Section 329(a) - Statutory Text
11 U.S.C. Section 329(a): "Any attorney representing a debtor in a case under this title, or in connection with such a case, whether or not such attorney applies for compensation under this title, shall file with the court a statement of the compensation paid or agreed to be paid, if such payment or agreement was made after one year before the date of the filing of the petition, for services rendered or to be rendered in contemplation of or in connection with the case by such attorney, and the source of such compensation."
Who Must Disclose
Section 329(a) reaches broadly: "any attorney representing a debtor... or in connection with such a case, whether or not such attorney applies for compensation." This captures:
- Debtor's primary counsel of record
- Co-counsel or local counsel
- Pre-petition counsel who did not appear post-petition
- Special-purpose attorneys (e.g., litigation counsel, tax counsel) working in connection with the case
- Consulting attorneys paid by the debtor in contemplation of bankruptcy
The disclosure obligation does not turn on whether the attorney seeks compensation from the estate. An attorney paid entirely pre-petition and not appearing post-petition still must disclose if the payment was "in connection with" the case.
The 12-Month Look-Back
Section 329(a) captures compensation "paid or agreed to be paid... after one year before the date of the filing of the petition." The 12-month window begins running backward from the petition date. Any payment or agreement in that window is covered.
Examples inside the 12-month window:
- Initial retainer paid 11 months before filing
- Consultation fees paid during the workout phase
- Agreement to pay additional fees post-petition
- Fee agreement modifications during the year before filing
"In Connection With" - The Scope Clause
The phrase "services rendered or to be rendered in contemplation of or in connection with the case" is the critical scope clause. It captures services provided before the case was filed if those services related to the anticipated bankruptcy. Common examples:
- Pre-petition advice about whether to file
- Workout negotiations that led to filing
- Asset protection planning in contemplation of bankruptcy
- Analysis of means test eligibility
- Evaluation of exemption planning
- Preparation of schedules before formal filing
Services that are not "in connection with" the case include generic estate planning, unrelated real estate work, or unrelated litigation. But if any aspect relates to the anticipated filing, the compensation must be disclosed.
What Must Be Disclosed
- The amount paid. Every dollar transferred to the attorney in the 12-month window.
- The amount agreed. Any agreement to pay additional compensation whether or not received.
- The services. What the compensation paid for (though Section 329(a) itself does not require itemization; Rule 2016(b) and subsequent fee applications do).
- The source of compensation. Who paid. If a third party (spouse, parent, business partner, affiliate) paid, that must be disclosed.
- Any sharing arrangements. If any compensation has been or will be shared with another party (except within the attorney's own firm), the arrangement must be disclosed.
Section 329(a) vs. Rule 2016(b)
Section 329(a) is the statutory disclosure requirement. Rule 2016(b) is the procedural mechanism that implements it. They are related but distinct:
- Section 329(a) creates the substantive duty to disclose.
- Rule 2016(b) sets the timing (within 14 days of the order for relief), the form (Official Form 2030 or equivalent), the filing mechanism (with the court, transmitted to the U.S. Trustee), and the continuing obligation (supplemental statement within 14 days of any change).
A violation of Rule 2016(b) is also a violation of Section 329(a). Most fee-review motions frame both theories.
Consequences of Non-Compliance
Section 329(a) non-disclosure triggers two independent consequences:
- Section 329(b) disgorgement. The court may cancel the fee agreement and order the return of any payment, to the extent excessive. Disclosure failures are sanctionable even if fees are otherwise reasonable. See In re Park-Helena Corp., 63 F.3d 877 (9th Cir. 1995).
- Full-disgorgement default. Under In re Stewart, 970 F.3d 1255 (10th Cir. 2020), the default remedy is loss of all fees. The attorney bears the burden of showing why a lesser sanction applies.
See our Section 329(b) caselaw map for full holdings.