your honour's i'm a please the court my name is kevin ki chan in here on behalf of the appellant blake roussel this case is complicated in both procedure and the merits of life to begin by discussing some of the facts and this is a case of don't go too very far before you talk about jurisdiction you got our order right yes there are so but sincerely don't go very far if we talk about jurisdiction we don't have jurisdiction can't talk about anything let's talk about jurisdiction if it pleases the court first this is a not have a broker license he goes to another l l c that also does not have a broker's license this is all occurs on about october of two thousand and eight after he leaves a few months later he sued by his dear and the l l c clear sky properties there is a three day jury trial some two and a half years later there is a determination of several categories of damages there are those come pursuant to a jury determination shiri duty obligation the breach of fiduciary duty obligation is not clear to at least me as somebody who's looking back at the issues it's based on what a judge a state court judge made a determination as to what mix in the bankruptcy court there is a determination that the attorney fees award that was issued by the state court after there was a jury award was predicated upon breach of contract and predicated on an operating agreement your client wants to  a judge makes it actually found that it was dischargeable in bankruptcy because it was predicated upon breach of contract in this particular situation after we have the district court who reviews the bankruptcy courts determination and of of discharge ability and back to judge buttons question which goes to the jurisdictional issues i apologize just being that looks like you want to ask another question so and so we are now that we have an attorney for the award issued by a state court judge the bankruptcy court makes a determination that it is dischargeable because it is based on breach of contract the cases that the court has asked us to look at the blood in the case the gravel case and the farm cases all discussed how attorney feel wards that are collateral to incidental to the merits of a case do not affect the finality of a particular order in this case judge opinion and said i'm remained to the bankruptcy court to make a determination as to whether these particular attorney's fees are also nondestructive well which is the heart of as i understand the jurisdictional question the attorney's fees are merely collateral to meaning if the court goes back and reviews those issues and the the attorney's fees if there is a difference of determination of the attorney's fees there will be no fact there will  attorney feel word by the state court judge was predicated upon a breach of contract determination that's clear from reading the brief that was filed by that's not very clear reading the record and i would direct the court's attention to the appendix in which we attached a copy of the motion and the brief that was filed by the apple lees in state court that indicates that it is based upon breach of contract not with my first review is judge mix and got it right it that it was predicated upon a breach of contract determination and so you know we're the bankruptcy court to even review the issues it would be inherently inconsistent for the bankruptcy court to then t judge wright's opinion and then come up with a different opinion because he already analyzed the issues the only way judge makes and would come up with would have come up with the differ determination of the bankruptcy court would come up with a different terminations is by looking at the merits of this particular case so that if we go back and have a determination a different determination on the attorneys fees issues we're going to be right back here with the exact same issues the the attorneys fees determination by the bankruptcy court of whether dischargeable or not is driven purely by the that the issues on attorneys fees are merely collateral to the issues that are at hand and the that that the issues before judge makes that the bankruptcy court that would review this up on remand would be ministerial in nature just like the issues in the farmland case the judge would simply would not recall the parties would not take any additional testimony would not review any of the issues would simply make a determination as to whether the underlying attorney's fees his original not for example review the issues of attorney's fees predicated only predicated on breach of contract and did not look at the breach of produce your duty issue it still helps because we're still dealing with at best a statute  it includes that it's been recognized for years that an attorney's fee determination that's collateral to an underlying merits judgment predicated upon breach of contract is still final for purposes of case the court also determined that if it were based on a statute and we have some questions about whether statute was really involved in this particular case or not it is also it is also dragged into that particular issue so that in this situation even if we were looking at a determination of attorneys fees being based upon statute it's still covered by the finality rule of the gra so to the merits of this particular case we believe the court has jurisdiction of the issues and can make a determination the attorneys fees award does not drive the merits the merits however drop any potential change in attorney's fees merely collateral fiduciary capacity apply the issue of willfulness and militias come into place and it's important for the courts to know we're dealing with a debtor in bankruptcy and we're also dealing with the fact that this court is acting as a a court of appeal not the first instance this is not our parties with lots and lots of money that we're dealing with whether those issues have any difference of the court i call it to your attention it is however important in my review of the issues for this court to understand that the attorney's fees determination is merely collateral to the underlying issues and i'd like to reserve the rest of my time the familiar hours you've just  one step further and said it didn't matter if it were if it was part of an agreement or not as the chaos was the case in that instance and so the question here is is this does it go one step further is it a situation where when the litigation it is she the litigation it is to be is the discharge building proceeding and it's over the underlying debt which includes a pretty significant award of attorney's fees and so the question is but i falls on the merits of the discharge ability of the the damages judgment and so there's no there's not going to be any further fact based inquiry it's not going to affect the further judicial activity  consistent with with the same principle in farmland in right farm land that the court should accept jurisdiction of this as well like i said it's a unique perceived rule twist and i really think it comes down to know our question judge being is it seems to say that the fees have to be poor or they suggest that the fees are part of the litigation in question in other words like you for instance in our underlying state court case the fee  were clearly related to in collateral to the breach of fiduciary duty you're correct by the way we would have gotten attorneys feel ward in the state court matter whether there was a breach of contract claim or not in your you're exactly right on there where they may indeed still be there still may indeed be appellate jurisdiction even over remained order in a situation like in my opinion like this where the order that was only don't make the only sit the only issue that was remanded was a collateral matter that involved fees and the fees issue is going to rise or fall on the discharge ability of of the underlying of the ret the remainder of the day because as mr keach alluded to the legal standard there is you know if the is appropriate those kinds of things that the courts deal with with regularity as a ministerial type matter this this will be this will be issues of discharge ability of a debt in this case the debt just happens to be a state court awarded attorneys fees and so i'm just suggesting that since we could have another appeal isn't that one of the reasons that as a jurisdiction matter we require finality so that we can wrap these things up in one in one proceeding instead of piecemeal i think you might made a good case there is s as to why you know there is not  were late like you're saying to the load was the lodestar appropriate was the fee were too much or too little and the matters relating to the the amount of the feet perhaps and as well maybe even the appropriateness of the fee but here it just so happens that instead of the amount of the fee the issue is the discharge ability of the fee and you know like i said that definitely well let me loose to the merits of the remaining part of the judgment but let's assume for a minute that this part of the case this part of the dadt was not attorneys speech but it was something else that has a different label it's not attorneys fees for get attorneys fees would you would you and your attempt to rule out either if it were something besides attorneys fees that's what makes that's when the court i'm presuming directed us to those two cases and again i go back to its seems to be just do the princip in the quote litigation it issues and that's a that's certainly a unique a unique question i don't think that's open that hasn't been answered but under the circumstances of this case where the discharge ability that  exception five twenty three a four and i believe that judge wright correctly identified the hayes case in the second circuit and made the argument that when the the cases discuss i trust  either in express trust somebody who is a trustee of an actual express trust or a corporate officer and they she cites raines be tony and talks about that that's the corporate officers have duties to refrain from injuring their statement that in the bed in the ward of attorney's fees pursue it to arkansas code annotated sixteen dash twenty two dodge three o eight which is the breach of contract is permissive in discretionary the award of attorney's fees and cost in state court was based on contract or breach of contract which is dischargeable in bankruptcy therefore this court bonds at the phasing cost awarded by the state court in the amount of eighty seven thousand five hundred twenty three dollars and twenty five cents are dischargeable then we look at judge wright's opinion where obligations such as attorneys fees may attach to the primary debt consequently their status depends on that of the primary debt it depends on that of the primary issues before this court when there is a if there is another appeal which would only occur should this court dismiss this particular jurisdiction with entirely because the merits would be the exact same issue because the attorney's fees is predicated upon is  discharge i thought that with all due respect your honor i don't believe that's what was actually embody in the record it might have been part of judge wright's determination but the issue before the state court which judge makes in as the bankruptcy court reviewed was a motion for attorney's fees predicated upon arkansas code annotated sixteen days twenty two tax three away which was based on breach of contract and a breach of the operating agreement  court dismissed from a bankruptcy it's under seven zero seven of the bankruptcy code there was no such motion ever filed in this particular case so any statements about mr resale being in bad faith or his family being in bad faith or not well the second important issue that i think is for this intentional interference or contractual relation we had breach of fiduciary duty and the breach of fiduciary duty was basically mr resale took one thousand four hundred eighty dollars which was determined and now they're trying to say that was worth five hundred thousand dollars is tantamount to someone taking two thousand dollars from a from a trust and saying he didn't invest in apple stock therefore which we might hundred thousand on you should give us back that money thank you for your argument counsel thank you cases submitted