Colorado Supreme Court Opinions
February 20, 2007

No. 05SC367. Alexander v. Anstine.
Standing Under § 544(a) of the Bankruptcy Code—Fiduciary Duties Owed by Directors and Officers of an Insolvent Corporation to Creditors.

The Colorado Supreme Court holds that Anstine, U.S. Bankruptcy Trustee for Builders Home Warrantee, Inc., lacks standing under § 544(a) of the Federal Bankruptcy Code (Code) to bring a claim against the corporation’s attorneys for aiding and abetting the corporation president’s breach of fiduciary duty to corporate creditors. Standing under § 544(a) of the Code is determined by state law. Under Colorado law, directors and officers of an insolvent corporation owe a limited fiduciary duty to corporate creditors to avoid favoring their own interests over creditors’ claims. The type of breach alleged in this case is outside the scope of that limited fiduciary duty, and Anstine failed to make a cognizable breach of fiduciary duty claim against the corporation president. Hence, Anstine lacks standing to bring the aiding and abetting claim against the corporate attorneys.

Colorado Supreme Court Opinions

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