Charles W. Wills, Chapter 7 Trustee v. Turnbull Law Group, LLCCharles W. Wills, Chapter 7 Trustee v. Turnbull Law Group, LLC
Before the Court is a Motion to Dismiss (Motion) filed by Defendant Turnbull Law Group, LLC (Defendant). Dckt. No. 14. Plaintiff Charles W. Wills, as Chapter 7 Trustee (Plaintiff), filed
BACKGROUND
A. The Complaint
Debtor Maliah Isis Bush (Debtor) filed her chapter 7 petition on December 26, 2024. Case No. 24-10908, Dckt. No. 1. Plaintiff initiated this adversary proceeding on October 7, 2025. Dckt. No. 1. Plaintiff pleaded the following facts in his Complaint:
On or about January 12, 2023, Debtor entered a Client Engagement Agreement (the Agreement) with Defendant for a Debt Resolution Program where Defendant would receive funds from Debtor and disburse the funds, minus fees, to Debtor s creditors on an adjusted, reduced, and/or compromised basis. Dckt. No. 1 ¶ 10. Under the Agreement, Defendant s fees would amount to 6.5% of the total debts included in the Agreement as a retainer fee and 20.5% of the total debts included in the Agreement as a service cost for the management of Debtor s debt negotiation plan. Id. ¶ 11.
Debtor listed 6 creditors with claims totaling $37,247.00 to be included in the Agreement. Id. ¶ 12. From January 19, 2023 to June 7, 2025, Debtor paid Defendant a total оf $18,071.77. Id. ¶ 13. Between April 26, 2023 and December 26, 2024, Defendant paid $8,900.02 to Debtor s creditors. Id. ¶ 14. Meanwhile, between May 1, 2023 and May 29, 2024, Defendant paid itself $8,289.54 in fees, amounting to 46% of the total amount Debtor paid. Id. ¶ 15.
Plaintiff has asserted several causes of action arising from this course of dealing. In Count One, Plaintiff asserts he is entitled to avoid the payments to Defendant as fraudulent transfers under
Counts Four and Five pertain to Georgia state law. In Count Four, Plaintiff asserts Defendant violated
B. The Motion to Dismiss
Defendant argues Counts One and Two should be dismissed for failure to state a claim, asserting the Complaint is conclusory as to Debtor s receipt of less than reasonably equivalent value and
Defendant acknowledges the recent decision in Schofield v. The Brian A. Moore Law Firm, LLC (In re Mai), Adversary Proceeding No. 24-02004, 2025 WL 2803789 (Bankr. S.D. Ga. Sept. 30, 2025), wherein another bankruptcy court in this district denied a motion to dismiss in a case with nearly identical facts and arguments. Dckt. No. 14, at 13. Defendant argues this Court should not follow the reasoning of that decision because: (1) that defendant in Mai is currently seeking leave to appeal the order to the district court3 and the bankruptcy court s conclusions have not been reviewed and ruled upon by the district court, the Eleventh Circuit, or considered by any Georgia state court; and (2) the deсision is incorrect on its merits. Id. at 13-17.
In support of its Motion, Defendant attached a declaration (Declaration) by Christopher Turnbull, the member-manager of Defendant. Dckt. No. 14-1. Attached to the Declaration is a copy
Plaintiff responds he has adequately pleaded all five counts in the Complaint, and therefore Defendant s Motion should be denied. Dckt. No. 21. He states the Complaint contains specific factual allegations regarding the disproportionate fee structure . . . . [which] when taken as true as required at the motion tо dismiss stage, plausibly establish that the Debtor did not receive reasonably equivalent value. Id., at 3. Plaintiff also argues the practice of law exemption in the GDAA is an affirmative defense which cannot be resolved at the motion to dismiss stage. Id. Similarly, Plaintiff asserts the GFBPA claim cannot be resolved at this stage due to factual issues of whether such services were provided in the practice of law. Id. at 3-4. In its Reply, Defendant largely repeats the arguments made in the Motion. Dckt. No. 22. Defendant also attached to its Reply a Westlaw printout of the 2003 Georgia Laws Act 103 regarding the GDAA (H.B. 385). Dckt. No. 22-1.
CONCLUSIONS OF LAW
A pleading must contain a short and plain statement of the claim showing that the pleader is entitled to relief[.]
As a general rule, matters outside the pleadings may not be considered in ruling on a Rule 12(b)(6) motion to dismiss unless it is converted to one for summary judgment under Rule 56.
Typically, a motion to dismiss must be converted into a motion for summary judgment when a [] court considers matters outside the pleadings.
Fed. R. Civ. P. 12(d) ; Day v. Taylor, 400 F.3d 1272, 1275-76 (11th Cir. 2005). However, the [] court mаy always consider exhibits attached to the complaint on a 12(b)(6) motion, because exhibits are part of the pleadings.Fed. R. Civ. P. 10(c) ; Thaeter v. Palm Beach Cty. Sheriff’s Office, 449 F.3d 1342, 1352 (11th Cir. 2006).The [] court may also consider documents referenced in the complaint, even if they are not physically attached, if the documents are (1) central to the complaint and (2) no party questions their authenticity. Day, 400 F.3d at 1276. We have held that a document is central to a complaint when it is a necessary part of [the plaintiff s] effort to make out a claim. Id. When a defendant attaches documents that meet this standard to a motion to dismiss, the court may consider the documents without converting the motion to dismiss into a motion for summary judgment. See id..
Basson v. Mortg. Elec. Registration Sys., Inc., 741 F. App’x 770, 770-71 (11th Cir. 2018); see also Johnson v. City of Atlanta, 107 F.4th 1292, 1299-1300 (11th Cir. 2024). Additionally, [a] district court may take judicial notice of public records, such as pleadings filed in anоther case, without converting a motion to dismiss into a motion for summary judgment. Lawson v. Visionworks of Am., Inc., 741 F. Supp. 3d 1251, 1255 n.2 (M.D. Fla. 2024) (citing Universal Express, Inc. v. U.S. Sec. & Exch. Comm’n, 177 F. App’x 52, 53 (11th Cir. 2006)).
At this time, the Court declines to convert the Motion into a motion for summary judgment and will consider the Complaint and the Agreement attached to the Motion. See Basson, 741 F. App’x at 771. The Agreement contains information underlying Plaintiff s claims and is therefore central to the Complaint. Additionally, neither party has not challenged the authenticity of the Agreement. On the other hand, at this stage in the proceedings, Ms. Solomon s bar membership status is not central to Plaintiff s claims or this Motion and thus will not be considered. Finally, the Court takes judicial notice of the Brian A. Moore Law Firm s motion for leave to appeal the Mai order attached to the Motion and the 2003 Georgia Laws Act attached to the Reply. See Lawson, 741 F. Supp. 3d at 1255 n.2.
Defendant argues the Court should not consider the Mai order because the decision is on appeal and has not bеen reviewed, and is incorrect on its merits. Dckt. No. 14, at 13-17. However, the legal analysis in the Mai order and the status of the appeal are relevant to the issues under consideration in this Opinion and Order. First, In re Mai involves almost identical facts, and the Mai court s analysis of these issues is relevant for consideration of the matter current before the Court. Furthermore, the status and ultimate outcome of the appeal is relevant to these matters. After consideration of the record and various arguments, the Court finds In re Mai to be persuasive and adopts the reasoning set forth in the bankruptcy court s September 30, 2025 order. See In re Mai, 2025 WL 2803789, at *5-14.
As to Count One, the elements of a fraudulent transfer claim under
With respect to Defendant s assertions regarding reasonably equivalent value, the Court finds Section II of the In re Mai decision persuasive and adopts the reasoning of that section herein. See In re Mai, 2025 WL 2803789, at *5. [W]hether a transfer was made for reasonably equivalent value is a question of fact which courts generally will not determine on a motion to dismiss. Mukamal v. Cosmos, Inc. (In re Palm Beach Fin. Partners, L.P.), No. 09-36379, Adv. No. 11-02970, 2013 WL 12478838, at *17 (Bankr. S.D. Fla. July 30, 2013) (citing Senior Transeastern Lenders v. Official Comm. of Unsecured Creditors (In re TOUSA, Inc.), 680 F.3d 1298, 1311 (11th Cir. 2012)). Courts do not look for dollar-for-dollar equivalence but rather make informed judgments as to asset valuation in light of the totality of the circumstances. In re Fundamental Long Term Care, Inc., 873 F.3d 1325, 1344 (11th Cir. 2017). In order to be plausible, the complaint must offer more than a bald assertion that the services received by Debtor exceeded the value received by Defendant. Id.
Here, Plaintiff has alleged Debtor transferred $18,071.77 to Defendant within two years of filing the petition between January 19, 2023 and June 7, 2025. Dckt. Nо. 1 ¶ 13. Plaintiff further alleges Defendant paid $8,900.02 to Debtor s creditors from April 26, 2023 until December 26, 2024, while paying itself $8,289.54 in fees from May 1, 2023 until May 29, 2024, representing 46% of the total amount paid by Debtor. Id. ¶¶ 14-15. Citing these numbers, Plaintiff alleges Debtor did not receive reasonably equivalent value for her payments to Defendant. Id. ¶ 19. Plaintiff has sufficiently pleaded facts to survive Defendant s Motion as to Count One.
When considering a Rule 12(b)(6) motion to dismiss, the court accepts the factual allegations in the complaint as true and construes them in the light most favorable to the Plaintiff. Speaker, 623 F.3d at 1379. Plaintiff s complaint includes specific numbers to support his claim that Debtor did not
As to Count Two, the Court finds Section III of the Mai decision persuasive and adopts the reasoning of that section herein. See id. at *6. Under
A transfer made or obligation incurred by a debtor is voidable 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 that time or the debtor became insolvent as a result of the transfer or obligation.
As in Count One, Defendant claims Plaintiff has not pleaded sufficient facts to show Debtor has not received reasonably equivalent value for the payments. See Dckt. No. 14, at 6-9. Defendant makes no arguments or assertions as to the other elements of this Count. As with the
Next, Defendant argues because Counts One and Two fail, so must Plaintiff s claim for transfer avoidance in Count Three. See id. at 9. The Court finds Section IV of the Mai decision pеrsuasive and adopts the reasoning of that section herein. In re Mai, 2025 WL 2803789, at *6-7. Section 550(a)(1) provides:
(a) Except as otherwise provided in this section, to the extent that a transfer is avoided under section 544, 545, 547, 548, 549, 553(b), or 724(a) of this title, the trustee may recover, for the benefit of the estate, the property transferred, or, if the court so orders, the value of such property, from—
(1) the initial transferee of such transfer or the entity for whose benefit such transfer was made[.]
To have a claim under
As to Count Four, the GDAA provides:
In the course of engaging in debt adjusting, it shall be unlawful for any person to accept from а debtor who resides in this state, either directly or indirectly, any charge, fee, contribution, or combination thereof in an amount in excess of 7.5 percent of the amount paid monthly by such debtor to such person for distribution to creditors of such debtor; provided, however, no provision of this chapter shall prohibit any person, in the course of engaging in debt adjusting, from imposing upon a debtor who resides in this state a reasonable and sеparate charge or fee for insufficient funds transactions.
(1) “Debt adjusting” means doing business in debt adjustments, budget counseling, debt mаnagement, or debt pooling service or holding oneself out, by words of similar import, as providing services to debtors in the management of their debts and contracting with a debtor for a fee to:
(A) Effect the adjustment, compromise, or discharge of any account, note, or other indebtedness of the debtor; or
(B) Receive from the debtor and disburse to his or her creditors any money or other thing of value.
Count Four alleges Defendant violated the GDAA by charging Debtor a fee well in excess of the 7.5% allowed under the GDAA. Dckt. No. 1 ¶ 36. According to the Complaint, Defendant charged Debtor fees in excess of 40% of the payments Debtor made to Defendant, and none of these fees were collected for insufficient funds transactions. Id. ¶¶ 37-38. Plaintiff also alleges Defendant violated
For the reasons previously herein, the Court finds Section V of the Mai decision persuasive and adopts the reasoning of that section herein. See In re Mai, 2025 WL 2803789, at *7-12. First, Mai found the [d]efendant s assertion that it is exempt from the GDAA pursuant to
A plaintiff is not required to negate an affirmative defense in its complaint. Thus, generally, the existence оf an affirmative defense will not support a motion to dismiss. Twin City Fire Ins. Co. v. Hartman, Simons & Wood, LLP, 609 F. App’x 972, 976 (11th Cir. 2015) (citations and quotations omitted). A complaint may be dismissed, however, when the existence of an affirmative defense clearly appears on the face of the complaint. Id. (quotations omitted); see also Major League Baseball v. Crist, 331 F.3d 1177, 1183 (11th Cir. 2003) (in federal antitrust case against MLB, stating [w]hen the applicability of baseball s exemption is so apparent, no factual development is necessary).
Id. Next, Mai found the applicability and scope of the GDAA exemption as to the Mai defendant survived the motion to dismiss because the applicability of the GDAA to the facts was unclear and presented questions of fact which could not be determined from the record before the court. Id. at *10. Further, Mai found that the GDAA exemption does not create a blanket exemption for law firms and debt adjustment conduсt. Id. Finally, Judge Kim in In re Mai found applying GDAA to a law firm did not impermissibly regulate the practice of law and run afoul of the separation of powers principles in the Georgia constitution. Id. at 11-12. After consideration, the Court agrees with Judge Kim s analysis and conclusions on these matters and adopts them in this case. For these reasons, the Court finds Count Four survives dismissal.
In Count Five, Plaintiff alleges Defendant violated the GFBPA because violations of the GDAA are also violations of the GFBPA. Dckt. No. 1 ¶ 46. Defendant argues Count Five should be dismissed because the purported [GFBPA] violations in Count [Five] are entirely dependent on (or derivative of) a violation under the GDAA and Defendant is exempt from the GDAA because it provided legal representation to Debtor and the GFBPA does not apply to the practice of law at all. Dckt. No. 14, at 17. The Court again finds the reasoning in Section VI of In re Mai persuasive and adopts it as its own in relevant part.6 See In re Mai, 2025 WL 2803789, at *12-14. For the reasons discussed above, the Court found Count Four survives dismissal and therefore, the Court finds Count Five survives dismissal.
For these reasons, the Court finds Plaintiff has sufficiently pleaded facts to sustain each Count of the Complaint and overcome Defendant s Motion. Specifically, as to Counts One, Two, and Three Plaintiff has sufficiently pleaded that Debtor did not receive reasonably equivalent value in exchange for the payments she made to Defendant and therefоre Court denies the Motion. Furthermore, Defendant s grounds for dismissal of Counts Four and Five involve the nature of the actual services Defendant provided to Debtor. Because these involve facts not yet in the record, the Motion is denied as to those Counts. Therefore, the Motion is ORDERED DENIED.
[END OF DOCUMENT]
Susan D. Barrett
United States Bankruptcy Judge Southern District of Georgia