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Case 16-42529 Doc 1478 Filed 10/24/16 Entered 10/24/16 20:24:17 Main Document <br />Pg 14 of 99 <br />Basis for Relief <br />The Assumption and Rejection of the Leases is an Appropriate <br />Exercise of the Debtors' Business Judgment and Should be Authorized <br />30. Section 365(a) of the Bankruptcy Code provides that a debtor may assume <br />or reject an executory contract or unexpired lease, subject to the Court's approval. The Eighth <br />Circuit has adopted the business judgment rule for determining whether a debtor is justified <br />in assuming or rejecting an executory contract. See Crystalin, LLC v. Selma Props. Inc. <br />(In re Crystalin, LLC), 293 B.R. 455, 463 (B.A.P. 8th Cir. 2003); In re Steaks to Go, Inc., <br />226 B.R. 35, 37 (Bankr. E.D. Mo. 1998). Under the business judgment rule, "management of a <br />corporation's affairs is placed in the hands of its board of directors and officers, and the Court <br />should interfere with their decisions only if it is made clear that those decisions are, inter alia, <br />clearly erroneous, made arbitrarily, are in breach of the officers' and directors' fiduciary duty to <br />the corporation, are made on the basis of inadequate information or study, are made in bad faith, <br />or are in violation of the Bankruptcy Code." In re Farmland Indus., Inc., 294 B.R. 855, 881 <br />(Bankr. W.D. Mo. 2003) (citing United Artists Theatre Co. v. Walton, 315 F.3d 217, 233 <br />(3d Cir. 2003)); Richmond Leasing Co. v. Capital Bank, N.A., 762 F.2d 1303, 1311-12 <br />(5th Cir. 1985); Resolution Trust Corp. v. Official Unsecured Creditors Comm. (In re Defender <br />Drug Stores, Inc.), 145 B.R. 312, 317 (B.A.P. 9th Cir. 1992). <br />31. In order to satisfy the business judgment rule in this Circuit, a debtor must carry <br />its burden to show some benefit to the estate. Crystalin, 293 B.R. at 464. However, courts have <br />emphasized that "[t]his test is not an onerous one." Id. at 463; see also In re AbitibiBowater, Inc., <br />418 B.R. 815, 831 (Bankr. D. Del. 2009) (explaining that the business judgment standard is "not <br />a difficult standard to satisfy"). Rather, courts should find this prong of the analysis met "as long <br />as [the proposed action] appears to enhance [the] debtor's estate." C , sry talin, 293 B.R. at 464 <br />NAI -1502082594v7 14 <br />