Collins v. Kohlberg & Co. (In Re Southwest Supermarkets, LLC)

OPINION VACATING PORTION OF PREVIOUS OPINION

RANDOLPH J. HAINES, Bankruptcy Judge.

This issue here, again, is whether, under Delaware law, the officers and directors of a wholly owned subsidiary owe fiduciary duties to the subsidiary, or only to its parent. In Collins I, 1 this Court concluded that the Delaware Supreme Court’s decision in Anadarko 2 held the subsidiary’s directors’ fiduciary duties were owed only to the parent, and not to the subsidiary, when the subsidiary was wholly owned. Subsequently, however, the Court invited the parties to address whether the Court should reconsider that…