The founder and former CEO of Binance, Changpeng Zhao, is fighting a lawsuit filed by the FTX bankruptcy estate seeking to reclaim nearly $1.8 billion from a 2021 equity repurchase agreement between the two exchanges.
In a statement posted on Cointelegraph on Wednesday, Zhao strongly denied allegations made in the lawsuit filed in Delaware bankruptcy court, which claims the funds were fraudulently transferred.
The official legal team filed a motion on Monday urging the court to throw out the lawsuit. The team asserted that Zhao, a resident of the United Arab Emirates, lacks any ties to Delaware and that U.S. courts have no jurisdiction over him or the cross-border crypto transactions in question.
Zhao gives clarity on the share buyback dispute
In the filing, he argued that the entire transaction, which involved Binance selling back its 20 per cent stake in FTX, occurred outside the United States.
“Every pertinent part of the share repurchase deal happened outside the US,” his lawyers stated, noting that the Binance entities involved were based in Ireland, the Cayman Islands, and the British Virgin Islands (BVI). FTX’s affiliate in the transaction, Alameda Ltd, was also based in the BVI.
The deal was executed using digital assets, including Binance USD (BUSD), a stablecoin created by Binance, and FTX’s native token, FTT. Zhao emphasised that he was not directly receiving the crypto funds being contested.
“Plaintiffs do not allege that Mr. Zhao received or possessed dominion over the exchanged cryptocurrency,” the motion read. “They allege he was merely a nominal counterparty in the transfer of BUSD from Alameda LTD to Binance.”
Zhao also contends that the lawsuit seeks to apply U.S. bankruptcy laws to foreign entities and activities, an overreach he says is legally unfounded and lacking any statutory basis.
“The statutes Plaintiffs seek to enforce do not reach the extraterritorial transactions described in the Complaint,” the filing declared.
More Binance executives seek lawsuit dismissal
Meanwhile, in May, Binance filed a motion to dismiss the lawsuit, calling it legally deficient and insisting that FTX’s collapse stemmed entirely from its fraudulent practices.
In a similar move, two former Binance executives—Samuel Wenjun Lim and Dinghua Xiao—submitted motions in July seeking dismissal of related claims brought against them.
Both Zhao and FTX founder Sam Bankman-Fried have already faced legal consequences. Zhao served a four-month prison term in the United States in 2024 after pleading guilty to anti-money laundering violations, part of a $4.3 billion settlement with U.S. regulators.
Bankman-Fried, on the other hand, was sentenced to 25 years in prison earlier this year following his conviction on fraud and conspiracy charges. He is currently appealing the verdict, with a hearing expected in November.
The outcome remains uncertain, but the case could establish key precedents on legal jurisdiction in cross-border crypto transactions and the accountability of foreign executives in U.S. bankruptcy cases.
Binance’s defence centres on the argument that Zhao neither controlled nor received the disputed assets—and that U.S. laws have no authority over the offshore dealings.