significant first of course is the storm the stern issue well as international courts clarified that implied consent is is ok except for the fact that the requirements for showing implied consent you have to bellingham each each time each time the court that the supreme court kind of clarified even further in this case even under stern even to this courts of ruling which is up on appeal which fraudulent transfer claims as not being a as being on court claim in other words it was still a core claim and that was an issue which he didn't have necessary that was not actually decided at this point because it was up on it sir was dealing with those exact issues of whether they're not whether you had a right whether it would be good the use of the core claim could legitimately be designated as a core claim and in this case don't forget that when there was a convoluted happened here that there was that language your honor except for the fact that in in these in that case you had a day noble review by the district court anyway so it became it became a moot point raising it all the way through and there had been no final judgment entered by the bankruptcy court as of that date so if we're not claiming for example that the court couldn't make finding inclusions of law what we're what we argued is that because there was no final judgment entered we preserved out right to have findings of fact and conclusions of law ruled on by the district court not the bankruptcy court and b objecting in it to the court the bankruptcy courts ability to enter for final judgments on non core claims that should be sufficient when this court determines that a fraudulent transfer a cause of action is in fact shall we say a species of non core claim post storm so other than the fact that mr blix that didn't object during prior to trial on the issue of stern on the issue of the core vs non core issue the he's preserved his rights at every step of the way other than and there's been of course because these issues as the court clearly knows under law almost all of the cases that involving mr blix if and when i talk about these issues i'm talking about not only the ability of the bankruptcy court enter final judgment such as summary judgments maybe pulmonary injunctions or final judgments themselves but i'm also talking about the issues raised bought and presented by the divorce proceedings in the effect of those divorce proceedings on the claims that are being that have been brought against mr blitzer and the reason i would urge the court to do address those issues rather than simply to remain and is because over the period of time we've gone and the reason is the rationale for not holding them responsible a bound by the releases for example is that they were not represented by independent counsel never a requirement in california the that they were not parties to mean it was all it was the except group international inc excuse me it was the debtors and sixty or so other other companies it and properties that were that were community property of  found in the family court that she had full authority and mr blix of confirmed that he had full authority to borrowing each of the entities that they were receiving in the divorce to the releases and marital so that's how between the between the community property entities who signed on the releases those are gone those should be gone now and approved by the family court had they not been blix and to say that that's not they go back to the bledsoe case from this court to say that that's not a little gated non police of final judgment that establishes reasonably equivalent value for those transfers of community property between the blixseth and that's the that those transfers are the foundation of all of these lawsuits that's how it ties it because if the court fin reasonably quickly in value which it must when you take a look at what the parties have received then there is no claim against mr blix there's no valid claim against mr b so that is the tion from the height of the divorce proceedings and it wasn't even a secret because the minority shareholders sued in may of two thousand and six for their own right their own share of that alleged fraudulent transfer in from from the credit suisse on the two hundred nine million dollars that's what they thought they sued a dribbly for them in in two thousand and six now and that ties in in civil respects to the new case of the district courts days because if you don't if all of the all of the transfers that are subject to the no two cases i call in the district settlement agreement to mrs blix up and in return mr blix have cancelled his notes to be g i and assumed the liability and signed off on separate releases for that but but when you put it that what this means your honor is you could never i think we can we can operate from one from a from a common point here which is that if you have a divorce and it goes to trial and it's eight and the judge divides that at those assets at trial i think we can all agree that that would be an absolute defense to a fraudulent transfer cause of action under under bledsoe in under b f p so if you start from that perspective how is it with no evidence of collusion or fraud or any kind of misrepresentations how can you conclude that america settled that agreement hotly litigated settling lots of different lawsuits lots of little money at stake with no allegations that there's any kind of collusion or fraud how can that not be the same kind of rule of protection that you would have if you went to trial and i'll take the findings did the superior court making connection with its approval of the settlement well and i don't mean to be flip judge play as sort of what findings didn't the family court may what findings did the superior court make well that's what i'm saying i'm just turning it around because literally the family court meet every finding that you could think bet the family court made findings that each party knowingly and voluntarily under took these assets and understanding that they had the opportunity and did not take discovery to determine the values bound by those releases as well the debtors report of the family court case and so when mrs blix a lot of them were apart what do you mean by they were apart they were parties yes well they were they were not formally parties as as you well know you know i asked the question you immediately said yes you know when you're on it when i said they're part of the when i say they're part of the family court case that i'm referring specifically to i'm not asking what you meant by that i am asked i asked you parties there well you see that this is the problem they the the question is not whether they were parties to go to the litigation as much as whether they are balanced by the results of litigation and that's why i  the eighty two percent that that interest looks at group inc was one hundred percent owned community property and that and that money that that entity were owned by b g i d g i was not a named party in the marital settlement in the in the divorce of course because it was fully community property and it controlled the assets and sorry controlled transfers those are all part and parcel of the divorce so while yes i agree with you one hundred percent that the the b shareholders or other creditors would not be b by the releases between the parties when you have the entities who were bringing the lawsuit as the signatories on the releases and you have the owner of the manager of doing the entity and the debtors and back to the court can't do anything about well it you're hypothetically asking if they misrepresented it something to the bank or into the family  the other party these are not parties these are not parties can that can the creditors of one of the parties to a marital dissolution case set aside the decree will because what does that have to do with anything here except to confuse issues sorry the the two hundred nine million dollar proceeds alone ok which was that issue in bankruptcy court that was that went into both the bli explaining again if you want the old let's call the ultimate bottom line this this should be the decision of the bankruptcy court what i want is in the past i want an answer to my question you probably the forgotten the question because you've taken so many d to a new euro so just give me the answer the question and then you can explain i will let you explain to your heart's content but within limits well i think within your time and i think that the the that the parties are bound when they are not part of us that's what i thought the question was i think that's pretty close to the question is why does miss going to miss a presentations by non parties if there are any provide sure that's what you said what i meant was and maybe it wasn't wasn't clear was that just because the there's a decree in the divorce doesn't mean a third party creditor that's not community property can't sue for whatever remedies they have that's what i'm saying and can i ask kind of i just change your subject there because you've been talking only about one thing in a case that has many issues yes so i want to know a couple things one is assume for a moment that you're wrong about this whole thing about the marriage ok that we're back to the it were not verse about the marriage or at least make that assumption for now so we'll come back to that question so that we have some a bunch of other questions i mean one is there was a terrible loan as a matter if it's called there's it's of piece of paper is not worth the paper it's written on but when you're looking at the the the the these parties there were all of these assets was a lot of money at issue though but he could say and in fact mr blitzer that actually  repaid on that loan nobody could say that from the beginning when those problems are notes written when those loans were made there was no way to repay those loans and i give you perfect for that and that's why i think that comes into play in distinguishing between a lo a distribution is if it's a distribution then you could start then you couldn't claim potentially fraudulent transfer although obvious estimate it's not political but if it's a loan and there's a reasonable ability to of that if you want you can but what i want to know is we also have the dots case that's consolidated here they're going after the same money right because if if we decide one one way is the other one move you case might be moot but here's the problem with both and this is why i i'm not sure the quest the answer the question the nodes are the same basic it's the same basic lung that was at issue in the bankruptcy court as then is an issue in the district court that the promissory notes between the g i and the debtors is is the same amount as it was just passed through b g i and represented by notes in that amount to blix that now what's happening here is the in the bankruptcy court they're looking for a two hundred plus million dollar judgment on the notes between b g i and the debtors and holding blix up responsible based on an alter ego theory so piercing the corporate veil of b g i and then they're turning stepping over to another court and suing mr blix on the same notes that they claimed b j i was an alter ego for so he ends up being responsible libel potentially for four hundred million plus in judgments not just any theory that's not going to happen i mean that's i'm trying to find out is there any chances he's liable for four hundred million or is it one or the other well i would say i think it's one of the other bill looks at the group bankruptcy and then in the other bankruptcy court case they're operating out as representatives of the debtor and so in the district court they split they do they have a profit sharing plan  parties and the way they're acting the way they're representing themselves i think that that causes the problem and the legal defenses in the note case the district court case are slightly different then the legal defenses in the bankruptcy court although of course they overlap and the reason that they're slightly different is because in the note case in the district court with the g i there is no question the b g i was one hundred percent family  acting on on as a creditor well in connection with the blitz of group e g i bank of seed they're claiming to be just a creditor and therefore they can take an assignment of those claims but in trying to dodge liability on the counter claim in the district court they're claiming that they're they have the protection of a bankruptcy trustee and if they were paid the protection of a bankruptcy trustee then they wouldn't be able to take an assignment as a third party creditor and bring claims that would otherwise have to be brought by the bankruptcy trustee ok are time yes or no thank you very much appreciate for the trust on these consolidated people in the fourteen and central district california case in front of judge fees i can address some of the stern ten it had been pending for some period over a year at that time the this circuit's opinion in stern came out in march of two thousand ten less than a month after the trial was over and five months before judge curse of the bankruptcy judge issued his ruling in the case after the trial was over of course he took it under advisement and it was trial was over at the end of february we didn't get a ruling until august i think august twenty fifth two thousand and ten and when he issued his hundred thirty five page memorandum of decision mr bush has never objected prior to getting the adverse ruling and in fact he didn't object for fourteen months after getting the adverse ruling after the stern supreme court's decision is different came down i don't think it is a colorable argument to say that mr bush wasn't aware of his right to object until the supreme court's decision came down because when the ninth circuit came down that was the law of the ninth circuit notwithstanding the writ of the divorce is the divorce a simple judgment on what is absolutely correct the asset that is part of the community a state of the blitzes during the course of their divorce which went from two thousand and six to two thousand and eight what's there to their ownership interest in the into d c not the into these themselves if you themselves are separate entity that's what the whole lot of corporations is about and the law respects them as separate entities unless there are grounds to  x which was determined to be an alter ego and which was one hundred percent talent so what about that but nonetheless the net result was chet find that that that those releases which were actually different releases directly but ultimately they were found to be a freshman transfer so is that different with regard to the impact of the marital settlement it is it should be no different it should not matter whether the corporation the separate entity is owned a hundred percent or fifty percent or ten but the alter ego doctrine is an echo will doctrine it benefits the injured party it's not something that the owner of a corporation can use a sword you in to counterattack a creditor in in this situation  so that and i would say that the you mentioned that there were other releases there were the other documents but the and but they're they're totally redundant of one another on x directly as such and he never really i mean mentioned it but he didn't really deal with it and then when he gets to that they can know its case josh he says i'm going to treat them all as one to where they really are one they they really were in this sense at least  all three documents that that is the the releases actually pursuant to the n s a and some agreement the assumption agreement and the cancellation of physical cancellation of the notes all accomplish the same purpose of releasing purportedly releasing this to be looked at from liability on the nose they all accomplish that same object then other things happened and the other thing to happen was in return for that if you that's a transfer the release is a transfer in return for that transfer what the debtor what the g i received was a replacement note from each one and that's documented in these in these agreements but that's if you just focus on the transfer from the g i to mr blix this which is the release focusing on that initially those three transactions contemporaneously undertaken all accomplish the same objective which is to assumption was an equal value and would stand in the way of terminations for action transfer not sure i follow that question each eager was insolvent it right but if she weren't if she were not the supplemental excerpt of record at page two forty one i mean two thousand four hundred ten sucked and this is what the divorce court said this is after the fact to the divorce court or marriage court calling california the and try to get the marriage court to take over this dispute and make findings and so forth and this is what the marriage court said at the hearing one thing that would never did fade from my memory was that at least in a two hour hearing we we had putting the waivers and releases on the record because it was and remains the most unusual settlement agreement that i never put on a record because i never heard the terms of the it was all all all about making sure that petitioner and respondent both of whom acted without advice of counsel without counsel's input into the case and in some respects did it contrary to counsel's advice were doing this knowingly and freely and eyes wide open approach so it was the most unusual non settlement agreement i ever put on a record in the bank that the marriage court never thought of terms of the marital suddenly agree never made any determination of the value of what was being exchanged but simply accepted the agreement that had been entered into by jim blixseth and ija blixseth and well confirmed that they had done it knowingly a consent decree settlement agreement conferred by a divorce or marriage court judgment that transferred made pursuant to the marital settlement agreement confirmed by a marriage court judgment are subject to attack  california supreme court no no no that's that's that's fine you can do it but you have to sort of show you have to sort of undermine the judgment somewhere what do they say you can you can use to attack a party what kind of evidence can you use to attack it and can you can you do it outside the system it's one thing to go back to the state court and say look this was a hard one task can we do it in the federal system most of most certainly here is the i think the premise of your question is faulty because in the fraudulent transfer action the one that we brought one that the california supreme court if i'm if i'm getting this confused with the related case of beverly apologize but either in my here or in beverly the court found that although it's specifically holding in both cases that you could you could attack transfers made for student murdered settlement agreements as fraudulent transfers that that could have the impact of upsetting the apple cart and cause they already used to go back into court but that was not their concern and they specifically said you know those that were going to fall where they fall but you can do it it's because remember in the here what you have here is you had a woman who had a child with a spouse out of work they weren't married and he was he was married to another woman he had the baby with a different woman and she's bringing a claim to set aside transferred made  to the marital settlement agreement to because she feels like yes she the guy had basically got rid of all of his nonexempt assets to the wife in the divorce and so she was going to be able collect child support from and so that's the basis of our cla out to him they came out to him initially without any documents without any notes being signed and so forth and then only when these to be shareholders the minority owners of the  debtor began to question him and raise questions about what had happened only then did he come back in behind and document those transfers and those that's that's the actual history of it in certainly different than the waterfall under the confirm plan the yellowstone debtors and so they're going to have to be some reconciliation of those two between those two states but that shouldn't concern  counterargument to that i'm not sure really sort of common sense equity basis it seems like you well on the one hand wash a place and get off the hop on the other hand why should credit suisse be counting the money so if you want to accomplish that how  well the way you should way it should have been done is the claim of credit suisse that it should have been disallowed in the bankruptcy instead of just equitably subordinate to the trial of the case of the first phase of a from mr blix as there are only forty million dollars of unpaid creditors in the case of forty forty one million roughly that's found by judge hirsch or and that's what he reduced their judgment to the surplus to two hundred forty five million dollars would have gone back to the equity holders under the standard provisions of any of the bankruptcy code would've gone back to the l x which itself is in bankruptcy and could use the money and has its own creditors but that unfortunately you know look you're stepping back and we could all look back step back and say for the and maybe that's what should have happened but unfortunately that didn't happen and now that we have a confirmed plan that says if more than forty one million dollars  recovered because that's the amount of the claims that come first the head of the support has a clear brief that they could still down wind to or parent electoral against which i with regard to credit suisse before they can actually collecting money yes and in this argument was rejected by the court that case the trustee of an individual debtor was trying to had by virtue of an assignment from various mortgage companies who had been defrauded by the debtor and than it takes to pay off all the other creditors and this guy as the individual debtor will could conceivably get a benefit and that was the basis of the jackson and the court rejected that argument said you know that's a possibility but that's that's no defense for you if you have other women gays and your other women these would have been four and now lives changed from born to mr bush's mr bush's other remedies against credit suisse would have been to make a claim directly against credit suisse and in fact he did make a claim against credit suisse five beats he sued him in federal district court in colorado and so that would have been and that's exactly what the borden case says so just as a matter of law d cases we get it we don't have any connection to credit suisse we don't deal with credit suisse at all we don't care about christmas but our job is to maximize the benefit for the state and then the acid flow where they flow it doesn't apply it doesn't apply to these types of claim to doesn't apply to the trust or the debt or it's the bad conduct found by this cursor is the conduct of credit suisse but he made specific findings that credit suisse is bad conduct should not be imputed to the trust or to the debtors that the debtor neither the debtors nor the trust to done anything wrong and so he's taking the bad actions of a third party this course good this court could reverse that and render because the judge unequivocally found that our actual damages were two hundred eighty six point four million and the only basis for reducing them to forty one million was the application the erroneous application of the impaired elected doctor and so there's nothing further to be done i mean that's i think the record is replete i'm tempted to say please don't remain i'm you know as you can probably i'm just i actually tried this case in february of two thousand and nine and i was the primary lawyer working on the motion for summary judgment in the case of judge amounts some amount of the damages that were included in the just in the forty million that the b who to be shareholders claim american bank and those are the only two that sort of piqued my the bankruptcy court issued a judgment that didn't contain a number right you said the claims we asked to get that fixed we had an evidentiary hearing and we showed him what the claim for the and we establish what the claims were included the american bank claim included the beach claim those are all allowed claims in the yellowstone club chapter eleven case is really not much question about that and that's what the judge wanted to give us was the amount of allowed claims in the case and there's no i mean there's if you go look at the record and look at what evidence supports the complaint about those two components of the forty one  they're just it's just nothing there i mean it's it's pretty black and white finally in the notes case i as i mentioned before it was a little confused about whether judge she's was relying on clara stop all or whether he was making new findings with regard to receive this separate fraudulent transfer and the effect of the release because she was there is a difference in the he treated all of the documents as one release but it's not at all clear that judge curser was actually dealing with the and actual fraudulent thing can happen regardless of the quibbling value there done there then becomes under various under under uniform water transfer act then the company issued what you can recover for the front of transfer if you have a good faith transfer reet but remember in this case is it was kind of like a satellite in the transaction that the transfer is from the from he gets in return comes from egypt and so what egypt gave in return if it had been let's just say she had been able to pay two hundred million dollars and she wasn't insolvent but she  fourteen that it's the release of tim blixseth is the only thing that such feats of focus on i would say in my time is going to be close but i would say that under on the night for the president cited in our brief this court has authority to affirm judge feed his judgement on any ground raised in our summary judgment plea and judge deeds once he found actual fraudulent tent based upon collateral stoppel did not reach our second argument which was that the release was also a constructive fraudulent transfer and i would submit to the court that the evidence that we if the finding some trouble with collateral stuff the evidence that we submitted to judge these conclusively establishes that the g i was insolvent at the time that what we were what we were releasing him obviously of templates as of two hundred million dollars worth of liability on notes and then the what we montana prior to all this which was introduced into the summary judgment record that each row was insolvent at the time of the that release of the time that she gave the replacement note and therefore the notes were worthless and the judge fees didn't reach it soon because he didn't feel like he needed to but if for some reason this court has an issue we ask you to consider that alternative ground in the record for supporting the j notes there's plenty of assets including the old stone club that she's got i mean time and what is mr blix have got these if he gets all the assets that were purchased with the loan proceeds of credit suisse what is mr brooks of get he just  and and so when when when he's sitting there looking at a settlement agreement and they're getting all of these pieces lined up the g s got it arranged for financing you know it's not fair to say oh in retrospect now that i'm trying to get money from m intent of the transferee and there's no evidence at all in any of the cases that egypt will accept had any kind of intent whatsoever there's no there's no evidence so when the when judge these looks at the granting summary judgment it's a classic issue of fact at the very least because there is no evidence that she has any kind of a fraudulent intent now mr blix and mr blix that's the three and and there's been there was no evidence introduced on that issue and and then  the evidence of my colleagues exposed about the value of the releases well there's no evidence about the value of the releases their own expert in a p fourteen said i'm not valuing the releases i have to factor in there you have to do factor in contingent liability how much how much you could possibly collect as a home to a number of different contingencies that have to be analyzed before you value are the release of the an liquidated claim and there's no evidence of what that releases