2016-04-25_GENERAL DOCUMENTS - C1992081 ‎(8)‎

• Permit No: C1992081
• IBM Index Class Name: General Documents
• Doc Date: 4/25/2016
• Doc Name: Motion of the Debtors and Debtors in Possession
• From: United State Bankruptcy
• To: DRMS
• Permit Index Doc Type: General Correspondence
• Email Name: MPB
• Email Name: JRS
• Email Name: JHB
• Media Type: D
• Archive: No

Case 16-42529 Doc 53 Filed 04/13/16 Entered 04/13/16 12:50:57 Main Document
Pg 16 of 31
business, property of the estate." 11 U.S.C. § 363(b)(1). A debtor's decisions to use, sell or lease
assets outside the ordinary course of business must be based upon a sound business purpose.
See In re Channel One Commc'ns, Inc., 117 B.R. 493, 496 (Bankr. E.D. Mo. 1990) (citing
Comm. of Equity Sec. Holders v. Lionel Cor2. (In re Lionel Corp.), 722 F.2d 1063, 1071 (2d Cir.
1983)). See also TLP Servs., LLC v. Stoebner (In re Polaroid Corp.), 460 B.R. 740, 741-42
(B.A.P. 8th Cir. 2011) (allowing a trustee, pursuant in part to section 363(b)(1), to use cash
collateral to fund efforts to recover funds from third parties); accord Comm. of Equity
Holders v. Lionel Corp (In re Lionel Com.), 722 F.2d 1063, 1070-71 (2d Cir. 1983) (requiring a
"good business reason" to approve a sale pursuant to section 363(b)); In re W.A. Mallory Co.
Inc., 214 B.R. 834, 836 (Bankr. E.D. Va. 1997) ("This Court follows the 'sound business
purpose' test when examining § 363(b) sales.") (citing WBQ P'ship v. Va. Dep't of Med.
Assistance Servs. (In re WBQ P'ship), 189 B.R. 97, 102 (Bankr. E.D. Va. 1995)); Official Comm.
of Unsecured Creditors of LTV Aerospace & Def. Co. v. LTV Corp. (In re Chateaugay Com.),
973 F.2d 141, 143 (2d Cir. 1992) (holding that the sale of property of the estate is justified if it is
supported by a good business reason); In re Ionosphere Clubs, Inc., 100 B.R. 670, 675 (Bankr.
S.D.N.Y. 1989) (noting that the standard for determining a motion pursuant to section 363(b) of
the Bankruptcy Code is "a good business reason")
33. Courts in this jurisdiction and others have consistently been reluctant to
interfere with corporate decisions unless "it is made clear that those decisions are, inter alia,
clearly erroneous, made arbitrarily, are in breach of the officers' and directors' fiduciary duty to
the corporation, are made on the basis of inadequate information or study, are made in bad faith,
or are in violation of the Bankruptcy Code." In re Farmland Indus., Inc., 294 B.R. 855, 881
(Bankr. W.D. Mo. 2003 ) (citing In re United Artists Theatre Co., 315 F.3d 217, 233 (3d Cir.
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