chairperson of the Ad Hoc Committee of Corporate Creditors, the negotiation of the Settlement was a product of the efforts of the Ad Hoc Committee of Corporate Creditors as a whole with the Post-Effective Date Debtors and Coinbase as opposed to the sole individual efforts of Ms McNeil alone. (See Supplemental Distribution Opinion at 5 (recognizing the Settlement as the “culmination” of the efforts of the Post-Effective Date Debtors, the Ad Hoc Committee of Corporate Creditors, and Coinbase).)

Indeed, “[e]xtensive participation alone is insufficient to justify an award.” In re Granite Partners, 213 B.R. 440, 445 (Bankr. S.D.N.Y. 1997). Rather, compensation is limited solely to “extraordinary actions” that result in “actual and demonstrable benefit” to the estate, creditors, and where relevant, stockholders. Id. at 445–46. Here, Ms. McNeil’s efforts, which the Post-Effective Date Debtors acknowledge are “laudable,” do not rise to the “extraordinary” level necessary for a finding of substantial contribution. Ms. McNeil has done nothing more than show an incidental benefit to the administration of these chapter 11 cases, which alone is insufficient to establish that a substantial contribution has been made. See Synergy Pharms., 621 B.R. at 609 (noting that any benefit received by the estate must be more than incidental to an applicant’s pursuit of its own interests). Ms. McNeil has not “demonstrate[d] a ‘credible connection’ between [her] efforts and the reorganization process.”

For nearly three decades, Dow Corning Corporation’s 1995 bankruptcy has spawned a seemingly unending series of legal disputes involving numerous parties. Take the Korean Claimants, for instance, who return to this Court for the fifth time. On this go-round, they seek replacement checks from Dow Silicones Corporation (“Dow,” the successor to Dow Corning Corporation) because their originally distributed settlement checks have expired. But a district court order prevents them from doing so. That order, the Korean Claimants say, violated numerous protections ensured to claimants by the Bankruptcy Code, the reorganization plan, and even the United States Constitution.

We disagree. In the end, the Korean Claimants had a 180-day window to cash their duly disbursed checks, and beyond that an additional four years to seek reissued payments or otherwise request relief from the district court. As no source of law requires anything more, we affirm the district court’s order.

Confirmation of the plan in this Subchapter V case filed by gas station and convenience store Edgewood Food Mart, Inc. (“Debtor”) requires the Court to resolve four central issues: whether Debtor’s plan was proposed in good faith, whether Debtor’s plan is feasible, whether the plan meets the liquidation test, and whether the plan is fair and equitable. Debtor seeks confirmation of a nonconsensual under § 1191(b) that provides for payments of projected disposable income over a three-year period.

* * *

As to the Trinity Family Practice factors, Debtor’s budget does not provide for capital expenditures that would benefit Debtor in the future to the detriment of the Class 2 creditors. To the contrary, Debtor has indicated it will likely cease operating its business after the three-year plan period. As discussed above, the financial projections are more than reasonable, as they were based on optimistic assumptions that inure to the benefit of the Class 2 creditors, and Mr. Shumway more than adequately explained why Debtor is and will be less profitable than it was before Mr. Lester obtained his judgment. The Plan does not provide for an increase in payments and distributions to insiders during the payment period. Rather, Mr. Panjwani has gone from receiving a salary and substantial distributions to receiving no distributions or salary and proposes to do so for three years. There is certainly evidence of “belt-tightening” behavior by Debtor, as it will receive management services from Mr. Panjwani for which it previously paid a salary for, it will not have to pay for the full amount of the unpaid prepetition rent due under the lease to assume it, and it will not have to pay for the bulk of its professional fees. As to the impact a longer plan would have on all stakeholders in this case, the Court acknowledges that Mr. Lester would benefit from a longer plan that contains all these concessions that Mr. Panjwani has voluntarily agreed to make. Setting aside the fact that Mr. Panjwani might not be willing to make any of these concessions to confirm a longer plan (and 400 Edgewood has already indicated it does not intend to extend the lease beyond three years), it is not reasonable to expect him to continue working for Debtor for free for five years. Finally, as to the existence of any “unique or extraordinary facts or circumstances specific to a particular case,” Mr. Lester asserts that it is not fair that, even though Mr. Panjwani clearly has the ability to waive his “money wand” and pay him more, Debtor will receive a discharge of its liability for his injuries by proposing a plan that satisfies the minimum requirements of Subchapter V. The reality is that Mr. Panjwani does not have a legal obligation to pay Mr. Lester and, even though the temporal term of the Plan is only three years, the benefit provided to Mr. Lester exceeds the minimum requirement. The Court will require nothing more.

The question of whether a chapter 13 debtor has standing to bring an action under § 549 is a matter of first impression in this District. The Walston Parties argue that the Court should follow three prior decisions of this Court, which they contend hold that a chapter 13 debtor cannot seek to avoid a post-petition transfer under § 549. . . . Each of the cases relied upon by the Walston Parties solely involved questions regarding a debtor’s standing to bring an action to recover pre-petition transfers under § 548.

* * *

Despite being presented solely with the question of pre-petition transfers, the Turner and Dawson opinions each stated that “a chapter 13 debtor cannot exercise a trustee’s avoidance powers except to the extent authorized by 11 U.S.C. § 522(h)” without any consideration of the difference and distinction between pre- and post-petition transfers in chapter 13.

Under the Seafort holding, in an over-the-median Chapter 13 case Plan with a “Means Test”-based monthly payment proposing less than 100% to unsecured creditors, when 401(k) loans are paid off, the monies that become available because of the loan payoffs have to be pledged to unsecured creditors, or the Plan cannot be confirmed over a trustee or creditor’s objection. §1325(b)(1)(B).

The statutory exclusion of retirement loan repayments from “disposable income” under §1325 is limited to “any amounts required to repay such loan”. See, §1322(f). Simply put, Seafort holds that when the retirement loan is repaid, the exclusion ends. While courts in other circuits may view contributions to a retirement account as being excludable from disposable income on some other basis – those holdings are contrary to the Sixth Circuit’s holding in Seafort. Because Seafort is a published Circuit Court decision, this court is required to follow it.

Moreover, it is important to note that the Debtors here do not propose to use the funds from the loan payoff for a different expense that qualifies for a Means Test expense deduction – they appear to simply argue it is not “projected disposable income” and therefore they are permitted to retain those monies. That is contrary to the binding statutory interpretation found in Seafort that those monies are part of “projected disposable income.”

GTFF and STFF may be responsible to innocent third parties (such as the Investors) for wrongs that IIG committed when it raised funds for GTFF and STFF. However, that hardly means that as a matter of law GTFF and STFF committed the breaches of fiduciary duty that IIG allegedly committed. GTFF and STFF were the victims of those alleged breaches of duty, not the perpetrators. Nor can GTFF and STFF (as the allegedly unknowing victims of IIG’s misconduct) be said as a matter of law to be of “equal fault” with the Defendants, who allegedly knew of IIG’s misconduct and deceptions and allegedly provided knowing and substantial assistance to IIG in committing those wrongs. If (as Defendants contend) the wrongful intent of a faithless third party investment manager were to be automatically attributed to an innocent client for all purposes, with the effect that the client itself would be deemed to have acted wrongly and to be subject to in pari delicto defenses in a suit against the investment manager and the manager’s aiders and abettors, then an innocent client would never have any remedy for the intentional wrongs that were committed against it.

The factual and legal nuances discussed above have not been addressed in the motions to dismiss. The determination of whether the Wagoner rule and the in pari delicto doctrine should apply at all, and of whether “adverse interest” exceptions or other exceptions might apply, cannot be made as a matter of law based solely on the allegations of the Complaint. Ultimately, the Liquidators will need to be legally sound and consistent in whatever allegations they choose to pursue regarding the extent to which IIG’s knowledge, intents or purposes should be attributed to GTFF and STFF. The Liquidators argued that some of their allegations about the attributions of intent merely constituted pleading in the “alternative,” although the relevant allegations are not expressly stated to have been made in the alternative. Id. at 27:6-11. I will be granting leave to replead as to some claims (as described below), and if the Liquidators desire to make further clarifications of their allegations regarding the attribution of IIG’s wrongful intent and knowledge they will be free to do so. At this stage of the proceedings, however, the Complaint cannot be said to include factual allegations that establish – with legal certainty and for purposes of the affirmative defenses that Defendants have asserted – the notion that GTFF and STFF should be treated as wrongdoers for purposes of all of the claims asserted in the Complaint. On the whole, the Complaint plainly alleges that GTFF and STFF were IIG’s victims, not its cohorts.

The debtor, Premier Glass, L.L.C. (Premier Glass) seeks an order from this court confirming its Subchapter V plan of reorganization. Christopher Glass & Aluminum, Inc. (CGI), the largest creditor, objected to the plan and confirmation. As a result, to successfully confirm the plan, which is deemed nonconsensual, the court must find that the debtor has met its burden of proof to propose a “fair and equitable” plan. As discussed below, the debtor has not met its burden of proof to propose a plan that is fair and equitable, and confirmation is denied without prejudice to the filing of an amended plan.

* * *

Matthew Brash, the Sub. V trustee, was the only witness to testify during the confirmation hearing. He testified that he prepared the projections with assistance of his firm, and that the projections were based upon documents he was provided by the debtor’s CPA. Cruz, the president of the debtor, was present throughout the hearing and listed as a potential witness, he did not testify.

* * *

Mr. Brash’s projections were based on historical data that was not furnished to the court and for which he had little knowledge. He was unable to explain much about calculations used to form the projections and often testified that he plugged in numbers to find a middle ground between “too conservative” and “pie in the sky.” He was unable to answer any questions about the information that made up the projections or their reliability.

* * *

The parties’ dispute centers on the Code’s requirement that a nonconsensual Sub. V plan be “fair and equitable.” § 1191(b). To meet this requirement, the debtor must satisfy the court “that the Plan adequately commits all disposable income to making payments for the life of the plan.”

* * *

[T]he court concludes that a debtor seeking to confirm a nonconsensual plan under Sub. V. bears the burden of showing that its plan is fair and equitable. To do that, it must show a “sincere effort” regarding two things: first, it must show that there is a reasoned basis for its projections, and second, it must show that line items deducted from disposable income are indeed “necessary for the continuation, preservation, and operation of the debtor’s business” and therefore fair and equitable to the unsecured creditors. § 1191(c) and (d).

In sum, Southstar has collected a total of $5,406,819.64 under the Factoring Agreement, approximately $32,000 more than the face value of the accounts receivable purchased by Southstar. See Compl. ¶ 43, 47 & Ex. L. But FCA only received $3,173,517.88 in advances and Rebates from Southstar, or approximately 58.6% of the accounts receivable collected under the Factoring Agreement. See Compl. ¶ 48. Southstar often refused to pay the agreed-upon 80% of the face value of the purchased accounts receivable and, instead, would use “its disproportionate negotiating power to dictate [a] lower” Purchase Price for FCA’s accounts receivable. Compl. ¶¶ 45–46. Only 10 of the 51 accounts receivable that Southstar purchased received an 80% advance. See Compl. ¶¶ 45. After reaching an “agreed upon” reduced rate for an account receivable, Southstar diverted portions of the Purchase Price to the escrow or reserve accounts. Compl. ¶ 46. FCA regularly received less than the Purchase Price and Rebate it was owed under the Factoring Agreement and, occasionally, received nothing for a factored account receivable. Id. Thus, Southstar received approximately $2,201,296 in fraudulent transfers (the “Overpayment”). See Compl. ¶ 79.

* * *

The Turnover Claims alleged by the FCA consist of (i) a determination of whether the Escrowed Funds are property of the estate under 11 U.S.C. § 541 (Count One), and (ii) if so, whether Southstar must turnover the Escrowed Funds to the debtor pursuant to 11 U.S.C. § 542 (Count Two).

* * *

Here, the fact that the dispute may involve the application of Louisiana or South Carolina state law does not undermine the “core” characterization of the claims. See 28 U.S.C. § 157(b)(3). . . Because the Turnover Claims would arise only in the context of bankruptcy proceedings, the Court finds that the Turnover Claims are “core proceedings” that it may hear and determine on a final basis. For that reason, this Court possesses subject-matter jurisdiction over the Turnover Claims alleged in the Amended Complaint.

While the Trustee has been trying to complete the 341 Meeting, the Debtor found time to file three voluminous adversary proceeding complaints,2 three motions, and two objections. The Debtor’s repeated refusal to appear and testify at a 341 Meeting underscores her disregard of the duties the Bankruptcy Code imposes on a Chapter 7 debtor and constitutes an unduly prejudicial delay to the creditors of her estate, within the meaning of 11 U.S.C. § 707(a)(2).

* * *

The record here supports a conclusion that the Debtor's repeated failure or refusal to attend the 341 Meeting, while being able to start multiple adversary proceedings, to follow and object to pleadings, and to arrange for another individual to appear at a hearing on her behalf is, "part of an evidentiary tapestry illustrating that [she was] enjoying the benefits and protections of the bankruptcy laws while not . . . providing creditors with needed information.