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According to the court, “[w]here directors fail to act in the face of a known duty to act, thereby demonstrating a conscious disregard for their responsibilities, they breach their duty of loyalty by failing to discharge that fiduciary obligation in good faith.” The good-faith component of the duty of loyalty figured prominently in the bankruptcy court’s ruling in Bridgeport Holdings. (“Bridgeport”), a Norwalk, Connecticut-based PC and Apple Computer-product catalog company that traded under the name “Micro Warehouse,” filed for chapter 11 protection on September 10, 2003, in Delaware.One day prior to filing for bankruptcy, Bridgeport consummated a sale of substantially all of its U. assets, including the bulk of its inventory and nearly all of its intellectual property, to CDW Corporation (“CDW”) for million.

bridgeport holdings liquidating trust-59

Directors and officers can avail themselves of the “business judgment rule” in defending against such claims.

The litigation was ultimately settled after CDW agreed to pay million to the liquidating trust.

The trustee then sued Bridgeport’s officers and directors, alleging that they breached their fiduciary duties in connection with the sale transaction by wholly abdicating their decision-making authority to the CRO, failing to supervise him adequately in his restructuring efforts, and passively acquiescing in the CRO’s decision to sell Bridgeport’s assets on the eve of bankruptcy for a grossly inadequate price. He clarified that the fiduciary duty of loyalty encapsulates the important component of good faith and that a fiduciary acts in bad faith, breaching the duty of loyalty, when he takes or fails to take any action that demonstrates a faithlessness or lack of true devotion to the interests of the corporation and its shareholders.

________________________________________In re Bridgeport Holdings, Inc., 388 B.

Written Opinion/Memorandum Decision and Order signed on 1/15/2008 Granting Objection of Alper Holdings USA, Inc. 20 and 21) Filed by Flake Plaintiffs (related document(s)67).

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