Duty of Loyalty. Kids International Corp. produced children’s wear for Walmart and other retailers. Gila Dweck was a Kids director and its chief executive officer. Because she felt that she was not paid enough for the company’s success, she started another firm, Success Apparel, to compete with Kids.

Success operated out of Kids’ premises, used its employees, borrowed on its credit, took advantage of its business opportunities, and capitalized on its customer relationships. As an

“administrative fee,” Dweck paid Kids 1 percent of Success’s total sales. Did Dweck breach any fiduciary duties? Explain.

[Dweck v. Nasser, 2012 WL 3194069 (Del.Ch. 2012)] (See page 780.)