Ware et al v. Reynolds

[This opinion is not intended for publication as the precedential effect is deemed limited.]
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF TENNESSEE
In re
DELORES LEE REYNOLDS, 	No. 2:25-bk-50898-RRM
Chapter 7
Debtor.
__________________________________________________
TINA ASHWORTH ROBINETTE WARE, Individually,
TINA ASHWORTH ROBINETTE WARE, Administratrix
of the Estate of William Joseph Robinette, Jr.,
MASON ASHWORTH ROBINETTE, and
FULLER ENTERPRISES, LLC,
Plaintiffs,
vs. 	No. 2:25-ap-05017-RRM
Adversary Proceeding
DELORES LEE REYNOLDS,
Defendant.
M E M O R A N D U M
APPEARANCES:
Mark L. Esposito, Esq. 	Christopher D. Meyer, Esq.
Richard E. Ladd, Jr., Esq. 	John M. Lassiter, Esq.
Penn, Stuart & Eskridge, PC 	Burr & Forman LLP
Post Office Box 2009 	190 E. Capitol Street, Suite M-100
Bristol, Virginia 24203 	Jackson, Mississippi 39201
Attorneys for Plaintiffs 	Attorneys for Defendant
SIGNED this 14th day of October, 2026
_____________________________________________________________
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Rachel Ralston Mancl, United States Bankruptcy Judge. 	In the words of the Chancery
Court for Sullivan County, Tennessee, debtor Delores Lee Reynolds, “attempted to steal and/or
fraudulently acquire Fuller Enterprises, LLC from the legal heirs of [her deceased brother] William
J. Robinette, Jr.” (“Will Robinette”). 	The plaintiffs in this adversary proceeding are Fuller
Enterprises, the Estate of Will Robinette, and Will Robinette’s legal heirs—his surviving spouse
Tina Robinette (now “Tina Ware”) and their son Mason Robinette. 	The debtor’s attempt to “steal
and/or fraudulently acquire” Fuller Enterprises was orchestrated in the Chancery Court for
Sullivan County wherein the debtor, the decedent’s father William J. Robinette, Sr. (“Joe
Robinette”), and Jody Virgina Lynn Stewart, another of the decedent’s sisters, (collectively, the
“Chancery Plaintiffs”), filed a verified complaint seeking to appoint a receiver and establish
ownership of Fuller Enterprises. 	The Chancery Court initially appointed a receiver but ultimately
concluded “that the sworn statements and attestations” set forth by the Chancery Plaintiffs in their
verified complaint, amended verified complaint, and sworn affidavits “lack[ed] any credibility,”
and that the evidentiary materials submitted by them to substantiate their claims of ownership were
in fact “false, fraudulent, altered and/or forged documents.”
On motions by Tina Ware, the Chancery Court held that the Chancery Plaintiffs were
“Abusive Civil Action Plaintiffs” and that the Chancery Court proceeding they had initiated was
an “Abusive Civil Action” pursuant to Tenn. Code Ann. § 29-41-101, et seq., filed “without
probable cause, and with improper malicious intent” and “primarily to harass, annoy, and
maliciously injure [Tina Ware].” 	Accordingly, the Chancery Court awarded Tina Ware
$510,429.89 jointly and severally against the Chancery Plaintiffs for the attorney fees and costs
she incurred in defending the Abusive Civil Action. 	In dismissing the action with prejudice, the
Chancery Court also prohibited the Chancery Plaintiffs, individually or jointly, from instituting
any civil action against Tina Ware for a period of four years and further prohibited the Chancery
Plaintiffs from continuing any pending civil action or claim filed against Tina Ware. 	The
Chancery Court subsequently awarded Tina Ware the additional amount of $45,117.93 against the
Chancery Plaintiffs, jointly and severally, for the attorney fees and costs she incurred in defending
their motion to alter or amend the Chancery Court’s decision.
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Under the order appointing a receiver and, in its discretion, the Chancery Court awarded
Fuller Enterprises a judgment against the Chancery Plaintiffs, jointly and severally, in the amount
of $103,230.31 for the fees the company paid to the receiver. 	The appointed receiver Richard
Ray—who filed his own nondischargeability actions against the Chancery Plaintiffs—was
awarded a judgment against the Chancery Plaintiffs, jointly and severally, in the amount of
$380,319.29 for his billed but unpaid fees and costs incurred as the receiver for Fuller Enterprises.
The Chancery Court found that the Chancery Plaintiffs’ “request for the appointment of a receiver
was made … under false pretenses, false representation, and actual fraud,” as they lacked any valid
interest in Fuller Enterprises. 	The court reasoned that but for the “willful and intentional false,
misleading, and fraudulent assertions and fraudulent documents to support their Verified
Complaint and Amended Verified Complaint, [the] Court would not have appointed the Receiver.”
The Chancery Plaintiffs appealed to the Tennessee Court of Appeals. 	In affirming the
decision of the Chancery Court, the appellate court granted Tina Ware’s request for attorney fees
and costs on appeal. 	The case was remanded to the Chancery Court for further proceedings,
specifically for a determination of the reasonable attorney fees and costs on appeal. 	Those
proceedings were forestalled initially by the Chancery Plaintiffs’ application for permission to
appeal, which the Tennessee Supreme Court denied, and now by the chapter 7 bankruptcy filings
of the debtor and Joe Robinette (now deceased) in this court, and Ms. Stewart’s chapter 7
bankruptcy filing in the Bankruptcy Court for the Northern District of Georgia.
The joint adversary complaint of Tina Ware, Mason Robinette, Fuller Enterprises, and the
Estate of Will Robinette seeks a determination that their claims against the debtor are
nondischargeable under 11 U.S.C. § 523(a)(2)(A) and (6). 	The debtor moves for dismissal of the
complaint on the basis that the “claims do not fit either discharge exception.” 	Concerning Mason
Robinette and the Estate of Will Robinette, the court agrees. 	As for Fuller Enterprises and Tina
Ware, however, the allegations contained in their 136-paragraph, 34-page complaint together with
the supporting and incorporated 30-page final judgment of the Chancery Court, when accepted as
true, more than satisfy the elements of § 523(a)(2)(A) and/or (6).
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I.
To survive the debtor’s motion to dismiss made under Fed. R. Civ. P. 12(b)(6), the
adversary “complaint must contain sufficient factual matter, accepted as true, to ‘state a claim for
relief that is plausible on its face.’” 	Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl.
Corp. v. Twombly, 550 U.S. 544, 570 (2007)). 	“The purpose of a Rule 12(b)(6) motion is to test
whether, as a matter of law, the plaintiff is entitled to legal relief even if everything alleged in the
complaint is true.” 	Johnstone Supply of Detroit v. Rooks (In re Rooks), No. 16-33151, 2017 WL
4404272, at *3 (Bankr. N.D. Ohio Sept. 28, 2017) (quoting Campbell v. Nationstar Mortgage, 611
Fed. Appx. 288, 291 (6th Cir. 2015)). 	Accordingly, the court will assume that all well-pleaded
facts are true, view them in a light most favorable to the adversary plaintiffs, and resolve any
ambiguities in the adversary plaintiffs’ favor. 	Id. (citing Paige v. Coyner, 614 F.3d 273, 277 (6th
Cir. 2010); Bower v. Fed. Express Corp., 96 F.3d 200, 203 (6th Cir. 1996); Jones v. City of
Cincinnati, 521 F.3d 555, 559 (6th Cir. 2008); and Directv, Inc. v. Treesh, 487 F.3d 471, 476 (6th
Cir. 2007)).
For the exceptions listed under § 523(a) to apply, a threshold requirement must be
satisfied—a debt must be owed to the plaintiff. 	See Feldman v. Pearl (In re Pearl), 577 B.R. 513,
523 (Bankr. E.D. Ky. 2017) (citing Cohen v. de la Cruz, 523 U.S. 213, 218 (1998)). 	Neither
Mason Robinette nor the Estate of Will Robinette alleges that a debt is owed to either party
individually. 	The complaint identifies Mason Robinette’s connection through his one-half
ownership interest in Fuller Enterprises. 	Specifically, the adversary plaintiffs’ response to the
debtor’s motion states that “Mason Robinette is a 50% owner of Fuller Enterprises” and therefore
he “has a nondischargeable interest for one-half of the amount the Chancery Court awarded to
Fuller Enterprises.” 	That statement reveals the problem instead of solving it. 	Under Tennessee
law, a wrong to a corporation belongs to the corporation; shareholders have no individual right of
action against third parties for wrongs or injuries to the corporation. 	See Keller v. Est. of
McRedmond, 495 S.W.3d 852, 867–68 (Tenn. 2016). 	By extension this also holds true for limited
liability companies and their members. 	See Tenn. Code Ann. § 48-249-502 (“A member has no
interest in specific LLC property.”). 	The Chancery Court found that “Fuller Enterprises, LLC,
was a single member Tennessee LLC, with [Will] Robinette being the sole member and owner”
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and that “the entirety of [his] membership and ownership interest in Fuller Enterprises, LLC
pass[ed] through his (intestate) Estate … to his sole statutory beneficiaries: (1) his wife, Tina
Robinette [Ware]; and (2) his son, Mason Ashworth Robinette.” 	Fuller Enterprises pursued and
obtained a judgment against the debtor. 	While Mason Robinette may benefit indirectly from the
company’s judgment, the judgment debt is not directly owed to him. 	From the court’s reading of
the adversary complaint, the Estate of Will Robinette does not assert a claim arising from the
Chancery Court proceeding. 	The only allegations concerning the Estate are that the Chancery
Plaintiffs “filed fraudulent sworn claims against the Estate,” each in the amount of $2,121,137.67,
based on the same “false claim of a one third (1/3) membership interest in Fuller Enterprises” as
made in the Chancery Court and supported by the same operating agreement and promissory note
that the Chancery Court concluded were forged. 	While grounds may exist for the Estate to file
exceptions to the claims of the Chancery Plaintiffs in the probate matter, no liability on a claim—
namely, a debt—has been alleged. 	Because the debtor owes no debt to either Mason Robinette
or the Estate of Will Robinette, § 523(a) has no application to them, and therefore both parties will
be dismissed as plaintiffs in this action.
II.
As a preliminary matter, it’s the debtor’s position that the allegations in the complaint fail
to satisfy the pleading requirement of Rule 9(b) of the Federal Rules of Civil Procedure,
incorporated by Fed. R. Bankr. P. 7009, that the circumstances constituting fraud be stated with
particularity.
Rule [9(b)] has the “broad purpose of ensuring that a defendant is provided with at
least the minimum degree of detail necessary to begin a competent defense.”
United States ex rel. SNAPP, Inc. v. Ford Motor Co., 532 F.3d 496, 504 (6th Cir.
2008). 	Therefore, “so long as a relator pleads sufficient detail—in terms of time,
place and content, the nature of a defendant's fraudulent scheme, and the injury
resulting from the fraud—to allow the defendant to prepare a responsive pleading,
the requirements of Rule 9(b) will generally be met.” 	Id.
In re Grenier, 430 B.R. 446, 451 (E.D. Mich. 2010), aff'd, 458 F. App’x 436 (6th Cir. 2012). 	In
Grenier the court held that “the Complaint’s reference to the state court fraud judgment provided
Defendants with sufficient detail concerning the fraud to allow them to prepare a responsive
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pleading.” 	Id. 	The Chancery Court’s fraud judgment here likewise provides the debtor the
circumstances of fraud with particularity. 	And if that were not enough, paragraphs 12 through
114 under the Material Facts and Procedural History portion of the adversary complaint amply
supply the “who, what, when, where, and how” regarding the fraud. 	Republic Bank & Tr. Co. v.
Bear Stearns & Co., 683 F.3d 239, 256 (6th Cir. 2012) (quoting Carroll v. Fort James Corp., 470
F.3d 1171, 1174 (5th Cir. 2006)). 	Together the adversary complaint and Chancery Court
judgment provide fair notice to the debtor of the substance of the fraud so that she may prepare a
responsive pleading.
Section 523(a)(2)(A) excepts from discharge a debt for money, property, or services
obtained by false pretenses, a false representation, or actual fraud. The debtor asserts that the
adversary plaintiffs have not established the elements for nondischargeability under § 523(a)(2)(A)
as articulated by the Sixth Circuit in Rembert, which requires a material misrepresentation the
debtor knew to be false, an intent to deceive, justifiable reliance by the creditor, and proximate
causation of loss. 	See Rembert v. AT&T Universal Card Servs., Inc. (In re Rembert), 141 F.3d
277, 	280-81 	(6th 	Cir. 	1998). 	The 	Rembert 	framework 	does 	not 	exhaust 	the 	reach 	of
§ 523(a)(2)(A). 	“The term ‘actual fraud’ in § 523(a)(2)(A) encompasses forms of fraud … that
can be effected without a false representation” because “a false representation has never been a
required element of ‘actual fraud’….” 	Husky Int’l Elecs., Inc. v. Ritz, 578 U.S. 355, 359-362
(2016). 	“When a debtor intentionally engages in a scheme to deprive or cheat another of property
or a legal right, that debtor has engaged in actual fraud and is not entitled to the fresh start provided
by the Bankruptcy Code.” 	Mellon Bank N.A. v. Vitanovich (In re Vitanovich), 259 B.R. 873, 877
(B.A.P. 6th Cir. 2001). 	“To except a debt based on actual fraud, the creditor must prove: (1) the
debtor committed actual fraud; (2) the debtor obtained money, property, services, or credit by the
actual fraud; and (3) the debt arises from the actual fraud.” 	Laake v. Goll (In re Goll), No. 23-
13341 MER, 2026 WL 235947, at *9 (Bankr. D. Colo. Jan. 27, 2026).
“‘Actual fraud’ has two parts: actual and fraud.” 	Husky International
Electronics v. Ritz, 578 U.S. 356, 360, 136 S. Ct. 1581, 194 L. Ed. 2d 655 (2016).
The word “actual,” in the context of common-law fraud, denotes any fraud that
involves moral turpitude or intentional wrong. 	Id. (quoting Neal v. Clark, 95 U.S.
704, 709, 24 L. Ed. 586 (1878)); Field, 516 U.S. at 69, 116 S. Ct. 437 (holding that
the word “fraud” contains the elements ascribed to it at common law). 	The word
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“fraud” encompasses all the multifarious means that human ingenuity can design
to gain an advantage over another, making a rigid and precise definition not only
useless, but essentially unworkable. 	See, Husky, 578 U.S. at 360, 136 S. Ct. 1581;
see also, In re Hunter, 535 B.R. at 213. 	Accordingly, anything that counts as
“fraud” and that is done with wrongful intent is “actual fraud.” 	Husky, 578 U.S.
at 360, 136 S. Ct. 1581.
Rable v. Childers (In re Childers), 651 B.R. 699, 733 (Bankr. N.D. Ohio 2023).
The debtor owes Fuller Enterprises a judgment debt of $103,230.31 for the fees it was
required to pay to the receiver appointed by the Chancery Court. 	The findings of the Chancery
Court leave no ambiguity as to how and why that debt arose. 	The Chancery Plaintiffs by “false
pretenses, false representation, and actual fraud” established their purported ownership of Fuller
Enterprises for the purpose of requesting the appointment of a receiver in furtherance of their
attempt “to steal and/or fraudulently acquire Fuller Enterprises.” 	Specifically, Fuller Enterprises
alleges that in their application for the appointment of a receiver, the Chancery Plaintiffs produced
a fabricated operating agreement bearing the forged signature of Will Robinette, along with other
falsified documents to establish that ownership interest. The Chancery Court found that the
“actions of falsifying documents, records, and information to support their claims” of ownership
were “improper, willful, intentional, and malicious.” 	The Chancery Court concluded that a
receiver for Fuller Enterprises would not have been appointed “[b]ut for [the Chancery Plaintiffs’]
willful and intentional false, misleading, and fraudulent assertions and fraudulent documents to
support their Verified Complaint and Amended Verified Complaint.” 	“In most jurisdictions it is
held that where the appointment of a receiver is wrongfully made, causing the property of innocent
persons to be wrongfully sequestered, that equity and jurisdiction require that the party at whose
instance the wrong was done bear the burden.” 	Sklar v. Bernstein, 7 Tenn. App. 593, 601–02
(Tenn. Ct. App. 1928); see also 75 C.J.S. Receivers § 458 (April 2026 Update) (“Ordinarily, one
who causes or procures the wrongful appointment of a receiver is liable for all the damages caused
thereby.”). 	That is apparently what the Chancery Court did—entered judgment against the
Chancery Plaintiffs to bear the burden of loss incurred by Fuller Enterprises that resulted from the
wrongful appointment of the receiver. 	Fuller Enterprises alleges a debt for the services of the
receiver that the Chancery Plaintiffs obtained by false pretenses, a false representation, and actual
fraud.
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The debtor argues that she received no cognizable financial benefit from the receiver’s
appointment and, therefore, the “obtained by” language of § 523(a)(2)(A) cannot be satisfied.
The debtor states that “any ‘benefit’ the Receiver may have conferred was rendered pursuant to
judicial appointment and for the court’s administration of the receivership,” and that the adversary
“Plaintiffs’ asserted debts are litigation-derived fee and expense awards imposed through judicial
orders, not value ‘obtained’ from [the adversary] Plaintiffs by fraud.” 	The thrust of the debtor’s
argument is that “[a] court-approved fee award does not constitute money, property, or services
‘obtained by’ fraud within the meaning of § 523(a)(2)(A) absent a plausible allegation that the
debtor procured a benefit through the deception.” 	(Emphasis added.) 	The debtor took the
extraordinary step of lying to the Chancery Court to get a receiver appointed, which itself
evidences the benefit she expected to obtain: appointment of a receiver which she believed would
be advantageous to her falsely asserted claim of ownership in Fuller Enterprises.
The debtor relies on Metcalf v. Waters (In re Waters), 239 B.R. 893 (Bankr. W.D. Tenn.
1999), for the proposition that § 523(a)(2)(A) requires a debtor to have personally received a
benefit. 	Waters involved an attorney that concealed his negligence by lying to his clients for
several months about the dismissal of their personal injury lawsuit. 	Id. at 896. 	The clients
identified the fraud underlying their § 523(a)(2)(A) claim as the attorney’s concealment of the
dismissal. 	Id. at 901. 	The bankruptcy court reasoned that because the debtor’s deception
consisted of covering up a loss that had already happened, he did not procure anything: no money,
property, or services were obtained by anyone as a result of his deception. 	Id. at 902-03.
Although describing a circuit split in detail, the court specifically took no position on what benefit
a debtor must receive for § 523(a)(2)(A) to apply. 	Id. at 902. 	The court suggested only that the
Sixth Circuit “appears to favor” the benefits theory: the view that a creditor must prove the debtor
directly or indirectly obtained some tangible or intangible financial benefit. 	Id. at 901-02 (citing
Brady v. McAllister (In re Brady), 101 F.3d 1165, 1172 (6th Cir. 1996)). 	That conclusion itself
was drawn from Brady v. McAllister, which the Waters court carefully noted had not decided that
question. 	Id. 	There was simply no need for the Waters court to decide what benefit a debtor
must receive because it found that the deception at issue did not procure any money, property, or
services that would cause § 523(a)(2)(A) to be applicable. 	Waters does not stand for the broad
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proposition that the debtor would have this court accept.
Finally, the debtor contends there is no direct link between the fraud alleged and the
appointment of the receiver, citing Dell v. Ables (In re Ables), 302 B.R. 917 (Bankr. M.D. Fla.
2003), for the proposition that courts have rejected attempts to repackage fraud on a court as fraud
against a party for professional fees. 	In Ables the debtor and his former wife retained counsel for
an adoption, which was finalized. 	Id. at 919. 	However, the state court subsequently annulled the
adoption, finding that the birth mother had been coerced into giving up her child. 	Id. 	The state
court found that the debtor had committed a fraud on the court by signing the adoption petition,
which falsely claimed a blood relationship with the birth mother. 	Id. 	The debtor’s ex-wife filed
a legal malpractice action for services rendered in connection with the adoption, and the attorneys
filed a nondischargeability action against the debtor seeking to except from discharge any third-
party claims that might arise. 	Id. 	The attorneys argued that the debtor’s fraud on the court in
signing the adoption petition was the predicate fraud for their § 523(a)(2)(A) claim, but the court
found no causal connection between the debtor’s fraud in signing the petition for adoption and the
attorneys’ provision of services. 	Id. 	The court reasoned that the state court made no finding that
the debtor fraudulently induced the attorneys to represent him, and that for a debt to be
nondischargeable under § 523(a)(2)(A) there must be a direct link between the fraud and the
obtaining of services. 	Id. at 921–22. 	The present situation is markedly different. 	The Chancery
Court explicitly cited the debtor’s fraudulent actions as the express reason the receiver was
appointed, and the causal connection missing in Ables is apparent on the face of the Chancery
Court’s judgment.
The adversary complaint alleges that the Chancery Plaintiffs attempted to steal Fuller
Enterprises, lied to the Chancery Court in pursuit of that goal, and produced a fabricated and forged
operating agreement in support of their motion to appoint a receiver. 	When the debtor states that
“[a]t best the [adversary] Complaint alleges that [the debtor] and her Chancery Court Litigation
coplaintiffs made improper filings or misrepresentations to the Chancery Court … which allegedly
led the Chancery Court to impose a receivership” the debtor simultaneously demonstrates that she
understands precisely the fraud the adversary plaintiffs are alleging and that it is pleaded in the
adversary complaint. 	In summary, the debtor’s lying to the Chancery Court with the intent to
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steal Fuller Enterprises is the fraud the adversary plaintiffs assert she perpetrated, and the adversary
complaint and attached Chancery Court judgment clearly describe a scheme to deprive another of
property or a legal right—actual fraud. 	The adversary plaintiffs allege that the use of deception
to obtain the appointment of a receiver in furtherance of the claim of ownership resulted in the
debt to Fuller Enterprises of the $103,230.31 in fees it paid to the receiver that the Chancery
Plaintiffs caused to be wrongfully appointed. 	Fuller Enterprises has pled the elements of a claim
under § 523(a)(2)(A).
Tina Ware’s debt presents a different problem. 	The § 523(a)(2)(A) exception requires not
only that fraud occurred, but that the specific debt at issue is for something obtained by that fraud.
See Cohen v. de la Cruz, 523 U.S. at 218. 	The Supreme Court in Cohen explains that “the phrase
‘to the extent obtained by’ in § 523(a)(2)(A) … makes clear that the share of money, property,
etc., that is obtained by fraud gives rise to a nondischargeable debt.” 	Id. 	Once it is established
that specific money or property has been obtained by fraud, however, “any debt” arising therefrom
is excepted from discharge.” 	Id. 	“This means that as long as the debt in question arises out of
the 	debtor’s 	fraud, 	false 	pretenses, 	or 	false 	representation, 	the 	debt 	should 	be 	held
nondischargeable under § 523(a)(2)(A).” 	Lowry v. Nicodemus (In re Nicodemus), 497 B.R. 852,
859 (B.A.P. 6th Cir. 2013). 	For Fuller Enterprises, the alleged nexus is direct: the debtor lied to
the Chancery Court to obtain the wrongful appointment of a receiver, and Fuller Enterprises was
damaged to the extent it was required to pay the receiver’s fees. 	For Tina Ware, no equivalent
nexus is readily apparent. 	The Chancery Court’s award to Tina Ware reflects what she was forced
to spend defending the “Abusive Civil Action,” a debt created by a statutory remedy, not a debt
that is traced to something produced by fraud. 	Section 523(a)(2)(A) does not reach this debt, but
as discussed in the following section, § 523(a)(6) is well suited to it.
III.
Section 523(a)(6) excepts from discharge a debt for willful and malicious injury by the
debtor. 	To prevail, a plaintiff must prove the judgment debt arises from the defendant’s willful
and malicious conduct. 	See Steier v. Best (In re Best), 109 F. App’x 1, 5 (6th Cir. 2004). 	These
are two independent requirements. 	See MarketGraphics Research Grp., Inc. v. Berge (In re
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Berge), 953 F.3d 907, 916 (6th Cir. 2020). 	Willful conduct requires actual intent to cause injury,
not merely a deliberate act that leads to injury. 	See Kawaauhau v. Geiger, 523 U.S. 57, 61 (1998).
“‘Malicious’ means in conscious disregard of one’s duties or without just cause or excuse; it does
not require ill will or specific intent to do harm.” 	Wheeler v. Laudani, 783 F.2d 610, 615 (6th Cir.
1986). 	The Sixth Circuit applies only a subjective standard, asking whether the debtor was
motivated by a desire to inflict injury. 	See In re Berge, 953 F.3d at 915 (citing Markowitz v.
Campbell (In re Markowitz), 190 F.3d 455, 464 (6th Cir. 1999)).
Tina Ware states a claim under § 523(a)(6). 	The adversary complaint alleges that the
Chancery Court found the Chancery Plaintiffs acted “primarily to harass, annoy, and maliciously
injure Tina Ware,” and that the Chancery Plaintiffs brought and litigated the Chancery Court
proceeding without probable cause, using improperly acquired, false, fraudulent, altered, and
forged documents and false affidavits. 	The Chancery Court found that the actions taken by the
Chancery Plaintiffs were in conscious disregard of their duties and without just cause or excuse,
as part of a scheme to steal or fraudulently acquire Fuller Enterprises. 	The debt is the $510,429.89
award for reasonable attorney fees and costs pursuant to Tenn. Code Ann. § 29-41-106(a)(2), a
part of Tennessee’s Abusive Civil Action statutory provisions to deter and remedy litigation abuse
intended to harass or maliciously injure a defendant. 	See Tenn. Code Ann. § 29-41-101, et seq.
The debtor argues this debt is not of the type covered by § 523(a)(6), relying on Geiger for
the proposition that fee-shifting remedies cannot constitute nondischargeable injury. 	Geiger
holds that willfulness under § 523(a)(6) requires actual intent to cause injury rather than a
deliberate act that leads to injury. 	See Kawaauhau v. Geiger 523 U.S. at 61. 	It says nothing
about whether attorney fee awards fall within the statute’s reach. 	Attorney fees awarded for
willful and malicious conduct are regularly found nondischargeable under § 523(a)(6). 	See In re
Suarez, 400 B.R. 732, 740 (B.A.P. 9th Cir. 2009) (concluding that attorney fees and costs awarded
to a judgment creditor in relation to a debtor’s underlying willful and malicious contemptuous
conduct, even when no compensatory judgment debt exists, constitute a nondischargeable debt
under section 523(a)(6)), aff’d, 529 F. App’x 832 (9th Cir. 2013); Hughes v. Arnold, 393 B.R. 712,
718–19 (E.D. Cal. 2008) (attorney fee award resting on the debtor’s bad faith conduct in knowingly
initiating and prosecuting a groundless sexual harassment claim was nondischargeable under
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§ 523(a)(6), aff'd sub nom., In re Hughes, 347 F. App’x 359 (9th Cir. 2009); Jan S. Weinstein &
Associates, Ltd. v. Lymberopoulos (In re Lymberopoulos), 453 B.R. 340, 344 (Bankr. N.D. Ill.
2011) (attorney fees and costs awarded under statute were nondischargeable under § 523(a)(6)
notwithstanding the lack of a “primary debt”); Nolan v. Smith (In re Smith), 321 B.R. 542, 548
(Bankr. D. Colo. 2005) (attorney fees and costs were awarded “with respect to” or “by reason of”
the debtors’ underlying conduct giving rise to the litigation and assertion of a meritless defense
relating to their underlying conduct). 	As those courts recognized, nondischargeable debt under §
523(a)(6) is not limited to debt arising out of an intentional tort. 	The statute excepts from
discharge any debt for willful and malicious injury. 	Attorney fees awarded because the
underlying conduct was willful and malicious fall squarely within that language. 	See Hughes v.
Arnold, 393 B.R. at 718–19. Tina Ware asserts that the Chancery Court’s judgment has a
preclusive effect on the § 523(a)(6) elements. 	Although the issue is not ripe, the court notes that
collateral estoppel has been applied to establish the nondischargeability under § 523(a)(6) of a
judgment for attorney fees and costs awarded under Tennessee’s Abusive Civil Action statute.
The Tennessee court found that the Tennessee Case was filed with the intent to
cause financial injury as well as injury to the health and well being of the Plaintiffs.
This finding satisfies the willfulness requirement under § 523(a)(6): Defendant
intended the injury caused. Additionally, the Tennessee court found that the
Tennessee 	Case 	was 	filed 	without 	just 	cause. 	This 	finding 	satisfies 	the
maliciousness requirement under § 523(a)(6): the injury was malicious because it
was excessive and filed without just cause.
Buchanan v. Parks (In re Parks), No. 19-56235-SMS, 2020 WL 5775972, at *6 (Bankr. N.D. Ga.
Sept. 25, 2020). 	Tina Ware states a claim under § 523(a)(6).
Fuller Enterprises likewise states a claim under § 523(a)(6). 	The complaint alleges that
the Chancery Plaintiffs, using a forged operating agreement and false statements made under oath,
deliberately pursued the appointment of a receiver as a means of asserting control over Fuller
Enterprises. 	A party who intentionally seeks the appointment of a receiver knows with substantial
certainty that a receiver will incur fees, and that those fees will fall on the company for which the
receiver has been appointed. 	The willful element is established by the plausible allegations that
the damage caused to Fuller Enterprises resulted from the Chancery Plaintiffs’ wrongful request
for the appointment of a receiver. 	See In re Markowitz, 190 F.3d at 464 (a debtor acts willfully
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when she desires to cause the consequences of her act or believes those consequences are
substantially certain to result). 	The complaint further alleges that the Chancery Plaintiffs brought
and litigated the Chancery Court proceeding without probable cause, using improperly acquired,
false, fraudulent, altered, and forged documents, and false statements made under oath, all without
just cause or excuse, as part of a scheme to steal or fraudulently acquire Fuller Enterprises. 	These
are sufficient allegations to establish the malicious element.
IV.
Two other matters remain to be considered. 	The first pertains to the “collective pleading”
in the complaint. 	The debtor states that “the Complaint does not tie (i) a specific creditor, (ii) a
specific debt, and (iii) the required statutory elements together in a plausible, fact-specific way for
each [adversary] Plaintiff,” and “[t]hat failure warrants dismissal under Rule 12(b)(6).” 	This
objection to the lack of pleading in a fact-specific way of the elements of the claims by specific
creditors with specific debts is remedied for the most part by the dismissal of Mason Robinette
and the Estate of Will Robinette as parties to the adversary complaint. 	As for any concern
expressed by the debtor that the collective pleading “prevents the Court from performing the core
analysis required under both subsections alleged” by Fuller Enterprises and Tina Ware, it is
misplaced. 	The required core analysis is set forth above. 	Finally, it appears that the joinder of
Fuller Enterprises and Tina Ware as adversary plaintiffs is appropriate under Fed. R. Civ. P.
20(a)(1) because they assert a right to relief arising out of the same occurrence and share common
questions of law or fact that may arise in the adversary proceeding. 	But if not, severance would
be the appropriate remedy for misjoinder of parties, not dismissal. 	See Fed. R. Civ. P. 21.
The second matter relates to the adversary plaintiffs’ statement in their complaint in
paragraph 136 concerning the nondischargeability determination of “attorney fee and expense
awards … to be made in connection with” the Chancery Court proceedings, and “any future award
of damages, sanctions, and/or attorney fees and expenses … based on the wrongful conduct of [the
debtor] in the” Chancery Court proceedings. 	The debtor states that “[c]ollateral estoppel cannot
apply to unknown, not yet entered awards because the issue has not been actually litigated or
necessarily decided.” 	The debtor adds that “to the extent [the adversary] Plaintiffs target post
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petition fees or sanctions, those are not current prepetition debts within section 727(b).” 	The court
assumes that Tina Ware is referring primarily to the appellate court’s award of her attorney fees
and costs for which the Abusive Civil Action was remanded to the Chancery Court for
determination of the amount. 	In addition, the adversary plaintiffs remark in their response that
“Tina Ware has also requested an award of fees and costs incurred in responding to Motions to
Recuse filed by [the debtor] in the” Chancery Court proceeding. 	The court foresees no problem
in determining the dischargeability of unliquidated debts, even by the use of collateral estoppel, as
bankruptcy courts routinely do so. 	As for the effects of collateral estoppel or whether the debts
would be postpetition, those issues are premature.
An order will be entered contemporaneously with the filing of this memorandum opinion
granting in part and denying in part the debtor’s motion to dismiss. 	Mason Robinette and the
Estate of Will Robinette will be dismissed as plaintiffs because they have not alleged that a debt
is owed to them individually. 	Tina Ware’s § 523(a)(2)(A) claim will be dismissed because it does
not allege a debt produced by the debtor’s fraud. 	Although the adversary plaintiffs generally
requested an opportunity to amend the complaint in lieu of dismissal, the deficiencies noted do not
lend themselves to correction by amendment. 	In all other respects, the debtor’s motion to dismiss
will be denied.
# # #
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