Halperin v. Richards

Dist. Ct. erred in dismissing certain state-law claims brought by bankruptcy creditors on behalf of bankrupt company against company’s directors and officers, who were alleged to have inflated company’s stock value to conceal company’s decline and to benefit corporate insiders, where Dist. Ct. believed that ERISA preempted plaintiffs’ claims against company’s directors and officers. Plaintiffs alleged that defendants-directors and officers carried out scheme with ESOP trustee and independent appraiser to inflate stock valuations that resulted in inflated pay to said defendants. As such, Ct. of Appeals found that ERISA expressly contemplated parallel, state-law liability claims against instant directors and officers who served dual roles as both corporate and ERISA fiduciaries, and thus plaintiffs should have been allowed to pursue instant state-law corporate liability claims. Dist. Ct., though, did not err in dismissing on ERISA preemption grounds plaintiffs' aiding and abetting claims against ERISA trustee of ESOP benefit plan and its non-fiduciary contractor/appraiser, since plaintiffs' aiding and abetting claims against these single-role individuals would interfere with exclusive benefit rule in section 404, 29 USC section 1104(a)(1)(A).