Thread regarding Sears layoffs

Self-dealing, fiduciary duty, and bankruptcy

Self-dealing is the conduct of a trustee, attorney, corporate officer, or other fiduciary that consists of taking advantage of his position in a transaction and acting in his own interests rather than in the interests of the beneficiaries of the trust, corporate shareholders, or his clients. According to the political scientist Andrew Stark, "[i]n self-dealing, an officeholder's official role allows her to affect one or more of her own personal interests." It is a form of conflict of interest

Self-dealing may involve misappropriation or usurpation of corporate assets or opportunities. Political scientists Ken Kernaghan and John Langford define self-dealing as "a situation where one takes an action in an official capacity which involves dealing with oneself in a private capacity and which confers a benefit on oneself."

Examples include "work[ing] for government and us[ing] your official position to secure a contract for a private consulting company you own" or "using your government position to get a summer job for your daughter."

Where a fiduciary has engaged in self-dealing, this constitutes a breach of the fiduciary relationship. The principal of that fiduciary (the person to whom duties are owed) may sue and both recover the principal's lost profits and disgorge the fiduciary's wrongful profits.

https://en.wikipedia.org/wiki/Self-dealing

In 2015, Sears sold a portion of its real estate holdings to Seritage (SRG), a newly formed real estate investment trust (REIT) owned by existing Sears shareholders, in a $2.7 billion sale-leaseback transaction. The real estate holdings consisted of existing Sears retail locations, and as part of the transaction, Sears continued to operate these stores under a lease agreement with SRG. Given the continued deterioration of the retail sector and Sears’s increasingly precarious financial position, investors and observers have shown a great deal of interest regarding how this transaction would fare if Sears were to declare bankruptcy.

Enterprise Value. A factor that may be considered in determining whether Sears received adequate value in the transaction is the post-transaction performance of Sears and SRG stock, companies both largely owned and chaired by Eddie Lampert. Following the transaction Seritage's enterprise value increased by $400 million immediately after listing, while Sears’s enterprise value declined by more than $1 billion. A trustee may point to these changes in value as evidence that Sears should have received more value in the transactions.

by
| 611 views | | no replies yet | Reply
Post ID: @OP+WrkQXJG

There are no replies in this thread yet. Be the first to post a reply below:

Post a reply

: