G.L. c. 109A, §§ 5, 6, 8, 9, 10
Fraudulent transfer in Massachusetts — still the UFTA, and the claim is extinguished, not barred
A claim in Massachusetts trial courts · Last verified August 26, 2026
A judgment is worth what can be collected, and the standard response of a debtor who sees one coming is to move the money. Chapter 109A is the answer to that: it lets a creditor undo the transfer and reach the asset in the transferee's hands.
One point of vocabulary before anything else. Most states have replaced the Uniform Fraudulent Transfer Act with the Uniform Voidable Transactions Act, which renames the claim and adjusts the burdens. Massachusetts has not. Chapter 109A is still the Uniform Fraudulent Transfer Act, its section headings still read "Fraudulent transfer or obligation," and a bill to adopt the UVTA has been filed and has not passed. Anyone drafting under UVTA vocabulary in a Massachusetts court is using the wrong terms and, in places, the wrong rules.
What the claim is
Someone who owes you money gave away or sold off assets so you could not reach them.
Where the right comes from
The two kinds of fraudulent transfer
Actual fraud — § 5(a)(1)
A transfer or obligation is fraudulent as to a creditor — whether the claim arose before or after the transfer — if the debtor made it "with actual intent to hinder, delay, or defraud any creditor."
Intent is rarely admitted, so § 5(b) supplies the badges of fraud a court may consider, including whether:
- the transfer was to an insider;
- the debtor retained possession or control after the transfer;
- the transfer was concealed;
- the debtor had been sued or threatened with suit before the transfer;
- the transfer was of substantially all the debtor's assets;
- the debtor absconded or removed or concealed assets;
- the value received was not reasonably equivalent;
- the debtor was insolvent or became insolvent shortly after; and
- the transfer occurred shortly before or after a substantial debt was incurred.
No single badge decides it. A cluster of them usually does.
Constructive fraud — § 5(a)(2) and § 6
No intent required. The transfer is fraudulent if the debtor did not receive reasonably equivalent value and either:
- was engaged or about to engage in a business or transaction for which the remaining assets were unreasonably small; or
- intended to incur, or believed or reasonably should have believed it would incur, debts beyond its ability to pay as they came due.
Section 6 covers transfers where the creditor's claim arose before the transfer, and adds the insider-preference provision in § 6(b) — a transfer to an insider for an antecedent debt, where the debtor was insolvent and the insider had reasonable cause to believe it.
Constructive fraud is the easier claim wherever the facts support it, because it does not require proving what the debtor was thinking.
The limitations structure — and it extinguishes
Section 10 is unusual, and the word it uses matters.
"A cause of action with respect to a fraudulent transfer or obligation under this chapter shall be extinguished unless action is brought:
- (a) under § 5(a)(1) — actual intent — within four years after the transfer was made or the obligation was incurred, or, if later, within one year after the transfer or obligation was or could reasonably have been discovered by the claimant;
- (b) under § 5(a)(2) or § 6(a) — constructive fraud — within four years after the transfer or obligation; or
- (c) under § 6(b) — the insider preference — within one year after the transfer."
Three consequences.
"Extinguished," not "barred." The claim ceases to exist rather than becoming subject to an affirmative defence. That is a repose-like structure, and it means the ordinary tolling arguments do not apply the way they would to a limitations period.
Only the actual-intent claim gets a discovery extension, and it is one year, not a full fresh period.
The insider preference has one year, full stop. That is a short window, and it is the provision most often lost.
What the claim pays
Section 8 — avoidance of the transfer to the extent necessary to satisfy the creditor's claim. The transfer is undone and the asset returns.
Attachment of the asset transferred, and other provisional remedies.
An injunction against further disposition.
Appointment of a receiver to take charge of the asset.
A money judgment against the transferee, under § 9, for the value of the asset transferred — which matters where the asset itself is gone. The judgment runs against the first transferee, the person for whose benefit the transfer was made, or any subsequent transferee other than a good-faith purchaser.
No multiplier and no attorney's fees under chapter 109A. Where the conduct was in trade or commerce, chapter 93A supplies both.
Reach and apply is the companion action — G.L. c. 214, § 3(8) gives equity jurisdiction over actions to reach property fraudulently conveyed, and the two are pleaded together.
The good faith transferee defence — § 8
A transfer is not voidable under § 5(a)(1) against a person who took in good faith and for a reasonably equivalent value, or against a subsequent good-faith transferee.
A transferee who does not qualify but gave some value is entitled to a lien on or a right to retain any interest in the asset to the extent of the value given, or a reduction in the judgment — so a partial payer is not stripped of what they paid.
Good faith is the transferee's burden, and an insider who took a family asset at a discount will find it hard to carry.
Who can be sued
The transferee, which is the point — the claim runs against the person holding the asset.
The debtor, as a party to the transfer.
A subsequent transferee, unless they took in good faith for value without knowledge.
How this fits with the alternatives
Reach and apply — c. 214 § 3(8), for the equitable machinery.
Piercing and successor liability — where the transfer was to a new entity carrying on the same business, the successor liability doctrines may reach it without avoiding any particular transfer.
Bankruptcy — a trustee has parallel avoidance powers under 11 U.S.C. §§ 544 and 548, and a debtor's bankruptcy filing moves the whole fight into that forum.
The Homestead Act, G.L. c. 188, protects a declared or automatic homestead from most creditors, and a transfer of a homestead-protected residence may not have hindered anyone.
How long you have to file
Four years from the transfer for actual and constructive fraud, with one additional year from discovery for actual-intent claims only.
One year for a § 6(b) insider preference.
And the claim is extinguished when those run.
What has to happen before you file
Nothing — and notably, you do not need a judgment first. The chapter permits a creditor with a claim, whether or not reduced to judgment, matured, liquidated or contingent, to bring the action.
That is what makes the claim useful: the creditor can move against the transfer while the underlying case is still pending, rather than discovering after judgment that the assets left two years ago.
Which court
Superior Court, for the equitable relief and the attachment. District Court within the $50,000 threshold for a money judgment against a transferee, though the equitable remedies belong in the Superior Court.
Common defenses
- Good faith and reasonably equivalent value — the § 8 defence.
- Reasonably equivalent value was given, which defeats the constructive-fraud claims entirely.
- The debtor was solvent and remained so.
- No creditor claim at the relevant time.
- The asset was exempt — a homestead, or protected property that no creditor could have reached.
- Extinguishment under § 10, which is a stronger defence than an ordinary limitations bar.
What people get wrong
Massachusetts still has the UFTA. The UVTA has been filed and not enacted, and using its vocabulary in a Massachusetts pleading is an error.
You do not need a judgment first. A creditor with an unliquidated or contingent claim can bring the action.
Constructive fraud needs no bad intent — just no reasonably equivalent value plus one of the financial conditions.
The claim is extinguished, not barred. Section 10 says so, and it matters for tolling arguments.
The insider-preference window is one year.
There are no fees under chapter 109A. Chapter 93A is the route where the transfer was in trade or commerce.
Where it came from
Fraudulent conveyance law is ancient — the Statute of Elizabeth in 1571 is its direct ancestor — and its purpose has never changed: a debtor cannot defeat a creditor by giving property away.
The modern uniform acts did two things to that ancient rule. They codified the badges of fraud, so that intent could be proved from circumstances rather than confession. And they added constructive fraud — a set of objective tests that avoid the intent question entirely, on the theory that a transfer for nothing by a debtor who cannot pay its bills is a problem regardless of what anyone meant by it.
The 2014 Uniform Voidable Transactions Act was mostly a renaming exercise, dropping "fraudulent" for "voidable" because the constructive branch had never involved fraud in any ordinary sense, and tightening the burdens of proof. Most states adopted it.
Massachusetts has not, and the practical consequence is small but real: the vocabulary differs, the burden-of-proof provisions the UVTA added are absent, and a practitioner working from a national treatise is working from a statute this state did not enact.
Common questions
Does Massachusetts have the Uniform Voidable Transactions Act?
No. Chapter 109A is still the Uniform Fraudulent Transfer Act. A UVTA bill has been filed and has not passed.
How long do I have to challenge a transfer?
Four years from the transfer — or, for an actual-intent claim, one year from when you discovered or reasonably could have discovered it, if that is later. An insider preference under § 6(b) gets one year.
Do I need a judgment before I sue?
No. A creditor with a claim that is unmatured, unliquidated or contingent may bring the action.
What if the transferee paid something for the asset?
A good-faith transferee who gave reasonably equivalent value is protected. One who gave partial value gets a lien or a reduction to the extent of what they paid.
Can I get the asset back or just money?
Both are available — avoidance of the transfer under § 8, or a money judgment against the transferee under § 9 where the asset is gone.
Can I recover attorney's fees?
Not under chapter 109A. A chapter 93A claim may supply them where the transfer was in trade or commerce.