Manville Trust Continues to Enjoin Direct Actions Against Debtor's Insurers
(June, 2009) By Lydia S. Hu, Law Clerk
For more information, contact Paul Farquharson.
Travelers Indemnity Co. v. Bailey, Nos. 08-295 and 08-307
(U.S. June 18, 2009)
In a 7-2 opinion drafted by Justice Souter, the Supreme Court
held the 1986 reorganization plan of the Johns-Manville Corporation ("Manville")
entered by United States Bankruptcy Court for the Southern District of New York
("Bankruptcy Court") bars independent state-law actions against Manville's
insurer, The Travelers Indemnity Company ("Travelers").
Until the 1970s, Manville was the largest supplier of
asbestos in the United States. Manville was named defendant in an overwhelming
number of lawsuits once the effects of asbestos were discovered. Travelers
worked with Manville to understand the scope of Manville's knowledge regarding
the dangers of asbestos exposure, evaluated potential liability, explored
defenses, and covered litigation costs. Manville eventually filed for bankruptcy
protection in 1982 as it faced seemingly endless liability.

The Bankruptcy Court devised a reorganization plan aimed to
provide payment for claimants with present and known asbestos health claims and
payments to future claimants who had not yet manifested injury. This
reorganization plan created the Manville Personal Injury Settlement Trust
("Trust"). All asbestos claims against Manville would be channeled to the Trust.
In a settlement between Manville and all of its insurers
("Insurance Settlement Order"), the insurers agreed to provide $770 million to
the bankruptcy estate. Travelers contributed over $80 million of that amount. In
return for these contributions, the Bankruptcy Court issued an injunction that
restrained all persons from suing "any or all members of the Settling Insurer
Group [for any claim] based upon, arising out of or relating to any or all of
the Policies." This Insurance Settlement Order and the order confirming the
reorganization plan (collectively, "1986 Orders") were affirmed by the District
court and the Court of Appeals for the Second Circuit.
During the 1990s, Travelers was named as a defendant in
numerous asbestos actions in state courts. The state court actions were termed
"Direct Actions" by the lower courts and came in two varieties. Many were based
on state consumer protection laws alleging that the insurer conspired with
others to conceal the dangers of asbestos, and others were common law actions
predicated on failure to warn claims.
In 2002, Travelers petitioned the Bankruptcy Court to enjoin
twenty-six Direct Actions per the terms of the 1986 Orders. Ultimately,
Travelers settled with several plaintiffs and agreed to pay $400 million. As
part of that settlement, the Bankruptcy Court issued an order clarifying
("Clarifying Order") that the Direct Actions have been, and continue to be,
prohibited since 1986.
Some individual plaintiffs and Chubb Indemnity Insurance
Company ("Chubb") objected to the Clarifying Order and appealed. The appellants
first argued that the Direct Actions fell outside the scope of the 1986 Orders
and, secondly, that the Clarifying Order wrongly expands on Bankruptcy Court's
subject matter and statutory authority. The District Court affirmed, but the
Court of Appeals for the Second Circuit Circuit reversed.
The Court of Appeals held the 1986 Orders could not enjoin
the Direct Actions because they fell outside of its jurisdiction. The lower
court reasoned that the Bankruptcy Court's jurisdiction is limited to
third-party non-debtor claims that directly affect the res of the bankruptcy
estate, and does not extend to a third-party's financial contribution. Here, the
Direct Actions do not seek to collect on the basis of Manville's conduct, but
rather on the basis of Traveler's conduct independent from Manville. Therefore,
the Court of Appeals reasoned the claims are unrelated to the estate and outside
of the Bankruptcy Court's jurisdiction to enjoin them.
On review, the Supreme Court reversed the Court of Appeals
and held that the 1986 Orders were final after direct review. Thus, the question
of whether the Bankruptcy Court had jurisdiction to enter the injunction in 1986
was not properly on review. The Bankruptcy Court has jurisdiction "to interpret
and enforce its own prior orders." The Clarifying Order did just that –
interpreted and enforced the 1986 Orders. The Direct Actions fell within the
1986 Orders and are accordingly, barred.
This holding is narrow. In fact, it does not resolve whether
the Bankruptcy Court actually has the authority to enjoin claims against
nondebtor insurers that are not derivative of the debtor's wrongdoing.
Justice Stevens, joined by Justice Ginsburg, dissented.
Justice Stevens opined that the 1986 Orders "bar only those claims against
Manville's insurers seeking to recover from the bankruptcy estate for Manville's
misconduct, not those claims seeking to recover against the insurers for their
own misconduct." He would have affirmed the Court of Appeals.