Outside advisors alone won't cut it - the ruling shows what fiduciaries must do themselves
Hiring an expert doesn't get a plan fiduciary off the hook. A federal appeals court just laid out what actually does.
On July 17, 2026, the Seventh Circuit Court of Appeals affirmed a lower court's decision, ending a long-running fight over the 2016 sale of a printing company owned by its own workers - and handing benefits professionals a rare, detailed look at what a defensible plan sale looks like.
The company, a direct-mail printer in Wheeling, Illinois, was wholly owned by an employee stock ownership plan, or ESOP - a retirement plan that lets workers hold stock in the company they work for. In 2016, the board sold it to a private equity firm for $265 million.
Not everyone was happy. One plan shareholder, a former vice president of manufacturing, thought the company went too cheap. He sued the plan's trustee, GreatBanc Trust Company, and several board members under the Employee Retirement Income Security Act, or ERISA. He argued they had breached their duties by favoring financial buyers, returning to the eventual buyer after it cut its offer, and settling for less than the company was worth.
After a three-week trial, the district court sided with the defendants on every claim, in a case brought for a class of 400 to 500 shareholders. The appeals court found no clear error and affirmed.
Here's the part HR and benefits leaders should sit up for. The court said a trustee's...
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