COURT OF CHANCERY

OF THE

SAM GLASSCOCK III

VICE CHANCELLOR

STATE OF DELAWARE COURT OF CHANCERY COURTHOUSE

34 THE CIRCLE

GEORGETOWN, DELAWARE 19947

Date Submitted: April 3, 2020

Date Decided: April 9, 2020

Brian M. Gottesman, Esq.

David B. Anthony, Esq.

BERGER HARRIS LLP

1105 N. Market St., 11th Floor

Wilmington, Delaware 19801

Adam V. Orlacchio, Esq.

BLANK ROME LLP

1201 N. Market Street, Suite 800

Wilmington, Delaware 19801

Mackenzie M. Wrobel, Esq.

DUANE MORRIS LLP

222 Delaware Avenue, Suite 1600

Wilmington, Delaware 19801

Elena C. Norman, Esq.

Michael A. Laukaitis II, Esq.

YOUNG CONAWAY STARGATT & 

TAYLOR, LLP

Rodney Square

1000 North King Street 

Wilmington, Delaware 19801

Steven T. Margolin, Esq.

Samuel L. Moultrie, Esq.

GREENBERG TRAURIG, LLP

The Nemours Building

1007 North Orange Street, Suite 1200 

Wilmington, Delaware 19801

Stamatios Stamoulis, Esq.

STAMOULIS & WEINBLATT LLC

800 N. West Street, Third Floor 

Wilmington, Delaware 19801

Re: HM Life Insurance Company, et al. v. Wilmington Savings Fund 

Society, FSB, et al., C.A. No. 2018-0649-SG
2

Dear Counsel:

The Plaintiffs, HM Life Insurance Company and HM Life Insurance 

Company of New York, have filed this Action in connection with a series of 

insurance transactions, alleging twenty-four counts against twenty-one Defendants.1 

The Plaintiffs allege a “coordinated and elaborate scheme to defraud them through 

a complex series of reinsurance transactions, trust agreements, and investment 

vehicles.”2 The Plaintiffs further allege that a Delaware statutory trust, and its series, 

were “created and used for the sole purpose to conceal from Plaintiffs unauthorized 

investments in volatile hedge funds and the significant resulting losses.”3

Defendant Blue Elite Fund, Limited (“Blue Elite”) is an exempt company 

organized and existing under the laws of the Cayman Islands with its principal place 

of business in the Cayman Islands.4 The Plaintiffs have brought claims against Blue 

Elite for aiding and abetting fraud and tortious interference with contractual 

relations.

Defendant Blue II, Limited (“Blue II”) is an exempt company organized and 

existing under the laws of the Cayman Islands with its principal place of business in 

 1 Defendant John Drake was dismissed with prejudice pursuant to Chancery Court Rule 

41(a)(1)(ii). Joint Stipulation of Dismissal with Prejudice as to John Drake, D.I. 110.

2 Verified Third Amended Compl. for Breach of Trust Agreements, Breach of Fiduciary Duties, 

Negligence, and Related Torts, D.I. 80, ¶ 1.

3 Id. 4 Id. ¶ 22.
3

the Cayman Islands.5 The Plaintiffs have brought claims against Blue II for aiding 

and abetting fraud and tortious interference with contractual relations.

Defendant Donald Solow is an individual and resident of the State of New 

Jersey and was, at all times relevant to this matter, the owner, manager, and/or person 

in charge of Defendant Regatta Holdings LLC, and a director and/or owner of 

Defendants Alpha Re Limited and Alpha Re Holdings (Cayman) Limited.6 The 

Plaintiffs have brought claims against Solow for aiding and abetting breach of 

fiduciary duty, fraud, aiding and abetting fraud, unjust enrichment, and tortious 

interference with contractual relations.

Defendant Edward Brendan Lynch is an individual and a resident of Nassau, 

New Providence, Bahamas and is a director and/or owner of Defendants Alpha Re 

Limited, Alpha Re Holdings (Cayman) Limited, Blue Elite, Blue II, and Atlantic 

Specialty Finance Limited.7 The Plaintiffs have brought claims against Lynch for 

aiding and abetting breach of fiduciary duty, fraud, aiding and abetting fraud, unjust 

enrichment, and tortious interference with contractual relations.

Defendant Gregory Tolaram is an individual and a resident of Bermuda and 

is a director and/or owner of Defendants Alpha Re Limited, Alpha Re Holdings 

 5 Id. ¶ 23.

6 Id. ¶ 27.

7 Id. ¶ 29.
4

(Cayman) Limited, Blue Elite, Blue II, and Atlantic Specialty Finance Limited.8 The 

Plaintiffs have brought claims against Tolaram for aiding and abetting breach of 

fiduciary duty, fraud, aiding and abetting fraud, unjust enrichment, and tortious 

interference with contractual relations.

Defendants Blue Elite, Blue II, Solow, Lynch, and Tolaram (together, the 

“12(b)(2) Defendants”) have moved to dismiss this action for lack of personal 

jurisdiction pursuant to Chancery Court Rule 12(b)(2).9 

In Hart Holding Co. Inc. v. Drexel Burnham Lambert Inc.,

10 this Court held 

that a plaintiff “may not ordinarily be precluded from reasonable discovery in aid of 

mounting [proof that a defendant is subject to the jurisdiction of the court],” and 

consequently, discovery to establish personal jurisdiction is unwarranted “[o]nly 

where the facts alleged in the complaint make any claim of personal jurisdiction over 

defendant frivolous.”11 Here, the Plaintiffs have alleged sufficient facts to make a 

non-frivolous claim to this Court’s personal jurisdiction over the 12(b)(2) 

Defendants. Therefore, the Plaintiffs are permitted to undertake jurisdictional 

discovery regarding the 12(b)(2) Defendants. I will hold the 12(b)(2) Defendants’ 

 8 Id. ¶ 30.

9 Ch. Ct. R. 12(b)(2).

10 593 A.2d 535 (Del. Ch. 1991).

11 Id. at 539.
5

respective Motions to Dismiss—and all other pending Motions to Dismiss in this 

matter—in abeyance for the duration of such discovery.

To the extent the foregoing requires an Order to take effect, IT IS SO 

ORDERED.

Sincerely,

/s/ Sam Glasscock III

Sam Glasscock III