GDC Investco LP v. Mazav Management LLC et al

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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE WESTERN DISTRICT OF TEXAS
SAN ANTONIO DIVISION
IN RE: 	§ 	CASE NO. 21-50484-cag
GDC TECHNICS, LLC, 	§
Debtor. 	§ 	CHAPTER 11
GDC INVESTCO LP, 	§
Plaintiff, 	§
v. 	§ 	ADV. NO. 25-05063-cag
§
MAZAV MANAGEMENT, LLC; 	§
GILAT SATELLITE NETWORKS LTD., 	§
Defendants. 	§
ORDER DENYING DEFENDANT’S MOTION
FOR COSTS AND ATTORNEYS’ FEES (ECF NO. 48)
Came to be considered Defendant MAZAV Management, LLC’s (“Defendant”) Motion for
Costs and Attorneys’ Fees (ECF No. 48), Plaintiff GDC Investco LP’s (“Plaintiff”) Response to
Defendant’s Motion for Costs and Attorneys’ Fees (ECF No. 51), and Defendant’s Reply in
IT IS HEREBY ADJUDGED and DECREED that the
below described is SO ORDERED.
Dated: January 27, 2026.
________________________________________
CRAIG A. GARGOTTA
CHIEF UNITED STATES BANKRUPTCY JUDGE
________________________________________________________________
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Support of its Motion for Costs and Attorneys’ Fees (ECF No. 52).1 The Court denies Defendant’s
Motion.
J URISDICTION
This case was dismissed for lack of subject matter jurisdiction. (ECF No. 45). But “courts
may award costs and attorneys’ fees after an action is dismissed for want of jurisdiction.” Stockade
Companies, LLC v. Kelly Rest. Grp., LLC, No. A-17-CV-143, 2018 WL 3018177, at *4 (W.D. Tex.
June 15, 2018) (citing Cooter & Gell v. Kartmarx Corp., 496 U.S. 384, 395 (1990)). Therefore,
this Court has jurisdiction to adjudicate Defendant’s claim for costs and attorneys’ fees.
B ACKGROUND
On August 28, 2025, Plaintiff filed this adversary proceeding, requesting this Court to find
a breach of contract and to make a declaratory judgment. (ECF No. 1). Defendant filed its Motion
to Dismiss Under Rules 12(b)(1), (2), (3), and (7), stating, among other things, this Court did not
have subject matter jurisdiction over Plaintiff’s causes of action. (ECF No. 3). Plaintiff filed its
Response to Defendant’s Motion to Dismiss, claiming, inter alia, that this Court had subject matter
jurisdiction. (ECF No. 13). Defendant subsequently filed its Reply in Support of its Motion to
Dismiss. (ECF No. 16). At a hearing on December 3, 2025, the Court found it had no subject matter
jurisdiction. (ECF No. 42). On December 4, 2025, the Court entered an order dismissing the case
under Fed. R. Civ. P. 12(b)(1). (ECF No. 45).
Two weeks after entry of the order, Defendant filed its Motion for Costs and Attorneys’
Fees. (ECF No. 48). Defendant claims it is entitled to just costs under 28 U.S.C. § 1930(d) because
the statute permits the Court to award such costs. (Id. at 3–4). Defendant also claims it is entitled
to attorneys’ fees as Plaintiff acted in bad faith by filing its claims in this Court. (Id. at 4). Plaintiff
1 “ECF No.” refers to the electronic case file docket number. All references are to Adv. No. 25-05063 unless noted
otherwise.
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subsequently filed its Response to Defendant’s Motion for Costs and Attorneys’ Fees. (ECF
No. 51). Plaintiff argues Defendant has no recoverable costs and that Defendant is not entitled to
attorneys’ fees as Plaintiff acted in good faith throughout the case. (ECF No. 51 at 3, 10). Defendant
filed its Reply in Support of its Motion for Costs and Attorneys’ Fees, reiterating its arguments.
(ECF No. 52).
DISCUSSION
I. 	Defendant may not recover costs and attorneys’ fees from Plaintiff.
A. 	Defendant may not recover costs from Plaintiff.
Defendant may not recover costs from Plaintiff. 28 U.S.C. § 1930(d) provides, “Whenever
any case or proceeding is dismissed in any bankruptcy court for want of jurisdiction, such court
may order the payment of just costs.” But in interpreting this provision, courts have looked to 28
U.S.C. § 1919 due to the lack of case law under § 1930(d) and the similarity between the two
statutes. E.g., Southeast Landco, LLC v. 150 Beachview Holdings, LLC (In re Fry), No. 03-
20394, 2008 WL 7390612, at *4 (Bankr. S.D. Ga. Mar. 27, 2008) (“Because of the absence of case
law applying [28 U.S.C. § 1930(d)] in bankruptcy adversary proceedings, I analogize from cases
under 28 U.S.C. § 1919, which provides for an award of costs in dismissals for want of jurisdiction
by district courts.”); Saxum Stone, LLC v. Lennar Multifamily Builders LLC (In re Consol. Est.
of Former W2W Entities), No. 19-32600, 2024 WL 2123765, at *8 (Bankr. D. Or. May 10, 2024).
28 U.S.C. § 1919 provides, “Whenever any action or suit is dismissed in any district
court . . . such court may order the payment of just costs.” Interpreting § 1919, the Fifth Circuit
held, “There is nothing in § 1919, however, that requires such an award: Orders under this statute
are purely permissive.” Religious Tech. Ctr. v. Liebreich, 98 F. App’x 979, 986–87 (5th Cir. 2004)
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(per curiam). The Fifth Circuit reasoned, “This follows from the plain text of the statute, which
states that a court ‘may order the payment of just costs.’” Id. at 987 n.24 (quoting 28 U.S.C.
§ 1919). Identical to § 1919, § 1930(d) provides that a bankruptcy court “may order the payment
of just costs.” 28 U.S.C. § 1930(d) (emphasis added). The statutory language of “may” opposed to
“must” or “shall” indicates the Court has broad discretion in the decision to award just costs.
Therefore, the Court finds orders under 28 U.S.C. § 1930(d) are purely permissive.
Like other courts, this Court will look to case law under 28 U.S.C. § 1919 for guidance in
what bankruptcy courts should consider in interpreting § 1930(d). “Unlike Rule 54(d), there is no
presumption in favor of a cost award under section 1919[.]” Karnes v. Fleming, No. H-07-0620,
2009 WL 385458, at *2 (S.D. Tex. Feb. 17, 2009). “Rather, section 1919 provides a court discretion
to determine what costs are ‘just’ based on the totality of the circumstances.” U.S. ex rel. DeKort
v. Integrated Coast Guard Sys., LLC, No. 06-CV-1792, 2013 WL 1890283, at *1 (N.D. Tex. Mar.
27, 2013), report and recommendation adopted sub nom. U.S. ex rel. DeKort v. Lockheed Martin
Corp., No. 06-CV-1792-0, 2013 WL 1891392 (N.D. Tex. May 6, 2013) (citations omitted).
“Among the non-exclusive factors that inform a court’s discretion to award costs are the presence
of exigent circumstances, such as hardship or culpable behavior by the parties, and the strength of
the plaintiff’s 	jurisdictional 	claims.” Id. 	(citing 	Otay Land 	Co. 	v. 	United 	Enters. 	Ltd.,
672 F.3d 1152, 1158–59 (9th Cir. 2012)). The Court finds these rules apply to 28 U.S.C. § 1930(d)
as well.
Here, Defendant gives no reason why this Court should award just costs to Defendant nor
why its costs are “just” costs. (See ECF No. 48 at 3–4; Def.’s Ex. 1, 1-A, 1-B; ECF No. 52 at 2).
Defendant merely states, “Therefore, under 28 U.S.C. § 1930(d) this Court may award Mazav its
just costs.” (ECF No. 48 at 3). There is no evidence of hardship or culpable behavior by the parties.
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Based on the totality of circumstances of this case, as further described below, the Court does not
find Defendant is entitled to its costs. Therefore, the Court will not award costs to Defendant.
B. 	Defendant may not recover attorneys’ fees from Plaintiff.
Defendant may not recover attorneys’ fees from Plaintiff. “Although the traditional
American rule ordinarily disfavors the allowance of attorneys’ fees in the absence of statutory or
contractual authorization, federal courts, in the exercise of their equitable powers, may award
attorneys’ fees when the interests of justice so require.” Hall v. Cole, 412 U.S. 1, 4–5 (1973).
Therefore, “it is unquestioned that a federal court may award counsel fees to a successful party
when his opponent has acted ‘in bad faith, vexatiously, wantonly, or for oppressive reasons.’” Id.
The purpose of this fee-shifting is punitive. Id. at 5. This rule applies even when a court has
dismissed the case for lack of subject matter jurisdiction. See Laufer v. Mann Hosp., L.L.C., 996
F.3d 269, 274 (5th Cir. 2021) (finding the district court could have awarded attorneys’ fees if it had
found bad-faith conduct even though the case was dismissed for lack of subject matter
jurisdiction). “‘[B]ad faith’ may be found, not only in the actions that led to the lawsuit, but also
in the conduct of the litigation.” Hall, 412 U.S. at 15.
“The standards for bad faith are necessarily stringent.” Batson v. Neal Spelce Assocs., Inc.,
805 F.2d 546, 550 (5th Cir. 1986). “Because inherent powers to levy attorneys’ fees for bad faith
are shielded from direct democratic controls, they must be exercised with restraint and discretion.”
Id. (quoting Roadway Express Inc. v. Piper, 447 U.S. 752, 766 (1980)). “Examples of bad faith
include when the party practices a fraud upon the court or delays or disrupts the litigation or
hampers a court order’s enforcement.” Williams v. Lockheed Martin Corp., 990 F.3d 852, 867
(5th Cir. 2021) (citation modified). In other words, “advocacy simply for the sake of burdening an
opponent with unnecessary expenditures of time and effort clearly warrants recompense for the
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extra outlays attributable thereto.” Batson, 805 F.2d at 550 (quoting Lipsig v. Nat’l Student Mktg.
Corp., 663 F.2d 178, 181 (D.C. Cir. 1980)). But “[a] party should not be penalized for maintaining
an aggressive litigation posture.” Batson, 805 F.2d at 550. In this case, Defendant contends
“Plaintiff has acted in bad faith by filing its state law claims in the Bankruptcy Court, post-
confirmation of the bankruptcy plan, between non-debtors, which does not affect the execution or
implementation of the bankruptcy plan.” (ECF No. 48 at 4). The Court disagrees.
Based on the law, Plaintiff’s arguments and construction of the law do not rise to the level
of bad faith. 28 U.S.C. § 1334 provides that “district courts shall have original but not exclusive
jurisdiction of all civil proceedings arising under title 11, or arising in or related to cases under title
11.” 28 U.S.C. 157(a) provides, “Each district court may provide that any or all cases under title
11 and any or all proceedings arising under title 11 or arising in or related to a case under title 11
shall be referred to the bankruptcy judges for the district.” Therefore, bankruptcy cases and
proceedings “related to” bankruptcy cases are referred to this Court pursuant to the District Court’s
Standing Order of Reference.
“A matter is ‘related to’ the bankruptcy when ‘the outcome of that proceeding could
conceivably have any effect on the estate being administered in bankruptcy.’” Segner v. Admiral
Ins. Co. (In re Palmaz Sci., Inc.), No. 17-05027, 2018 WL 661409, at *3 (quoting Pacor, Inc. v.
Higgins, 743, F.2d 984, 994 (3d. Cir. 1984)). But in Craig’s Stores of Texas, Inc., the Fifth Circuit
held that “[a]fter a debtor’s reorganization plan has been confirmed, the debtor’s estate, and thus
bankruptcy jurisdiction, ceases to exist, other than for matters pertaining to the implementation or
execution of the plan.” 266 F.3d 388, 390 (5th Cir. 2001) (emphasis added). The Fifth Circuit
reiterated this rule in subsequent decisions showing that bankruptcy courts’ post-confirmation
jurisdiction was limited. See RDNJ Trowbridge v. Chesapeake Energy Corp. (In re Chesapeake
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Energy Corp.), 70 F.4th 273, 281 (5th Cir. 2023) (“Following the confirmation of a Chapter 11
reorganization plan, bankruptcy jurisdiction is limited to matters ‘pertaining to the implementation
or execution of the plan.’”); Natixis Funding Corp. v. GenOn Mid-Atl., L.L.C. (In re GenOn
Mid-Atl. Dev., L.L.C.), 42 F.4th 523, 534 (5th Cir. 2022) (“Confirmation dissolves the debtor’s
estate and, with it, bankruptcy jurisdiction, except ‘for matters pertaining to the implementation or
execution of the plan.’”); Galaz v. Galaz (In re Galaz), 665 F. App’x 372, 377 (5th Cir. 2016);
Newby v. Enron Corp. (In re Enron. Sec.), 535 F.3d 325, 335 (5th Cir. 2008); U.S. Brass Corp.
v. Travelers Ins. Grp. (In re U.S. Brass Corp.), 301 F.3d 296, 304 (5th Cir. 2002).
In addition to this overarching rule, the Craig’s Stores court gave further reasons as to why
the bankruptcy court did not have jurisdiction over the case before the court: a breach of contract
claim brought by the debtor “eighteen months after the court had approved the reorganization
plan.” Enron, 535 F.3d at 335. As the Fifth Circuit in Enron described it:
Three factors were critical to [the Craig’s Stores court’s] decision: first, the claims
at issue ‘principally dealt with post-confirmation relations between the parties;’
second, ‘[t]here was no antagonism or claim pending between the parties as of the
date of the reorganization;’ and third, ‘no facts or law deriving from the
reorganization or the plan [were] necessary to the claim.’
Id. Therefore, the Enron court appeared to insinuate these three factors should be used in some
way in determining post-confirmation bankruptcy jurisdiction. The Fifth Circuit, in decisions after
Enron, clarified how these factors relate to Craig’s Stores’s overarching rule on jurisdiction. In
GenOn, the Fifth Circuit found, “Those factors are a useful heuristic, but only the Enron court has
applied them. The rest of our decisions ask Craig’s overarching question: Does the dispute ‘pertain
to the implementation or execution’ of the debtor’s reorganization plan?” 42 F.4th at 534. The Fifth
Circuit, in Chesapeake Energy, found: “While some cases can be decided without them, the three
Craig’s Stores factors are a ‘useful heuristic’ for determining whether a matter concerns the
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effectuation of the plan.” 70 F.4th at 283. In other words, the three factors were to be used to help
answer the overarching question of whether the causes of action brought by a plaintiff “pertain[]
to the implementation or execution of the plan.” Craig’s Stores, 266 F.3d at 390.
Here, the plan in the underlying bankruptcy case had been fully consummated, and
therefore, there was no plan to implement or execute. The plan was confirmed on September 22,
2021. (Case No. 21-50484, ECF No. 460). The Court entered a Final Decree on August 28, 2023.2
(Case No. 21-50484, ECF No. 735). The Final Decree provided, “This Order constitutes a final
decree closing the above-captioned Chapter 11 Case, which shall be effective on the date that the
Liquidating Trustee files a notice that the Final Distribution has been made, the Trusts’ final tax
returns have been filed, and all final Liquidating Trust expenses have been paid[.]” (Id. at 2). The
Final Decree further provided, “This Court shall retain jurisdiction to resolve any dispute arising
from or related to this Order.” (Id.). On December 23, 2023, the Liquidating Trustee filed the
Notice of Occurrence of Closing Date Pursuant to Final Decree Closing Chapter 11 Case. (Case
No. 21-50484, ECF No. 738). Therefore, by December 23, 2023, the final distribution had been
made, the Liquidating Trust expenses had been paid, the Liquidating Trust dissolved, and the case
was deemed closed. (Id.)
Plaintiff filed this adversary proceeding approximately two years later on August 28, 2025.
In arguing that Plaintiff’s claim for breach of contract should not be dismissed for lack of
jurisdiction, Plaintiff argued this Court had “related to” jurisdiction under 28 U.S.C. § 1334.
(See ECF No. 13 at 6). Plaintiff acknowledged that the Fifth Circuit held “[a]fter a debtor’s
reorganization plan has been confirmed, the debtor’s estate, and thus bankruptcy, ceases to exist,
2 See In re Valence Tech., Inc., No. 12-11580, 2014 WL 5320632, at *1–4 (Bankr. W.D. Tex. Oct. 17, 2014) where
the Court finds an estate must be “fully administered” for a court to enter a final decree and examines when an estate
is considered fully administered.
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other than matters pertaining to the implementation or execution of the plan.” (Id. (quoting Enron,
535 F.3d at 335). Yet, Plaintiff went on to state, “In practice, however, the standard for establishing
post-confirmation jurisdiction is more flexible than this statement suggests.” (ECF No. 13 at 6).
Plaintiff subsequently analyzed its causes of action solely under the three Craig’s Stores factors in
arguing that this Court had subject matter jurisdiction. (See ECF No. 13 at 6–9). By focusing solely
on the three Craig’s Stores factors in isolation, Plaintiff effectively deemphasized Craig’s Stores’s
overarching question: “Does the dispute ‘pertain to the implementation or execution’ of the
debtor’s reorganization plan?” GenOn, 42 F.4th at 534 (citations omitted). In its ruling, this Court
found the Craig’s Stores factors weigh against jurisdiction in this case. The Court further
emphasized the Fifth Circuit’s focus on Craig’s Stores’s overarching question, noting the plan in
this case had been fully consummated.
Based on these facts, the Court does not find Plaintiff to have acted in bad faith. The Court
disagrees with Plaintiff’s interpretation of the law and its use of the Craig’s Stores factors. But
while Plaintiff’s presentation of the law is questionable, it does not rise to the level of bad faith.
Rather, Plaintiff’s arguments are within the reasonable bounds of acceptable advocacy. Lawyers
must utilize the law they are given to the best of their ability. While there is a line of bad faith
attorneys may cross in the midst of zealous advocacy, Plaintiff did not cross that line in this case
based on the totality of the circumstances. Therefore, Defendants are not entitled to attorneys’ fees.
C ONCLUSION
For the reasons stated above, the Court does not award costs to Defendant. The Court does
not find Plaintiff acted in bad faith, and therefore, the Court does not award attorneys’ fees to
Defendant.
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IT IS THEREFORE ORDERED that Defendant’s Motion for Costs and Attorneys’ Fees
(ECF No. 48) is DENIED.
# # #
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