The Creditor’s Clock.

In October 2025, the United States Court of Appeals for the Eleventh Circuit did something appellate courts do sparingly: it declined to decide the case and instead certified five questions of Florida law to the Florida Supreme Court, on the ground that the questions were dispositive, that Florida’s intermediate appellate courts had split on them, and that no controlling decision existed. Saadi v. Maroun, 157 F.4th 1353 (11th Cir. 2025) (No. 22-11020, decided 27 October 2025) (Rosenbaum, Lagoa, and Wilson, Circuit JJ.) (certifying under Fla. Const. art. V, § 3(b)(6)). The Florida Supreme Court accepted the certification and ordered merits briefing on 28 October 2025. Saadi v. Maroun, Fla. Sup. Ct. No. SC2025-1675. As of this writing the questions remain pending.

The questions themselves are technical — a fight about the interaction between Florida’s proceedings-supplementary statute and Florida’s fraudulent-transfer chapter. But underneath the technicality sits a question that every client with Florida-situs assets should understand: how long does a judgment creditor have to come back and undo a transfer? The answer, depending on how the Florida Supreme Court rules, is either roughly four years or roughly twenty. That is not a rounding error. It is the difference between a plan and a hope.

The mechanics are worth stating plainly, because they are ordinary. They are the shape of a very large number of matters that never reach a reported opinion.

Edward Saadi obtained a $90,000 jury verdict against Pierre Maroun in a federal defamation action in 2009. Collection efforts went nowhere. Roughly nine years later, Saadi says he learned that a non-party had wired $289,922 into Maroun’s personal bank account, that Maroun had moved $250,000 of it into the account of an entity he controlled — Maroun’s International, LLC — and that the money went to buy a condominium titled in the LLC’s name but used as Maroun’s own residence, along with personal expenses. Saadi opened proceedings supplementary on 9 October 2018 and sought to void the transfers and reach the property. Saadi, 157 F.4th 1353.

The district court granted summary judgment for Maroun and the LLC. It did not hold that the transfers were fine. It held that Saadi was late — that his fraudulent-transfer counts were extinguished by Fla. Stat. § 726.110, and that his proceedings-supplementary count fared no better because it was in substance an actual-fraud claim subject to the same shortened periods. Id.

Read that again. The debtor’s defense was not “this was a legitimate transfer for value to an independent party.” The debtor’s defense was the calendar.

Practitioners outside Florida consistently underestimate § 56.29. It is one of the more efficient creditor tools in the United States, and clients who hold Florida assets should understand why.

A judgment creditor does not have to file a new lawsuit to attack a transfer. It files a motion and an affidavit in the court that entered the judgment, stating that the judgment is unsatisfied, that execution is valid and outstanding, and identifying with reasonable particularity non-exempt property of the debtor in the hands of a third party. If those prerequisites are met, the court does not weigh the equities of opening the proceeding — it opens it. The court then issues a notice to appear to the third party holding the property, who has a short statutory window to file a responding affidavit explaining why that property should not be applied to the judgment. Third parties are impleaded into the existing case, before the same judge, under the same case number. Fla. Stat. § 56.29 (proceedings supplementary; motion and affidavit; notice to appear; impleader of third parties; supplemental complaint under the rules of civil procedure); see also Fla. Stat. § 56.30 (examination of the judgment debtor).

The remedial reach is correspondingly broad. Section 56.29(3)(b) directs that the court “shall order the … transfer … to be void and direct the sheriff to take the property to satisfy the execution.” Fla. Stat. § 56.29(3)(b), as quoted in Saadi, 157 F.4th 1353. Costs of collection can be taxed against the debtor.

Set that against the alternative a creditor faces in most jurisdictions: a fresh complaint, a new judge, service on out-of-state transferees, a new scheduling order, and years of discovery. Florida compresses all of that into a motion in a case that already exists. For a client whose planning is thin, the practical consequence is that the challenge arrives quickly and lands in front of a judge who already knows the debtor.

The Eleventh Circuit certified five questions. Four of them go to remedy: whether a money judgment is available against a transferee under § 56.29(3); whether a creditor may pursue fraudulently transferred funds and whether those funds must remain identifiable; whether a creditor may reach the debtor’s other property, including real property; and whether Florida’s tolling statute, § 95.051, reaches claims under the fraudulent-transfer chapter at all, including tolling for concealment of the tortfeasor rather than merely the tort. Saadi, 157 F.4th 1353 (certified questions 1–5).

The third question is the one to read twice, because it is the clock:

Section 726.110 gives a creditor four years from the transfer to attack it for actual intent to hinder, delay, or defraud — or, if later, one year from when the transfer was or reasonably could have been discovered. Constructive-fraud claims get four years. Insider-preference claims get one. Fla. Stat. § 726.110 (“Extinguishment of cause of action”): claims under § 726.105(1)(a) within 4 years after the transfer was made or the obligation incurred, or if later within 1 year after the transfer or obligation was or could reasonably have been discovered; claims under §§ 726.105(1)(b) and 726.106(1) within 4 years; claims under § 726.106(2) within 1 year. Critically, that section is titled “Extinguishment of cause of action,” and courts have taken the title seriously: the Eleventh Circuit and Florida’s Second District have both treated it as a statute of repose that extinguishes the claim itself rather than merely barring the remedy, and therefore as something equitable estoppel and equitable tolling do not stretch. Estate of Arlene Townsend v. Berman (In re Fundamental Long Term Care, Inc.), 81 F.4th 1264 (11th Cir. 2023); National Auto Service Centers, Inc. v. F/R 550, LLC, 192 So. 3d 498, 509–12 (Fla. 2d DCA 2016) (the one-year discovery clause runs from discovery of the transfer, not of the fraud; § 726.110(1) is a statute of repose that equitable estoppel does not extend).

A Florida judgment, by contrast, remains a lien on property for twenty years from entry. Fla. Stat. § 55.081 (“no judgment, order, or decree of any court shall be a lien upon real or personal property within the state after the expiration of 20 years from the date of the entry of such judgment, order, or decree”), subject to Fla. Stat. § 55.10.

So the certified question is really this: does a creditor’s window to unwind a transfer close after four years, or does it stay open for two decades? Florida’s districts disagree. The Third District has held that the § 56.29(3) remedy operates independently of chapter 726 and persists for the life of the judgment; the Fourth District has held that chapter 726’s periods govern claims brought in proceedings supplementary. Rosenberg v. U.S. Bank, N.A., 360 So. 3d 795 (Fla. 3d DCA 2023) (expressly disagreeing with Fourth District precedent); McGregor v. Fowler White Burnett, P.A., 332 So. 3d 481 (Fla. 4th DCA 2021); Uoweit v. Fleming, 300 So. 3d 1203 (Fla. 4th DCA 2020). The Fourth District has also more recently addressed when the clock starts in a supplementary proceeding, treating a supplemental motion as relating back for these purposes — which, if it holds, softens the Fourth District’s own rule from the inside. Martinez v. JP Morgan Chase Bank, N.A., Nos. 4D2025-1072, 4D2025-1073, 4D2025-1075 (Fla. 4th DCA 1 July 2026) (consolidated appeals from the Seventeenth Judicial Circuit, Broward County), reported as holding that a supplementary motion relates back to a later supplemental complaint under Fla. R. Civ. P. 1.190(c), so that the repose clock is measured from commencement of the proceeding; the full opinion should be consulted directly, as this note relies on secondary reporting of its holding.

Here is where this leaves the client, and it is the whole point of writing about it.

Mr. Maroun won at the district court. He won on repose. And seventeen years after the underlying verdict he is a named party in a certified-question proceeding before the Florida Supreme Court, with the possibility that the judgment against him is reinstated in full and his residence-in-an-LLC put back on the table. Whatever that is, it is not protection. It is exposure that has been deferred, at considerable cost, pending a ruling he does not control.

This is the recurring failure we see. A limitations or repose defense is a defense of last resort — the thing you plead when the substance is against you. It depends on facts you cannot control: when the creditor learned what it learned, how a supreme court reads a 2014 amendment, whether a tolling statute reaches a statute of repose. A structure whose survival turns on any of those is not a structure. It is a wager.

Genuine protection never reaches that argument, because it never presents the elements the creditor needs. Consider what the creditor must actually prove.

Both concepts are about time. They run in opposite directions, and conflating them is one of the more expensive mistakes in this field.

Repose is a defense. It says: the transfer may well have been improper, but you waited too long. It is asserted after the claim exists, it is procedural, and — as Saadi demonstrates — it can be taken away from you by an appellate court years later.

Seasoning is a fact. It says: at the moment of the transfer, there was no creditor to hinder, no claim to delay, and no fraud to intend. It goes to the merits, and specifically to the intent element under § 726.105(1)(a). No ruling on the interaction between § 56.29 and § 726.110 can retroactively manufacture fraudulent intent that did not exist. A creditor who arrives with twenty years to work with still has to prove something. Where the structure was funded years before any claim was foreseeable, while the settlor was solvent, with real consideration in the mix and no retained control, the additional years give the creditor more time to fail.

Put simply: the Saadi questions determine how long the creditor gets to swing. Seasoning determines whether there is anything to hit.

Florida codifies eleven non-exclusive factors for inferring actual intent — the badges of fraud. Among them: whether the transfer was to an insider; whether the debtor retained possession or control of the property after the transfer; whether the transfer was concealed; whether the debtor had been sued or threatened with suit before the transfer; whether the debtor received reasonably equivalent value; whether the debtor was insolvent or became so; and the timing of the transfer relative to the debt. Fla. Stat. § 726.105(1)(a) (transfer made “[w]ith actual intent to hinder, delay, or defraud any creditor of the debtor”) and § 726.105(2)(a)–(k) (non-exclusive factors). Florida courts have held that two or three badges can suffice to void a transfer, and have affirmed summary judgment voiding a transfer where roughly seven were present. Mane FL Corp. v. Beckman, 355 So. 3d 418 (Fla. 4th DCA 2023) (affirming summary judgment on seven badges, and observing that transferees who paid nothing lack a good-faith-and-value defense); Mejia v. Ruiz, 985 So. 2d 1109 (Fla. 3d DCA 2008) (combinations of badges create a prima facie case shifting the burden to the defending party); compare Recovery Agents, LLC v. Tutko, 399 So. 3d 1281 (Fla. 2d DCA 2025) (a trial court must identify specific badges; counsel’s argument alone will not establish intent).

Now apply that framework to the transaction described in the Eleventh Circuit’s opinion — money moved into an entity the debtor controlled, used to acquire a residence titled to that entity but occupied by the debtor, at a time when a judgment against him was already outstanding. Saadi, 157 F.4th 1353. We express no view on how the Florida Supreme Court or the Eleventh Circuit should ultimately resolve the case, and the merits were never reached below. But as a teaching example, the structure of that fact pattern is exactly the structure a creditor hopes to find: an insider transferee, apparent retained enjoyment, and timing that follows the claim rather than preceding it.

That is why the case turned into a fight about the clock. When the badges line up, the calendar is the only argument left.

The right-hand column is not more clever than the left. It is simply earlier.

Advisors are not the target — but do not plan on that. The Florida Supreme Court has held that chapter 726 creates no cause of action for aiding and abetting a fraudulent transfer against a non-transferee, and Florida courts have declined to impose chapter 726 liability on advisors and institutions that assisted but never took possession of the property. Freeman v. First Union National Bank, 865 So. 2d 1272 (Fla. 2004); BankFirst v. UBS Paine Webber, Inc., 842 So. 2d 155 (Fla. 5th DCA 2003). That holding was expressly confined to chapter 726, leaving other theories untouched. The planning point is not “advisors are safe.” It is that a plan whose defensibility depends on nobody having standing to sue the people who built it is a plan with the wrong architecture.

Florida’s homestead is powerful, and easy to give away. Florida’s constitutional homestead exemption is robust enough that the Florida Supreme Court has held it available even where the debtor converted non-exempt assets into homestead with intent to hinder creditors. Havoco of America, Ltd. v. Hill, 790 So. 2d 1018 (Fla. 2001). But that protection is not portable into whatever entity happens to hold title, and courts have imposed equitable liens on homestead property where fraud proceeds could be traced into its purchase or improvement. Wiand v. Lee, 574 B.R. 286 (Bankr. M.D. Fla. 2017), aff’d, 603 B.R. 161 (M.D. Fla. 2018) (applying the lowest-intermediate-balance rule to commingled accounts); In re Gosman, 362 B.R. 549 (Bankr. S.D. Fla. 2007) (an equitable lien requires that the funds were actually invested in or used to purchase or improve the homestead; mere encumbrance does not suffice). Clients who title a residence into an LLC for perceived protection should understand precisely which protections they are trading away in the process. Whether a given exemption survives a given titling decision turns on the facts and on current Florida law, and should be confirmed with Florida counsel before the deed is signed.

Saadi v. Maroun will be written up as a procedural case about statutes of repose, and it is. We read it as something else: a seventeen-year demonstration of what it costs to be in a position where the calendar is your best argument.

The Florida Supreme Court will answer the five questions, and the answers will matter to creditors and debtors already in the fight. They should matter far less to a client whose structure was built properly. A trust that was settled years before any claim was foreseeable, funded while solvent, made irrevocable and discretionary, administered by a genuinely independent trustee, and disclosed wherever disclosure is required, does not need the creditor’s clock to run out. It can afford for the creditor to have all twenty years.

The relevant time in asset protection has never been the time the creditor has to sue. It is the time that passed before the creditor ever existed.