Robert Louis Marrama appeals from the bankruptcy court order which rejected his petition to convert these proceedings from chapter 7 to chapter 13, based on its determination that Marrama had attempted to conceal assets from creditors. We affirm.
I
BACKGROUND
In August 2002, Marrama transferred residential real estate in York, Maine, having an unencumbered value of $85,000, to a revocable spendthrift trust, for no consideration, and designated himself sole beneficiary and his girlfriend sole trustee. Marrama’s aсknowledged intent was to protect the property from the claims of creditors. Seven months later, he submitted a voluntary chapter 7 petition, together with a statement of financial affairs wherein he (i) disclosed that he was the Trust’s beneficiary, (ii) listed the value of its res as zero, (iii) denied making any property transfers within one year preceding the filing of the chapter 7 petition, and (iv) asserted that the IRS owed him no tax refunds. 1 Whereas, Marrama was due a tax refund exceeding $11,000.
In June 2003, the chapter 7 trustee questioned Marrama regarding these apparent discrepancies. Rather than responding, Marrama filed notice in the bankruptcy court, pursuant to Bankruptcy Code § 706(a), seeking to convert the chapter 7 case to a chapter 13 debt-restructuring proceeding, based upon his contention that, more recently, he had acquired additional rental income and gainful employment. The chapter 7 trustee opposed the conversion on the ground that Marrama intentionally failed to disclose in his schedules the preferential transfer of the Maine propеrty into the trust some seven months prior to his chapter 7 petition, as well as his anticipated federal tax refund. The debtor contended that these misstatements and omissions were inadvertent.
Following a non-evidentiary hearing, the bankruptcy court refused to permit the conversion to chapter 13, on the ground that the deceptive statement of financial affairs demonstrated Marrama’s “bad faith.” Marrama appealed to the BAP, which affirmed.
In re Marrama,
*477 II
DISCUSSION
On an appeal from a BAP decision, we review
de novo
the legal determinations of the bankruptcy court, and its findings of fact for clear error.
See Brandt v. Repco Printers & Lithographies, Inc. (In re Healthco Int’l, Inc.),
A. Section 706(a) and “Bad Faith” Conversion
The initial issue on appeal is whether Bankruptcy Code § 706(a) confers any discretion upon the bankruptcy court to forfend against “bad faith” conversions to chapter 13, or the debtor has an “absolute” right to convert. Interpretation of subsection 706(a) presents a pure issue of law, engendering
de novo
review.
See HSBC Bank USA v. Branch (In re Bank of New England Corp.),
The debtor may convert a case under this chapter [viz., chapter 7] to a case under chapter 11, 12, or 13 of this title at any time, if the case has not been converted under section 1112, 1208, or 1307 of this title. Any waiver of the right to convert a case under this subsection is unenforceable.
11 U.S.C. § 706(a) (emphasis added). Thus, section 706 imposes two plainly expressed limitations upon a debtor’s right to convert: the debtor (i) must not previously have converted the case; and (ii) must meet the eligibility requirements for the chapter to which he intends to convert, see 11 U.S.C. § 706(d). With respect to a conversion to chapter 13, for example, the debtor must have a regular income, unsecured debts less than $307,675, and secured debts less than $922,975. See id. § 109(e).
As always, first we must inquire whether the plain language of subsection 706(a) resolves the interpretive issue, and, if so, its manifest meaning must control.
See In re BankVest Capital Corp.,
*478 Those who seek the shelter of the bankruptcy code [must] not play fast and loose with their assets or with the reality of their affairs. The statutes are designed to insure that complete, truthful, and reliable information is put forward at the outset of the proceedings, so that decisions can be made by the parties in interest based on fact rather than fiction. As we have stated, “[t]he successful functioning of the bankruptcy act hingеs both upon the bankrupt’s veracity and his willingness to make a full disclosure.”
Boroff v. Tully (In re
Tully),
Turning to the particular language utilized in subsection 706(a), we can discern no evidence that the Congress intended to override the presumptive power and responsibility of the bankruptcy court to weed out abuses of the bankruptcy process at any stage in the bankruptcy рroceedings. Subsection 706(a) simply provides that the debtor “may” convert. The word “may” has at least two connotations. It Can simply denote that a debtor has the option to convert, or not convert. On the other hand, “may” often suggests conditionality, signifying that the event or status described is in no sense to be considered a foregone conclusion. Thus, the phrase “may convert” reasonably may suggest that the right to convert is merely presumptive, and may be exercised only if the debtor meets the preconditions for eligibility established in Bankruptcy Code § 109(e), or even then only in the absence of other exceptional circumstances.
See In re Finney,
Although Congress’s mere use of the word “may” might not be conclusive in itself as to the existence or scope of the bankruptcy court’s discretionary authority to deny a conversion, the statutory interpretation proffered by the trustee is bolstered as well by a comparison between Bankruptcy Code § 706(a) and § 1307(b), for example, which provides that “[o]n request of the debtor at any time, if the case has not been converted under section 706, 1112, or 1208 of this title, the court
shall dismiss
a case under this chapter.” (Emphasis added.) Subsection 1307(b) demonstrates that Congress well understood how to draft statutory language which left no (or at least considerably less) discretion in the bankruptcy court to deny a chapter 13 debtor’s request.
2
The fact that subsection 706(a) contains no such imperative language strongly suggests that it confers a more restricted right upon the debtor, and that the bankruptcy court presumptively retains its discretionary prerogative to deny conversion in some circumstances.
See Citizens Awareness Network, Inc. v.
*479
United States,
Similarly,'use of the phrase “at any time” in subsection 706(a) simply means that the debtor may seek to convert at any time during the pendency of the bankruptcy ease, or in other words, that no artificial time constraints should impede an election to convert. Obviously, however, the temporal permissiveness of the phrase “at any time” hardly equates to the more broad circumstantial permission which Congress could have conferred, for example, by employing a phrase such as “regardless of the circumstances.”
See In re Copper,
Marrama points to the second sentence in subsection 706(a), which provides that “[a]ny waiver of the right to convert а case under this subsection is unenforceable,” as evidence that Congress intended that the debtor not be able to divest himself of the right to convert, even where he allegedly abuses the bankruptcy process. Once again, however, in context this sentence functions strictly as a consumer protection provision against adhesion contracts, whereby a debtor’s creditors might be precluded from attempting to prescribe a waiver of the debtor’s right to convert to chapter 13 as a non-negotiablе condition of its contractual agreements.
See In re Copper,
In construing subsection 706(a), it is important to bear in mind that the bankruptcy court has unquestioned authority to dismiss a chapter 13 petition — as distinguished from converting the case to chapter 13 — based upon a showing of “bad faith” on the part of the debtor.
See In re Cabral,
The plain language of subsection 706(a) in no sense undermines the presumptive authority of the bankruptcy court to take reasonable steps to thwart debtor abuse of the bankruptcy process. However, even ássuming
arguendo
that subsection 706(a) were ambiguous, we would look to the statute’s “historical context, its legislative history, and the underlying policies that animate its provisions.”
In re Weinstein,
The present controversy over the meaning of subsection 706(a) is traceable not to the plain language of subsection 706(a), but largely to its legislative history, which describes the debtor’s right to conversion' as “absolute,” or as a “matter of right”:
Subsection (a) of this section gives the debtor the one-time absolute right of conversion of a liquidation case to a reorganization or individual repayment plan case. If the case has already once been converted from Chapter 11 or 13 to Chapter 7, then the debtor does not have that right. The policy of the provisions is that the debtor should always be given the opportunity to repay his debts.
H.R.Rep. No. 95-595, at 380 (1977); S.Rep. No. 95-989, at 94 (1978), reprinted in 1978 U.S.C.C.A.N. 5787, 5880.
The term “absolute” is problematic, if taken out of context, in that it implies that the debtor’s conversion right is unconditional. We are not at liberty to take the term so literally, however, since subsections 706(a) and 109(e) make clear that numerous conditions exist which might defeat the debtor’s motion to convert. See 9 Lawrence W. King, Collier on Bankruptcy ¶ 1017.05[1], at 1017-9 to 1017-10 (1998) (“Section 706(a) permits the debtor, as a matter of right, to convert a liquidation case to a case under chapter 11, 12, or 13 if the сase has not previously been converted from one of those chapters to chapter 7.”) (emphasis added). Therefore, in context the term “absolute” likely constitutes a recognition either that the debtor may convert once as a matter of right, but may not engage in successive conversions, or that the debtor’s right to conversion cannot be waived by contract.
It is the pronounced, policy of subsection 706(a) “that the debtor should always be given the opportunity to repay his debts,” H.R.Rep. No. 95-595, at 380, thus should be givеn one chance to effectuate a viable chapter 13 plan. It is plainly implicit in this legislative observation, however, that such an opportunity is to be accorded only to
honest
debtors.
See In re Spencer,
Marrama advances two additional policy-related arguments. First, he notes the supposed irony that the bankruptcy reform legislation recently enacted by Congress aims to encourage more debtors to file chapter 13 petitions and thus undertake voluntary repayment of their debts,
*481
whereas the bankruptcy court here prematurely short-circuited his nascent attempt to do so.
See
Bankruptcy Abuse Prevention and Consumer Protection Act of 2005, Pub.L. 109-8, § 215, 119 Stat. 23 (2005). This argument is unpersuasive. The language of subsection 706(a) remains unchanged under the new act, and Marrama has not suggested that there is any other specific Bankruptcy Code amendment which would affect our interpretation of subsection 706(a). Rather, the purport of the bankruptcy reform legislation is to compel some debtors presently eligible to file chapter 7 debt-liquidatiоn cases to opt for the less debtor-friendly, debt-restructuring chapter 13 regime, thus making it impossible for those debtors to obtain an absolute discharge of their debts.
See In re Hill,
Finally, Marrama notes that the Code accords the bankruptcy court discretion to reconvert a chapter 13 case to chapter 7 at a subsequent stage in the proceedings where the debtor has acted in “bad faith,”
see In re Copper,
Moreover, these two remedies are neither inhеrently nor necessarily duplicative. Thus, for example, the bankruptcy court could invoke its power to reconvert a case, even though the debtor did not submit the subsection 706(a) conversion motion in bad faith, but subsequent to the conversion the debtor engaged in bad-faith conduct which justified reconversion to chapter 7. Congress may well have envisioned — altogether reasonably — that the bankruptcy court could nip in the bud manipulative conduct on the part of a “bad faith” debtor at the moment of conversiоn, pursuant to subsection § 706(a), rather than only after the casé has been converted.
For all these reasons, we conclude that subsection 706(a) permits the bankruptcy court to deny a chapter 7 debtor’s subsection 706(a) motion to convert where the court determines that the debtor engaged in bad faith conduct. We now turn to an assessment of the determination of bad faith made by the bankruptcy court.
B. The Finding of “Bad Faith ”
Marrama maintains that the bankruptcy court erred in finding that he acted in “bad faith” by attempting to conceal аssets from creditors by means of misrepresentations and material omissions of fact in his chapter 7 schedules. Marrama contends that (i) the schedules merely failed to disclose his recent transfer of the Maine property into the trust, yet did not conceal the existence of the property itself; (ii) the *482 former omission was merely the result of scrivener error, with no intent to conceal; (iii) the statement, in Schedule B — that the res property had no value- — was not false, notwithstanding its stated market value of $85,000, in that Marramа harbored a good-faith belief that the “spendthrift” nature of the trust prevented it from becoming property of the chapter 7 estate in the first instance; and (iv) the bankruptcy court determination is not supported by competent evidence, since the court did not convene an evidentiary hearing.
As “good faith” is a fact-intensive determination to be made on a case-by-case basis, we review the instant finding as to “bad faith” for clear error only.
See In re Sullivan,
As the bankruptcy court determination that Marrama engaged in “bad faith” conduct is amply supported by the record, there can have been no clear error. The bankruptcy court is entitled to demand utmost good faith and honesty from debtors in the preparation of their schedules and statements of affairs.
See Hannigan,
The instant case comports in all material respects'with the classic profile of playing fast and loose with the bankruptcy process. First, Marrama engaged in prepetition transfers of valuable property with the acknowledged intention of insulating the transfers from creditors, submitted a chapter 7 petition, then omitted to mention these same assets and transfers in the bankruptcy schedules, presumably in the expectation that the chapter 7 trustee would not discover their concealment. As the effort at camouflage failed, Marrama moved to convert the case to chapter 13, predicated upon the uncorroborated assertion that he was receiving regular income sufficient to entitle him to protection under chapter 13. Conveniently, the instant conversion (which Marrama characterizes as an “absolute” matter of right impregnable to challenge either by the trustee or the bankruptcy court) would divest the chapter 7 trustee of any authority to act in behalf of the estate to safeguard its assets. See Bankruptcy Code § 348(e), 11 U.S.C. § 348(e). Thus, in the event the debtor were to succeed in securing confirmation of a chapter 13 plan, he could reacquire his interest in “property of the estate,” as well as the concealed, property.
Confronted with the profile presented by the instant case, the bankruptcy court readily сould conclude that the Marrama disclosures demonstrated abundant indicia
*483
of intentional concealment. Question 10 unambiguously required Marrama to “[l]ist all other property, other than property transferred in the ordinary course of business or financial affairs of the debtor, transferred either absolutely or as security within one year immediately preceding the commencement of this case.” Marrama responded: “None.” The contention by counsel that Marrama simply forgot to include the transfer of the Maine residence — which occurred a mere
seven months
before the chapter 7 petition filing — severely strains credulity. Not only was the Maine residence among Marra-ma’s most valuable assets ($85,000), but Marrama conceded at the creditors’ meeting that the transfer was made with the specific intent to avoid the claims of his creditors.
See, e.g., In re Weeden,
The contention that Marrama honestly disclosed that the trust property value was zero strains credulity as well. Schedule B explicitly requires that the “current market value of debtor’s interest in the property” be listed, rather than its value to the bankrupt estate. 4
Finally, we reject the contention that, absent an evidentiary hearing, there was insufficient record support for the “bad faith” finding by the bankruptcy court. Marrama neither requested an evidentiary hearing, nor has he
yet
identified what additional material evidence could or would have been adduced at such a hearing.
See Cabral,
Affirmed.
Notes
. Moreover, in accompanying financial statements, Marrama claimed a homestead exemption in his Gloucester, Massachusetts residence. In affirming the bankruptcy court finding that Marrama had acted in bad faith, the Bankruptcy Appellate Panel ("BAP”) noted that the homestead exemption appeared invalid on its face, since Marrama simultaneously claimed to be residing in Maine and to have received rental income from the Massachusetts property since May 2003, thus contradicting his assertion that it was a "residence” eligible for exemption. In the interim, however, the bankruptcy court has ruled that the Marrama homestead exemption claim is valid,
see In re Marrama,
. Following the Marrama appeal, the Maine property was sold,
see In re Manama,
316
*477
B.R. 418, 421-22 (1st Cir. BAP 2004) (holding that Marrama's power to revoke the trust became property of the chapter 7 estate, exercisable by the chapter 7 trustee), and Marra-ma was denied a chapter 7 discharge,
Citizens Bank of Mass. v. Marrama (In re Marrama),
. Our comparative analysis of subsections 706(a) and 1307(b) should not be construed as endorsing any particular interpretation of the latter section, such as one which would preclude the bankruptcy court from exercising its discretion to refuse to dismiss the chapter 13 case upon debtor's request. That issue is not before us to decide.
See, e.g., Sckolnick v. Harlow,
. The trustee points as well to Federal Rule of Bankruptcy Procedure 1017(f)(2), which requires that the debtor file a "motion” to convert under subsection 706(a), and to Rule 2002(a)(4), which requires that written notice of a hearing on such a motion be served 20 days prior to the hearing. The trustee argues that the fact that the debtor must file a "motion,” rather than a mere "notice,” suggests that the debtor’s right to convert is conditional, not absolute. Ultimately, however, we find the applicability of Rules 1017(f)(2) and 2002(a)(4) inconclusive. Unquestionably, subsection 706(a) provides that the debtor’s right to convert is at least conditioned upon some factual determinations, including the absence of any prior conversions to chapter 13, and the debtor’s ability to meet the eligibility requirements to file a chapter 13 petition in the first instance,
see
11 U.S.C. §§ 706(d); 109(e)
(e.g.,
unsecured debts less than $307,675). Since parties in interest might contest such factual matters, at the very least the mere fact that the debtor must file a "motion” under § 706(a) hardly demonstrates that Congress necessarily envisioned that the bankruptcy court might also condition conversion upon the debtor’s "good faith.”
See In re Croston,
. We note as well that Marrama's asserted legal basis for stating that the Maine property never became part of the bankrupt estate is highly questionable.
See, e.g., Aylward v. Landry (In re
Landry),