Mass. Gen. Laws » Part I Title XV Chapter 109A
Massachusetts General Laws

Mass. Gen. Laws ch. 109A, § 2 (2026)

Definitions

✓ current as of July 2026
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Section 2. As used in this chapter, the following words shall, unless the context requires otherwise, have the following meanings:—

''Affiliate'', (i) a person who directly or indirectly owns, controls, or holds with power to vote, twenty percent or more of the outstanding voting securities of the debtor, other than a person who holds the securities,

(A) as a fiduciary or agent without sole discretionary power to vote the securities; or

(B) solely to secure a debt, if the person has not exercised the power to vote;

(ii) a corporation twenty percent or more of whose outstanding voting securities are directly or indirectly owned, controlled, or held with power to vote, by the debtor or a person who directly or indirectly owns, controls, or holds with power to vote, twenty percent or more of the outstanding voting securities of the debtor, other than a person who holds the securities,

(A) as a fiduciary or agent without sole power to vote the securities; or

(B) solely to secure a debt, if the person has not in fact exercised the power to vote;

(iii) a person whose business is operated by the debtor under a lease or other agreement, or a person substantially all of whose assets are controlled by the debtor; or

(iv) a person who operates the debtor's business under a lease or other agreement or controls substantially all of the debtor's assets.

''Asset'', property of a debtor, but the term shall not include:

(i) property to the extent it is encumbered by a valid lien;

(ii) property to the extent it is generally exempt under nonbankruptcy law; or

(iii) an interest in property held in tenancy by the entireties to the extent it is not subject to process by a creditor holding a claim against only one tenant.

''Claim'', a right to payment, whether or not the right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured, or unsecured.

''Creditor'', a person who has a claim.

''Debt'', liability on a claim.

''Debtor'', a person who is liable on a claim.

''Insider'', includes:

(i) if the debtor is an individual,

(A) a relative of the debtor or of a general partner of the debtor;

(B) a partnership in which the debtor is a general partner;

(C) a general partner in a partnership described in clause (B); or

(D) a corporation of which the debtor is a director, officer, or person in control;

(ii) if the debtor is a corporation,

(A) a director of the debtor;

(B) an officer of the debtor;

(C) a person in control of the debtor;

(D) a partnership in which the debtor is a general partner;

(E) a general partner in a partnership described in clause (D); or

(F) a relative of a general partner, director, officer, or person in control of the debtor;

(iii) if the debtor is a partnership,

(A) a general partner in the debtor;

(B) a relative of a general partner in, or a general partner of, or a person in control of the debtor;

(C) another partnership in which the debtor is a general partner;

(D) a general partner in a partnership described in clause (C); or

(E) a person in control of the debtor;

(iv) an affiliate, or an insider of an affiliate as if the affiliate were the debtor; and

(v) a managing agent of the debtor.

''Lien'', a charge against or an interest in property to secure payment of a debt or performance of an obligation, and includes a security interest created by agreement, a judicial lien obtained by legal or equitable process or proceedings, a common-law lien, or a statutory lien.

''Person'', an individual, partnership, corporation, association, organization, government or governmental subdivision or agency, business trust, estate, trust, or any other legal or commercial entity.

''Property'', anything that may be the subject of ownership.

''Relative'', an individual related by consanguinity within the third degree as determined by the common law, a spouse, or an individual related to a spouse within the third degree as so determined, and includes an individual in an adoptive relationship within the third degree.

''Transfer'', every mode, direct or indirect, absolute or conditional, voluntary or involuntary, of disposing of or parting with an asset or an interest in an asset, and includes payment of money, release, lease, and creation of a lien or other encumbrance.

''Valid lien'', a lien that is effective against the holder of a judicial lien subsequently obtained by legal or equitable process or proceedings.

Notes of Decisions
Cited in 35 cases (2 in the last 5 years), 1966–2025 · leading case: Weiler v. PortfolioScope, Inc., 469 Mass. 75 (Mass. 2014).
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Weiler v. PortfolioScope, Inc., 469 Mass. 75 (Mass. 2014). · cites it 2× “With respect to the $515,000 transferred by PortfolioScope to Whelihan, the judge pointed to the following: (1) at the time of the transfers, Whelihan was not a secured or even an unsecured creditor of PortfolioScope, and PortfolioScope received no value in exchange for the…”
Kraft Power Corp. v. Merrill, 981 N.E.2d 671 (Mass. 2013). · cites it 2× “” G. L. c. 109A, § 2. In the case of a fraudulent transfer, the UFTA provides for several possible remedies, including, inter alia, avoidance of the transfer, an attachment, an injunction, and “any other relief the circumstances may require.”
Bakwin v. Mardirosian, 6 N.E.3d 1078 (Mass. 2014). · cites it 2× “” G. L. c. 109A, § 2. No evidence was presented to the jury that Robert withdrew his one-half of the savings account, relinquished control of it, or changed title in the account at any point between Bakwin discovering his *644 identity in 2006 and the attachment of the savings…”
Cavadi v. DeYeso, 941 N.E.2d 23 (Mass. 2011). “See G. L. c. 109A, § 2, 5, 6 (addressing transfers of assets, which are defined as being certain property of debtor).”
Evans v. Multicon Constr. Corp., 574 N.E.2d 395 (Mass. App. Ct. 1991). “G. L. c. 109A, §2(1). At the end of its active period, December, 1973, MCC showed assets in excess of liabilities and retained earnings of $1,109.”
First Fed. Sav. & Loan Ass'n of Galion v. Napoleon, 701 N.E.2d 350 (Mass. 1998). · cites it 2× “A mortgage debt counts as a debt for purposes of the Uniform Fraudulent Conveyance Act (UFCA), G. L. c. 109A, § 2 (now repealed), and a conveyance by the debtor for less than a fair consideration should have been set aside under § 4 of the UFCA, even if the debtor may have been…”
Alford v. Thibault, 990 N.E.2d 93 (Mass. App. Ct. 2013). · cites it 2× “As for the first element of a fraudulent conveyance claim, G. L. c. 109A, § 2, inserted by St. 1996, c.”
Lassman v. Goldstein (In Re Goldstein), 194 B.R. 1 (Bankr. D. Mass. 1996). · cites it 2× “” G.L. c. 109A, § 2. In support of his motion, the Trustee has adduced evidence that at the time of the transfer, the Debtor had assets worth $3,095,000, contingent liabilities of at least $10,182,000, and other liabilities of $862,000.”
Randall v. Haddad, 468 Mass. 347 (Mass. 2014). · cites it 2× “” G. L. c. 109A, § 2. As such, the Commonwealth may be a transferee under the statute.”
Desmond v. Chiang (In re Chiang), 562 B.R. 559 (Bankr. D. Mass. 2016). · cites it 4× “Turning to the badges of fraud set forth in Mass. Gen. Laws ch. 109A, § 5(b) that the Defendants dispute, the Court concludes that the Debtor had no assets to transfer under the definition set forth in Mass.”
Cruickshank v. Dixon (In re Blast Fitness Grp., LLC), 602 B.R. 208 (Bankr. D. Mass. 2019). “Mass. Gen. Laws ch. 109A, §§ 5(a)(2) and 6(a).”
Ferrari v. Barclays Bus. Credit, Inc. (In Re Morse Tool, Inc.), 148 B.R. 97 (Bankr. D. Mass. 1992). “G.L. c. 109A, § 2(1). The former asks what one would have to pay to acquire something, and the latter, what one would have left after selling it at its present fair saleable value.”
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— Mass. Gen. Laws ch. 109A, § 2(1) — 4 cases
Evans v. Multicon Constr. Corp., 574 N.E.2d 395 (Mass. App. Ct. 1991). “G. L. c. 109A, §2(1). At the end of its active period, December, 1973, MCC showed assets in excess of liabilities and retained earnings of $1,109.”
Ferrari v. Barclays Bus. Credit, Inc. (In Re Morse Tool, Inc.), 148 B.R. 97 (Bankr. D. Mass. 1992). “G.L. c. 109A, § 2(1). The former asks what one would have to pay to acquire something, and the latter, what one would have left after selling it at its present fair saleable value.”
Shamban v. O'Brien (In Re O'Brien), 190 B.R. 1 (Bankr. D. Mass. 1995).
Massachusetts Elec. Co. v. Pac. Nat'l Inv. Corp., 404 N.E.2d 1258 (Mass. App. Ct. 1980).
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