Reversed and Remanded and Opinion filed May 8, 2014.

In The

Fourteenth Court of Appeals

NO. 14-13-00441-CV

RICHARD BOWMAN, Appellant

V.

EL PASO CGP COMPANY, L.L.C. Appellee

On Appeal from the 125th District Court

Harris County, Texas

Trial Court Cause No. 2008-17220

OPINION

El Paso CGP Company, L.L.C. (El Paso),

1 a judgment creditor, sued 

Richard Bowman for allegedly fraudulent transfers that El Paso’s judgment debtor, 

Atasca Resources, Inc., made to Bowman. El Paso moved for a traditional 

1 Although the clerk’s record contains only a petition with three other entities named as 

plaintiffs, and the record does not contain a petition with El Paso as a plaintiff, El Paso moved 

for summary judgment as “Plaintiff El Paso CGP Company, L.L.C., f/k/a the entities El Paso 

Field Services Management, Inc., El Paso Field Operations Company, and El Paso Transmission 

Company.” The trial court’s summary judgment awards relief to El Paso. We have restyled this 

case on appeal to reflect the correct appellee, El Paso.

 
summary judgment on its own claim, and the trial court awarded El Paso a 

judgment against Bowman for $987,915.82. Bowman appealed.

In this appeal, we must determine if there is genuine issue of material fact 

about whether Atasca received “reasonably equivalent value” from Bowman in 

exchange for Atasca’s transfers to Bowman of $794,628.94. We hold there is a 

genuine issue of material fact because there is some evidence that the transfers to 

Bowman were loans or loan repayments2 and that Bowman repaid Atasca more 

money than he took.

Accordingly, we reverse the trial court’s judgment and remand for a new 

trial.

I. BACKGROUND

El Paso obtained a judgment against Atasca and then sued Bowman for 

allegedly fraudulent transfers that Atasca made to Bowman. The trial court signed 

a partial summary judgment order for El Paso, declaring as a matter of law that 

Atasca was insolvent from December 31, 2003, through June 30, 2012. Then El 

Paso moved for summary judgment on its claim against Bowman for fraudulent 

transfers. El Paso relied solely on Section 24.006(a) of the Texas Uniform 

Fraudulent Transfer Act (TUFTA):

A transfer made or obligation incurred by a debtor is fraudulent as to a 

creditor whose claim arose before the transfer was made or the 

obligation was incurred if the debtor made the transfer or incurred the 

obligation without receiving a reasonably equivalent value in 

exchange for the transfer or obligation and the debtor was insolvent at 

2 As outlined below, Bowman variously testified, without objection, that “the transfers” 

were loans from him and loans to him. Because we conclude that the analysis turns on the fact 

that Bowman ultimately gave Atasca more than Atasca gave Bowman, we need not analyze the 

distinction or the implications of whether the transfers were loans or loan repayments. 

2

 
that time or the debtor became insolvent as a result of the transfer or 

obligation.

Tex. Bus. & Com. Code Ann. § 24.006(a).3

El Paso filed evidence with its motion, including some of Bowman’s 

interrogatory responses and a document that Bowman produced during discovery, 

titled “RB Payments to and Disburments [sic] from ARI, Period 01/01/02–

01/23/08.” The document contains about ninety-five rows of entries under three 

columns titled “Date,” “To ARI,” and “From ARI.” The “Date” entries begin with 

October 28, 2002, and end with January 23, 2008. The document indicates that the 

entries under the “To ARI” heading total $2,178.056.94, and the entries under the 

“From ARI” heading total $1,208,628.94. Bowman produced this document to El 

Paso in response to El Paso’s interrogatory asking Bowman to “describe each and 

every payment or distribution, or transfer of any interest in any property or asset, 

from Atasca or any of its affiliates to you from January 1, 2001 through the 

present.” Bowman answered the interrogatory, stating that “[t]ransfers to Atasca 

from Bowman were loans to Atasca, and transfers from Atasca to Bowman 

consisted of loan repayments, salary payments, expense reimbursement and/or 

distributions.” Using this document produced by Bowman, El Paso added the 

thirty-one entries in the “From ARI” column during the period of Atasca’s 

insolvency (as set by the earlier partial summary judgment order) and sought 

judgment based on the sum of $794,628.94.4

 

3 El Paso initially relied on subsection (b), as well, but El Paso abandoned that theory in 

its summary judgment reply brief.

4 El Paso’s accountant made an adjustment to include interest on each transfer, bringing 

the total value of the transfers to $1,228,981.44, which exceeded El Paso’s judgment against 

Atasca for $987,915.82.

3

 
El Paso also filed evidence showing that Bowman was the sole shareholder 

and president of Atasca, and Bowman admitted to using the money from Atasca to 

pay for his personal expenses. Bowman testified at his deposition that the transfers 

to and from Atasca were loans or repayment of loans, but none of these purported 

loans were documented with promissory notes, none were secured, and none had 

repayment schedules, interest rates, or other definite terms. Bowman testified, “It 

was just continuous dollars back and forth.”

In his affidavit filed in response to El Paso’s motion, Bowman testified, 

“The transfers complained about by El Paso were loans to me from Atasca.” He 

testified further about the transfers between him and Atasca: “[A]ll loans to me 

were repaid to Atasca. . . . From 2004–2007, I paid more money to Atasca than I 

received. As of 2008, I had transferred over $1.8 million to Atasca. The net 

transfers between me and Atasca ended with a positive balance in favor of Atasca.” 

Bowman also attached the affidavit of his and Atasca’s accountant, Melina Pinner, 

who testified similarly that the transfers to Bowman were loans, all loans were 

repaid, and it was a common practice for Atasca and Bowman to transfer money to 

each other since the company’s inception.

The trial court granted El Paso a final summary judgment against Bowman, 

awarding El Paso $987,915.82. Bowman appealed.

II. STANDARD OF REVIEW

We review de novo the trial court’s decision to grant a summary judgment. 

Ferguson v. Bldg. Materials Corp. of Am., 295 S.W.3d 642, 644 (Tex. 2009). A

movant for a traditional summary judgment, such as El Paso, must show that there 

is no genuine issue of material fact and that El Paso is entitled to judgment as a 

matter of law. Tex. R. Civ. P. 166a(c); Mann Frankfort Stein & Lipp Advisors, 

Inc. v. Fielding, 289 S.W.3d 844, 848 (Tex. 2009). A plaintiff, such as El Paso, 

4
satisfies this burden by conclusively proving all elements of its claim. See Cullins 

v. Foster, 171 S.W.3d 521, 530 (Tex. App.—Houston [14th Dist.] 2005, pet. 

denied) (citing MMP, Ltd. v. Jones, 710 S.W.2d 59, 60 (Tex. 1986)). Evidence is 

conclusive only if reasonable people could not differ in their conclusions. Kane v. 

Cameron Int’l Corp., 331 S.W.3d 145, 147 (Tex. App.—Houston [14th Dist.] 

2011, no pet.).

We consider the evidence in the light most favorable to Bowman, indulging 

reasonable inferences and resolving doubts in Bowman’s favor. Id. We credit 

evidence favorable to Bowman if reasonable fact finders could and disregard 

contrary evidence unless reasonable fact finders could not. Mann Frankfort, 289 

S.W.3d at 848.

III. ANALYSIS

In his first issue, Bowman contends the trial court erroneously granted 

summary judgment because a genuine issue of material fact exists as to whether 

the transfers to Bowman were made for reasonably equivalent value—in particular, 

Bowman transferred more money to Atasca than the company transferred to him.5

 

El Paso responds that the payments from Atasca to Bowman (1) were not loans 

under Texas law; (2) did not include value to Atasca; and (3) did not include 

reasonably equivalent value to Atasca. El Paso contends that the payments from 

Bowman to Atasca are irrelevant for purposes of TUFTA Section 24.006(a). 

We hold that El Paso failed to conclusively prove that Atasca did not receive 

reasonably equivalent value for the transfers at issue.

5 Bowman’s second issue concerns the validity of three individual transfers. Because we 

sustain his first issue, we do not address his second issue and El Paso’s corresponding 

arguments. See Tex. R. App. P. 47.1.

5

 
A. Whether there is Evidence that the Transfers to Bowman Were Loans

El Paso contends that the transfers to Bowman were not loans as a matter of 

law, citing a few cases concerning loan agreements that lack material terms. See, 

e.g., T.O. Stanley Boot Co. v. Bank of El Paso, 847 S.W.2d 218, 221 (Tex. 1992)

(“In a contract to loan money, the material terms will generally be: the amount to 

be loaned, maturity date of the loan, the interest rate, and the repayment terms.”). 

El Paso argues that because the transfers to Bowman were not legally enforceable 

loans as a matter of law, Atasca received nothing of value from Bowman in return 

for the transfers to Bowman.

In T.O. Stanley Boot, a business sued a bank for breach of contract because 

the bank did not provide the business with a line of credit. See id. at 221. In other 

words, the bank had not performed its alleged obligation to fund a loan to the 

business. The Texas Supreme Court held that the alleged contract failed for 

indefiniteness because the business introduced evidence of only one material 

term—the amount to be loaned. Id. 

However, “the law favors finding an agreement sufficiently definite where 

one side has already performed its side of the bargain.” Vela v. Vela, No. 14-12-

00822-CV, 2013 WL 6700270, at *6 (Tex. App.—Houston [14th Dist.] Sept. 24, 

2013, no pet.) (mem. op.). In Vela, this court held that the plaintiff was entitled to 

summary judgment on her claim for the breach of an oral loan agreement. Id. at 

*7. The plaintiff testified by affidavit that she gave the defendant $110,000, thus 

showing a material term—the amount to be loaned. Id. at *5. This court held that 

the loan agreement did not fail for indefiniteness although there was no direct 

evidence of an interest rate, maturity date, or repayment terms. See id. at *5–6. 

The interest rate was not a material term because the plaintiff did not seek recovery 

of interest on the loan. Id. at *6. For an oral loan agreement with no specified 

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repayment terms or date for repayment, this court concluded “payment is due on 

demand and demand may be made within a reasonable time.” Id. at *5. Because 

there was evidence that the plaintiff demanded repayment at a reasonable time, the 

contract did not fail for indefiniteness. See id. at *6.

Here, Bowman and Pinner testified by affidavit that all the transfers El Paso 

relied upon were loans from Atasca to Bowman. El Paso’s evidence shows the 

amount of each transfer, thus satisfying the material term of the amounts loaned. 

Bowman and Pinner testified that all loans were repaid, and El Paso’s evidence 

shows transfers from Bowman to Atasca, thus satisfying the material term of the 

maturity dates and repayment terms. Because Atasca did not attempt to collect 

interest from Bowman, an interest rate is not a material term. See id.

El Paso did not conclusively establish that the transfers to Bowman were not 

loans as a matter of law.

B. Whether Atasca Received No Value as a Matter of Law for the 

Transfers to Bowman

El Paso acknowledges, “For a loan, the value that is exchanged is the 

unperformed promise to repay the loan.” However, El Paso contends that Bowman 

provided no value to Atasca as a matter of law because the definition of “value” in 

TUFTA Section 24.004(a) excludes Bowman’s promises to repay Atasca. The 

TUFTA defines value as follows:

Value is given for a transfer or an obligation if, in exchange for the 

transfer or obligation, property is transferred or an antecedent debt is 

secured or satisfied, but value does not include an unperformed 

promise made otherwise than in the ordinary course of the promisor’s 

business to furnish support to the debtor or another person.

Tex. Bus. & Com. Code Ann. § 24.004(a). El Paso contends “‘value can only be 

in the form of an ‘unperformed promise’ if the promise is made ‘in the ordinary 

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course of the promisor’s business to furnish support to the debtor or another 

person.’” El Paso’s interpretation of the statute would mean that any 

“unperformed promise” is not value as a matter of law unless that promise is made 

in the ordinary course of the promisor’s business of furnishing support. El Paso 

cites no authority for this position, and it is incorrect.

There is only one type of “unperformed promise” that is not value as a 

matter of law: a promise to furnish support not made in the ordinary course of the 

promisor’s business. See In re Schaefer, 331 B.R. 401, 419 (Bankr. N.D. Iowa 

2005) (“An unperformed promise to provide support is the only consideration that 

does not constitute value as a matter of law. Whether another form of 

consideration constitutes value must be determined in light of the purpose of the 

statute, to protect a debtor’s estate from being depleted to the prejudice of the 

debtor’s unsecured creditors.” (quotation and citations omitted)); see also In re 

Carbaat, 357 B.R. 553, 561 (Bankr. N.D. Cal. 2006) (Bankruptcy Code and 

California UFTA’s “definition of value . . . excludes an unperformed promise to 

provide future support to the debtor or to another person”); In re Mussa, 215 B.R. 

158, 171 (Bankr. N.D. Ill. 1997) (“[V]alue under the UFTA expressly excludes 

unperformed promises to furnish support to the debtor or another person.”).6

6 The TUFTA is a uniform law that should be construed in such a way to make the law 

uniform among the states enacting it. See Tex. Bus. & Com. Code Ann. § 24.012. Accordingly, 

we may consider authority from other states and the comments to the Uniform Fraudulent 

Transfer Act. See Nathan v. Whittington, 408 S.W.3d 870, 874 (Tex. 2013); First. Nat’l Bank of 

Seminole v. Hooper, 104 S.W.3d 83, 86 (Tex. 2003). Because the TUFTA’s concept of “value” 

was adopted from the Bankruptcy Code, cases interpreting “reasonably equivalent value” under 

the Bankruptcy Code are persuasive. See In re Houston Drywall, Inc., No. 05-95161-H4-7, 2008 

WL 2754526, at *31 (Bankr. S.D. Tex. July 10, 2008) (citing In re Hinsley, 201 F.3d 638, 643 

(5th Cir. 2000)); Williams v. Performance Diesel, Inc., No. 14-00-00063-CV, 2002 WL 596414, 

at *5 n.12 (Tex. App.—Houston [14th Dist.] Apr. 18, 2002, no pet.) (not designated for 

publication); see also Unif. Fraudulent Transfer Act § 3 cmts. 1–2 (definition of “value” as used 

in “reasonably equivalent value” is from the Bankruptcy Code).

8

 
Thus, an unperformed promise may provide value. See In re Treasure 

Valley Opportunities, Inc., 166 B.R. 701, 705 (Bankr. D. Idaho 1994) (citing Unif. 

Fraudulent Transfer Act § 3 cmt. 4); see also In re Gardner, 218 B.R. 338, 346–47 

(Bankr. E.D. Pa. 1998) (“[T]he general rule is that an unperformed promise may 

constitute value, and the amount of value to be ascribed to an unperformed promise 

in a particular case is a factual question.” (quotation omitted)); Estate of Hurst ex 

rel. Cherry v. Jones, 750 S.E.2d 14, 22 (N.C. Ct. App. 2013) (“[A]n unperformed 

promise may be consideration except for an executory promise to support another 

person.”). To the extent courts have held that “future considerations” do not give 

value, there is an important caveat: value does not include “future considerations, 

at least to the extent not actually performed.” Gray v. Snyder, 704 F.2d 709, 711 

(4th Cir. 1983) (emphasis added); accord In re Dixon, 143 B.R. 671, 681 (Bankr. 

N.D. Tex. 1992).

Bowman adduced evidence that the various transfers to him were loans, and 

he actually performed his promises to repay the loans. He and Pinner testified that 

Bowman repaid all the money he took from Atasca. Because Bowman promised to 

repay the money and then actually repaid it, El Paso failed to conclusively prove 

that Bowman gave Atasca no value as a matter of law.

C. Whether Atasca Received Reasonably Equivalent Value for the

Transfers to Bowman

El Paso contends that (1) “Without documents memorializing a loan, 

however, a loan cannot constitute reasonably equivalent value”; and (2) 

“‘Reasonably equivalent value,’ however, is not satisfied when the relationship is 

‘the other way around,’ and the shareholder is receiving the loan.” For these 

propositions, El Paso cites In re Erstmark Capital Corp., No. 98-30858-HCA-11, 

2002 WL 1792213 (N.D. Tex. Aug. 2, 2002).

9
Contrary to El Paso’s contentions, in Erstmark the bankruptcy court—a fact 

finder—relied on the lack of documentation as some evidence of the lack of 

reasonably equivalent value; the lack of documentation did not negate reasonably 

equivalent value as a matter of law. See id. at *4. A credibility determination was 

important to the bankruptcy court’s finding of a fraudulent transfer because “the 

financial relationship between [the defendants] and [the debtor] is murky.” See id. 

Further, the “other way around” quote from the district court was a reference to

testimony by the debtor’s chief financial officer that despite defendants’ claims 

that the debtor owed them money, the defendants in fact “owed [the debtor] 

money—not the other way around.” Id. The Fifth Circuit held that the bankruptcy 

court did not clearly err by finding, as a factual matter, that the debtor did not 

receive reasonably equivalent value because although the defendants claimed they 

transferred more money to the debtor than they received, the debtor’s chief 

financial officer testified that “the transfers from [the debtor] to [the defendants]

exceeded any amounts they put into [the debtor].” In re Erstmark Capital Corp., 

73 Fed. App’x 79, at *3 (5th Cir. 2003). There is evidence that the opposite was 

true here. Erstmark does not support El Paso’s contentions.

We now address whether there is a genuine issue of material fact regarding 

the element of reasonably equivalent value. As part of El Paso’s summary 

judgment burden on its claim under TUFTA Section 24.006(a), El Paso must 

conclusively prove that Atasca did not receive reasonably equivalent value in 

exchange for the transfers to Bowman. See Mladenka v. Mladenka, 130 S.W.3d 

397, 405 (Tex. App.—Houston [14th Dist.] 2004, no pet.) (plaintiff has burden to 

prove fraudulent transfer); see also Cullins, 171 S.W.3d at 530. Although a 

transaction may give a debtor reasonably equivalent value as a matter of law, “the 

question of reasonable equivalence is usually a question of fact, or is at least fact10
intensive.” In re Erlewine, 349 F.3d 205, 209 (5th Cir. 2003); see also In re 

TransTexas Gas Corp., 597 F.3d 298, 306 (5th Cir. 2010); In re Ozark Rest. Equip. 

Co., 850 F.2d 342, 344 (8th Cir. 1988).

To determine whether value is reasonably equivalent, “[c]ourts examine all 

the circumstances surrounding a transaction, looking to whether there is a 

reasonable and fair proportion between what the debtor surrendered and what the 

debtor received in return.” In re Pace, 456 B.R. 253, 270 (Bankr. W.D. Tex. 2011) 

(quotation omitted); see also In re Pawlak, 483 B.R. 169, 185 (Bankr. W.D. Wis. 

2012) (“[T]he reasonableness of the value must be determined by the facts and 

circumstances of the particular case.”); In re IFS Fin. Corp., 417 B.R. 419, 442 

(Bankr. S.D. Tex. 2009) (“Courts must consider all aspects of a transaction and 

both direct and indirect burdens to the debtor when determining value.”). “‘The 

proper focus is on the net effect of the transfers on the debtor’s estate, the funds 

available to the unsecured creditors.’” In re Hinsley, 201 F.3d 638, 644 (5th Cir. 

2000) (quoting In re Viscount Air Servs., 232 B.R. 416, 434 (Bankr. D. Ariz. 

1998)); see also In re Pace, 456 B.R. at 270 (“[T]he issue is whether from the 

creditor’s standpoint, the estate lost value.”); In re IFS Fin. Corp., 417 B.R. at 442 

(“The salient issue is whether the estate lost value.”). “‘Value’ is to be determined 

in light of the purpose of the Act to protect a debtor’s estate from being depleted to 

the prejudice of the debtor’s unsecured creditors.” Unif. Fraudulent Transfer Act § 

3 cmt. 2; accord In re Marlar, 252 B.R. 743, 760 (B.A.P. 8th Cir. 2000). 

“Value is determined as of the date of the transfer.” Mladenka, 130 S.W.3d 

at 407 (citing In re Hinsley, 201 F.3d at 644). However, the “emphasis is not on 

whether value was received contemporaneously with the transfer, but on the net 

effect on the debtor’s estate.” Miller v. First Bank, 696 S.E.2d 824, 831 (N.C. 

App. 2010) (citing, e.g., In re Jeffrey Bigelow Design Group, Inc., 956 F.2d 479, 

11
485 (4th Cir. 1992)). “Courts will generally look past the form of a transaction to

its substance. ‘Thus an allegedly fraudulent conveyance must be evaluated in 

context; where a transfer is only a step in a general plan, the plan must be viewed 

as a whole with all its composite implications.’” Official Comm. Unsecured 

Creditors of Grand Eagle Cos. v. ASEA Brown Boverie, Inc., 313 B.R. 219, 229 

(N.D. Ohio 2004) (quoting Orr v. Kinderhill Corp., 991 F.2d 31, 35 (2d Cir. 

1993)).

The determination of reasonably equivalent value requires focusing on the 

substance of what occurred between Bowman and Atasca: the owner of a closely 

held company transferred assets to and from his company, with no net loss to the 

company. In In re Food & Fibre Protection, Ltd., the debtor was a corporation, 

and the defendant in the fraudulent transfer action, Jonovich, was the president, 

director, and sole shareholder of the debtor. 168 B.R. 408, 413 (Bankr. D. Ariz. 

1994). In September and October 1990, Jonovich loaned the debtor $135,000, and 

then in February 1991, the debtor repaid Jonovich an amount in excess of 

$135,000,7 and the bankruptcy trustee sought to avoid the transfer as fraudulent 

“because Jonovich took more from [the debtor] than he paid into it from the money 

borrowed.” Id. at 419. The court found, as a factual matter, that the debtor 

received reasonably equivalent value for its payment to Jonovich because he 

testified “although he kept poor records, he did, in fact, over the eight years he had 

the company, put more into it than the difference the Trustee disputes.” Id.

Like Jonovich, Bowman testified that he “paid more money to Atasca than 

[he] received.” He testified that he repaid all of the money he took from Atasca, 

7 Although the court did not identify the exact amount Jonovich took from the debtor, it 

was at least $165,000 because the debtor paid Jonovich an amount of money that Jonovich had 

owed another defendant, the principal balance of which was $165,000. See 168 B.R. at 414–15 

& n.2. Jonovich used the difference between the two amounts, $30,000, “for unrelated personal 

purposes.” Id. at 414.

12

 
and the “net transfers between [Bowman] and Atasca ended with a positive balance 

in favor of Atasca.” Indeed, El Paso’s evidence shows that during the period of 

insolvency, while Atasca transferred up to $794,628.94 to Bowman, Bowman 

transferred up to $1,934.056.94 to Atasca. Under these circumstances, a fact finder 

could find that Atasca received reasonably equivalent value. See id.; see also In re 

Stewart, 21 B.R. 329, 331–32 (Bankr. E.D. Tenn. 1982) (when the debtor took 

over $47,000 from his father’s estate in the form of a loan to his closely held 

company and then transferred about $26,000 to the estate for the benefit of the 

defendants, his sisters, the payments to his sisters were “non-fraudulent because a 

value in excess of ‘reasonably equivalent value’ was given in consideration of the 

payments (i.e. the loans from the proceeds of the decedent’s estate to the debtor’s 

corporation)”). 8

8 We note that El Paso complains about Bowman’s inclusion of transfers to Atasca 

“during a time period chosen by Bowman at his whim.” That assessment is incorrect factually 

and legally. Factually, El Paso chose the dates listed in the document describing transfers to and 

from Atasca and Bowman by requesting information from that time period in its interrogatory. 

Further, the dates of insolvency were established by El Paso’s partial motion for summary 

judgment. Legally, El Paso’s complaint about the time period would shift the burden to 

Bowman to prove an element of El Paso’s claim. Rather, it is El Paso’s burden to prove that 

Atasca did not receive reasonably equivalent value. See In re Pace, 456 B.R. at 270; see also 

Mladenka, 130 S.W.3d at 405.

Perhaps El Paso will disprove Bowman’s self-serving testimony with additional financial 

records, or a fact finder may disbelieve him and find actual fraud. See Phillips v. B.R. Brick and 

Masonry, Inc., No. 01-09-00311-CV, 2010 WL 3564820, at *5–6 (Tex. App.—Houston [1st 

Dist.] Sept. 10, 2010) (mem. op.) (holding that although there was evidence the defendant 

transferred or caused to be transferred more money to the debtor than the debtor transferred to 

the defendant, there was legally sufficient evidence to support the jury’s finding of actual fraud 

under Section 24.005(a)(1) and (b) because the badges of fraud showed the debtor’s intent to 

hinder, delay, or defraud creditors). But with the summary judgment evidence showing a net 

positive outcome for Atasca, we conclude there is a genuine issue of material fact to be resolved 

by a fact finder.

13

 
Even if it would be appropriate to ignore some of the post-transfer payments 

from Bowman to Atasca,9 El Paso has not established that all of Bowman’s 

transfers to Atasca are “irrelevant.” This case does not involve simply one transfer 

to Bowman and then one transfer to Atasca, but rather an assortment of about 

thirty-one transfers to Bowman and forty-six transfers to Atasca over a period of 

insolvency stretching at least four years. There may have been risk to Atasca that 

Bowman would not repay the loans or continue to add money to the company. 

However, the “existence of risk is not determinative of value.” In re Pawlak, 483 

B.R. at 186. “Instead, it is simply a factor to be considered when weighing the 

relative worth of what the debtors acquired.” Id. (finding reasonably equivalent 

value as a matter of law when the debtor transferred $50,000 for future contingent 

legal services because it was likely those services would be needed and worth at 

least $50,000). Here, a fact finder could conclude that the risk of non-repayment 

was low because there is evidence that Atasca and Bowman transferred money to 

and from each other since Atasca’s inception, and Bowman had repaid all loans to 

Atasca. It is impossible to determine as a matter of law from this summary 

judgment record that Bowman’s promises to repay Atasca were not reasonably 

equivalent in value to the transfers to him in light of the evidence that Bowman 

repeatedly fulfilled his promises and transferred more money to Atasca than he 

received.

Finally, El Paso contends we should be guided by TUFTA Section 

24.004(d), which provides: “‘Reasonably equivalent value’ includes without 

limitation, a transfer or obligation that is within the range of values for which the 

9 See In re Pawlak, 483 B.R. 169, 185 (Bankr. W.D. Wis. 2012) (“As the trustee 

contends, the critical time to consider is when the transfer was made. Subsequent events should 

not affect whether reasonable value was given, and courts typically ignore post-transfer 

appreciation or depreciation in value.”).

14

 
transferor would have sold the assets in an arm’s length transaction.” Tex. Bus. & 

Com. Code Ann. § 24.004(d) (emphasis added). This statute identifies one nonexclusive method for proving reasonable equivalence. Because we hold that 

Bowman raised a genuine issue of material fact regarding whether Atasca received 

reasonably equivalent value, we need not address El Paso’s contention that 

Bowman failed to satisfy TUFTA Section 24.004(d). See Tex. R. App. P. 47.1. 

Bowman’s first issue is sustained.

CONCLUSION

There is a genuine issue of material fact about whether Atasca received 

reasonably equivalent value for its transfers to Bowman. Accordingly, the trial 

court’s judgment is reversed, and the cause is remanded for proceedings consistent 

with this opinion.

/s/ Sharon McCally

Justice

Panel consists of Justices McCally, Busby, and Donovan.

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