IN THE

ARIZONA COURT OF APPEALS

DIVISION ONE

ROBERT G. HOAG CHARITABLE REMAINDER UNITRUST DATED 

MARCH 4, 1994, a charitable remainder unitrust; ROBERT G. HOAG 

CHARITABLE REMAINDER UNITRUST II DATED FEBRUARY 1, 1999, a 

charitable remainder unitrust; ROBERT G. HOAG CHARITABLE 

REMAINDER UNITRUST III DATED JANUARY 10, 2000, a charitable 

remainder unitrust; INTERNATIONAL BENEFITS MANAGEMENT 

CORPORATION, individually and as Purported Successor Trustee of 

ROBERT G. HOAG CHARITABLE REMAINDER UNITRUST DATED 

MARCH 4, 1994, ROBERT G. HOAG CHARITABLE REMAINDER 

UNITRUST II DATED FEBRUARY 1, 1999, and ROBERT G. HOAG 

CHARITABLE REMAINDER UNITRUST III DATED JANUARY 10, 2000, 

Petitioners

v.

THE HONORABLE COLLEEN L. FRENCH, Judge Pro Tem of the 

SUPERIOR COURT OF THE STATE OF ARIZONA, in and for the County 

of Maricopa, Respondent Judge Pro Tem,

WELLS FARGO BANK, N.A., Real Party in Interest.

No. 1 CA-SA 15-0167

Petition for Special Action from the Superior Court in Maricopa County

No. CV2014-003768

The Honorable Colleen L. French, Judge Pro Tempore

REVERSED AND REMANDED
2

COUNSEL

Gunderson Denton & Proffitt PC, Mesa

By Sterling R. Peterson and Larry A. Dunn

Counsel for Petitioners

Jaburg & Wilk PC, Phoenix

By Roger L. Cohen and Kathi M. Sandweiss

Counsel for Real Party in Interest

OPINION

Presiding Judge Andrew W. Gould delivered the opinion of the Court, in 

which Judge Patricia A. Orozco and Judge Peter B. Swann joined.

G O U L D, Judge:

¶1 Petitioner International Benefits Management Corporation 

(“IBMC”), individually and as trustee of three Charitable Remainder 

Unitrusts (the “Unitrusts”), seeks special action relief from the trial court’s 

order denying its motion to dismiss for lack of personal jurisdiction. For 

the reasons discussed below, we accept jurisdiction and reverse the trial 

court’s order.

¶2 Robert J. Hoag created three Unitrusts between 1994 and 2000. 

The Unitrusts were funded by shares of stock belonging to Hoag. Hoag 

served as the trustee and administered the Unitrusts in Arizona until 2014. 

¶3 In November 2012, Wells Fargo Bank N.A., obtained a $2.5 

million default judgment against Hoag personally and against his living 

trust, the Robert G. Hoag Revocable Living Trust. In December 2013, Wells 

Fargo initiated garnishment proceedings to satisfy its judgment. During 

the garnishment proceedings, Wells Fargo attempted to subpoena records 

from several institutions it believed were holding Hoag’s 

assets/distributions from the Unitrusts. 

¶4 On February 4, 2014, Hoag resigned as the trustee of the 

Unitrusts and appointed IBMC, a corporation organized under the laws 

and operating out of the Bahamas, as successor trustee. To effect his 

resignation as trustee, and IBMC’s designation and acceptance of 

trusteeship, Hoag and DeVries met in Florida at that time. Hoag turned 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

3

over all records relating to the Unitrusts, and the parties signed the required 

documents. Thereafter, IBMC administered the Unitrusts from its office in 

the Bahamas.

¶5 After transferring trusteeship of the Unitrusts to IMBC in 

February 2014, Hoag filed a Reply in support of his motion to quash the 

subpoenas. In support of Hoag’s position, Devries, the president of IBMC, 

sent a declaration to Hoag’s counsel in Arizona stating that IBMC would 

not provide the documents requested by Wells Fargo.1

¶6 IBMC currently makes monthly distributions to Hoag in 

Arizona.

2 Specifically, IBMC pays (1) property taxes and insurance on 

Hoag’s house in Chandler, Arizona, (2) spousal maintenance to Hoag’s 

former spouse, a resident of Arizona, and (3) the remaining balance of the 

distribution to Hoag. 

¶7 On June 20, 2014, Wells Fargo filed its current lawsuit. Wells 

Fargo alleges that Hoag has fraudulently concealed his assets by 

transferring them to the Unitrusts. IBMC and the Unitrusts were served on 

January 30, 2015. 

¶8 IBMC moved to dismiss Wells Fargo’s complaint for lack of 

personal jurisdiction. The trial court denied the motion, concluding it had 

personal jurisdiction over IBMC and the Unitrusts. IBMC now petitions 

this court for special action relief from the trial court’s order.

DISCUSSION

I. Special Action Jurisdiction

¶9 We accept special action jurisdiction in this case because 

IBMC has no “equally plain, speedy, and adequate remedy by appeal.” 

Ariz. R. P. Spec. Act. 1(a). “[A]n appeal inadequately remedies a trial 

court’s improperly requiring a defense in a matter where it has no 

 

1 IBMC stated it was not required to provide the documents because 

(1) the assets of the Unitrusts belonged to the trusts, not Hoag, and (2) the 

spendthrift provisions in the Unitrusts prohibited Wells Fargo from 

holding the Unitrusts liable for Hoag’s debts. 

 

2 The Unitrusts provide that IBMC, as trustee, shall pay Hoag, as 

beneficiary during his lifetime, a set percentage of the “net fair market 

value” of the assets belonging to each trust. The Unitrusts specify that these

amounts shall be paid to Hoag in monthly installments. 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

4

jurisdiction.” Polacke v. Superior Court in and for County of Maricopa, 170 Ariz. 

217, 219 (App. 1991). Additionally, because this case involves “clear legal 

principles and no disputed material facts regarding the jurisdictional 

issue,” special action jurisdiction is appropriate. Id. at 219.

II. Statutory Jurisdiction

¶10 The trial court determined it has personal jurisdiction 

pursuant to A.R.S. § 14-10202(A). We review issues of statutory 

interpretation de novo. Obregon v. Indust. Comm’n of Ariz., 217 Ariz. 612, 

614, ¶ 9 (App. 2008). 

¶11 When interpreting a statute, we must give effect to the 

drafter’s intent; in doing so “we look to the plain language of the statute as 

the best indicator.” State v. Pledger, 236 Ariz. 469, 471, ¶ 8 (App. 2015); see 

also Stein v. Sonus USA, Inc., 214 Ariz. 200, 201, ¶ 3 (App. 2007). “[U]nless 

the drafters provide special definitions or a special meaning is apparent 

from the text,” we give the words and phrases of the statute their commonly

accepted meaning. Pledger, 236 Ariz. at 471, ¶ 8. “If the statute is clear and 

unambiguous, we apply the plain meaning of the statute” without resorting 

to statutory construction. Stein, 214 Ariz. at 201, ¶ 3. (citation omitted). 

¶12 A.R.S. § 14-10202(A) states that a trustee submits to the 

personal jurisdiction of Arizona courts by (1) “accepting the trusteeship of 

a trust having its principal place of administration in [Arizona],” (2) “by 

moving the principal place of administration to [Arizona],” or (3) “by 

declaring that the trust is subject to the jurisdiction of the courts of 

[Arizona].” 

¶13 Wells Fargo argues that based on A.R.S. § 14-10202(A), 

because the Unitrusts were being administered in Arizona prior to IBMC’s 

appointment, IBMC submitted to the personal jurisdiction of Arizona when 

it accepted appointment as trustee. Wells Fargo reasons that under the 

statute, IBMC was required to expressly declare that the trusts were no 

longer subject to the jurisdiction of Arizona’s courts in order to terminate 

its submission to personal jurisdiction. We disagree. 

¶14 The language of A.R.S. § 14-10202(A) provides that personal 

jurisdiction over a trustee is tied to the principal place where the trust is 

currently being administered. The statute does not refer to a trust that had

its principal place of administration in Arizona. The main clause of the 

statute, “accepting the trusteeship,” describes present action. Similarly, the 

clause “having its principal place of administration,” which modifies 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

5

“trust,” also describes present action.3 See A.R.S. § 14-10108 (stating that a 

trust may designate any jurisdiction as its “principal place of 

administration” as long as the “trustee’s principal place of business is 

located in or a trustee is a resident of the designated jurisdiction,” or “[a]ll 

or part of the [trust] administration occurs in the designated jurisdiction.”). 

¶15 Thus, under the statute, when a trustee accepts an 

appointment as trustee, if the principal place of administration remains in 

Arizona, the trustee submits personally to the jurisdiction of Arizona 

courts. However, if the principal place of administration is removed to a 

jurisdiction outside of Arizona, unless the trustee expressly declares the 

trust will be subject to personal jurisdiction in Arizona, the trustee does not 

submit to personal jurisdiction in Arizona. See Fellows v. Colburn, 34 A. 3d 

552, 563 (N.H. 2011) (interpreting a substantially similar long-arm 

jurisdiction statute and concluding that personal jurisdiction is “predicated 

upon a finding that the trust’s principal place of administration” is the 

forum state). 

¶16 Accordingly, we conclude that because the Unitrusts are 

administered by IBMC in the Bahamas, IBMC is not subject to personal 

jurisdiction in Arizona pursuant to A.R.S. § 14-10202.

III. Constitutional Jurisdiction

¶17 A.R.S. § 14-10202(c) specifies that there may be other methods 

of obtaining jurisdiction over a trustee. Thus, in addition to finding it had 

statutory jurisdiction, the trial court determined it had jurisdiction in 

accordance with Rule 4.2(a) of the Arizona Rules of Civil Procedure. A trial 

court’s ruling on personal jurisdiction is a question of law subject to de novo 

review. Duckstein v. Wolf, 230 Ariz. 227, 233, ¶ 19 (App. 2012).

¶18 Under Rule 4.2(a), Arizona courts may exercise personal 

jurisdiction to the maximum extent allowed by the United States 

Constitution. “[T]he Due Process Clause of the Fourteenth Amendment 

limits the exercise of personal jurisdiction by state courts over non-resident 

 

3 See John Eastwood, Oxford Guide to English Grammar § 134 (7th ed. 

2002 (discussing participles, and distinguishing between active participles 

ending in “ing”, and past, or passive, participles ending in “ed”; also 

discussing how a clause with an active participle indicates action at the 

same time, or present, as the action of the main clause at issue in § 14-

10202(A)).
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

6

defendants.” Planning Group of Scottsdale, LLC v. Lake Mathews Mineral 

Props., Ltd., 226 Ariz. 262, 266, ¶ 14 (2011) (citing Pennoyer v. Neff, 95 U.S. 

714, 723-24 (1877)). A state court may exercise personal jurisdiction over a 

non-resident defendant “only if that defendant has ‘sufficient contacts’ with 

the forum state ‘such that the maintenance of the suit does not offend 

“traditional notions of fair play and substantial justice.”’” Id. at ¶ 14 (citing 

Int’l Shoe Co. v. State of Wash., Office of Unemployment Comp. and Placement, 

326 U.S. 310, 316 (1945)). Under the minimum contacts test the question is 

whether, “[c]onsidering all of the contacts,” the “defendants engaged in 

purposeful conduct for which they could reasonably expect to be haled into 

that state’s courts with respect to that conduct[.]” Id. at 268, ¶ 25.

¶19 Personal jurisdiction may be either general or specific. 

Beverage v. Pullman & Comley, LLC, 232 Ariz. 414, 417, ¶ 8 (App. 2013) (aff’d 

as modified, 234 Ariz. 1 (2014)). General jurisdiction exists when a nonresident defendant’s contacts with the forum state are continuous and 

pervasive. Int’l Shoe, 326 U.S. at 318. If general personal jurisdiction exists, 

then a non-resident defendant may be sued for claims that are entirely

separate from its contacts with the forum state. Id. Specific jurisdiction 

exists only for the particular claim asserted and only where the activities in 

the forum state giving rise to the claim establish the necessary minimum 

contacts with the state to make the exercise of jurisdiction reasonable and 

just. Beverage, 232 Ariz. at 417, ¶ 8, aff’d as modified, 234 Ariz. 1 (2014); Batton 

v. Tennessee Farmers Mut. Ins. Co., 153 Ariz. 268, 271 (1987) (“When specific 

jurisdiction is at issue, the minimum-contacts inquiry focuses on the 

relationship between the defendant, the forum, and the litigation.”). 

“Under either specific or general jurisdiction, ‘the constitutional touchstone 

remains whether the defendant purposefully established “minimum 

contacts” in the forum State.’” Williams v. Lakeview Co., 199 Ariz. 1, 3, ¶ 6 

(2000) (quoting Burger King Corp. v. Rudzewicz, 471 U.S. 462, 474 (1985)).

¶20 The parties agree this case involves a question of specific 

jurisdiction. Thus, for the purposes of personal jurisdiction, IBMC’s 

contacts must result from actions it purposefully directs towards Arizona. 

Batton, 153 Ariz. at 271 (quoting Burger King, 471 U.S. at 476 (emphasis in 

original)) (“Jurisdiction is proper only if “the contacts proximately result 

from actions by the defendant himself that create a ‘substantial connection’ 

with the forum State.”). “[C]asual or accidental contacts” by IBMC with 

Arizona, “particularly those not directly related to” Wells Fargo’s lawsuit, 

“cannot sustain the exercise of specific jurisdiction” in Arizona. Planning 

Group, 226 Ariz. at 266, ¶ 16. To determine whether IBMC is subject to the 

jurisdiction of Arizona, we examine the totality of its jurisdictional contacts. 

Id. at 269, ¶ 29.
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

7

¶21 Viewed in totality, the undisputed jurisdictional facts do not 

establish sufficient minimum contacts to confer personal jurisdiction over 

IBMC in Arizona. IBMC did not purposefully direct its actions towards

Arizona.

¶22 The unilateral activities of a plaintiff do not establish the 

requisite minimum contacts; the connection must arise from “the 

defendant’s ‘purposeful’ conduct.” Planning Group, 226 Ariz. at 266, ¶ 16. 

Thus, in determining whether IBMC purposely availed itself of Arizona as 

a forum state, we focus on IBMC’s conduct as trustee, not Hoag’s conduct 

as grantor/beneficiary or Wells Fargo’s as plaintiff. Hanson v. Denckla, 357 

U.S. 235, 252-53 (1958); Nastro v. D’Onofrio, 263 F. Supp. 2d 446, 453 (D.

Conn. 2003); First American Bank of Virginia v. Reilly, 563 N.E.2d 142, 144 

(Ind. Ct. App. 1990). 

¶23 Here, IBMC has no offices or employees in Arizona; does not 

transact, advertise or solicit business in Arizona; and administers the 

Unitrusts from its office in the Bahamas. The trust assets are not located in 

Arizona, and the parties signed the documents transferring trusteeship of 

the Unitrusts in Florida. At the transfer, Hoag delivered all Unitrust 

records to IBMC, removing the principal place of administration of the 

Unitrusts from Arizona. 

¶24 There is no evidence IBMC solicited appointment as trustee 

or sought to intentionally create a fiduciary or business relationship with 

Arizona. Phillips Exeter Acad. v. Howard Phillips Fund, 196 F.3d 284, 292 (1st 

Cir. 1999) (stating that an out of state defendant’s agreement to act as trustee 

of a trust, absent evidence the defendant reached out to create or solicit the 

relationship with forum state, is insufficient to satisfy purposeful availment

requirement). Rather, IBMC simply accepted the appointment as trustee 

and assumed the existing duties of the trustee under the Unitrusts. Such 

conduct is not equivalent to actively soliciting business in Arizona, and is 

an insufficient basis for Arizona to obtain personal jurisdiction over IBMC. 

See Rose v. Firstar Bank, 819 A.2d 1247, 1252, 1254 (R.I. 2003) (stating that in 

assuming trusteeship of trust where the beneficiaries were located in the 

forum state, “the trustee has not purposely availed itself of the benefits of 

doing business in that new jurisdiction; rather, the trustee has simply opted 

to continue servicing the preexisting trust business that it or its 

predecessors obtained elsewhere.”); see also Williams v. Lakeview Co., 199 

Ariz. 1, 5-6, ¶ 14 (2000) (concluding that “a causal nexus between the 

defendant’s solicitation activities and the plaintiff’s claims” is a betterreasoned basis for exercising personal jurisdiction). 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

8

¶25 IBMC did not, as Wells Fargo contends, intentionally solicit 

business in Arizona simply because it knew Hoag resided in Arizona. A

trustee’s “decision to assume the duties of trustee with knowledge that all 

beneficiaries” reside in the forum state is not “the legal equivalent for 

jurisdictional purposes of expanding its business operations” into the 

forum jurisdiction. Rose, 819 A.2d at 1254-55. See Phillips Exeter, 196 F.3d 

at 292 (holding that “it is not enough to prove that a defendant agreed to

act as the trustee of a trust that benefitted a resident of the forum state. 

Without evidence that the defendant actually reached out to the plaintiff's 

state of residence to create a relationship—say, by solicitation,—the mere 

fact that the defendant willingly” accepted an appointment as a trustee 

“does not carry the day.”) 

¶26 Additionally, IBMC did not purposely avail itself of Arizona 

by periodically communicating with Hoag in Arizona, or by sending trust 

payments and documents to Arizona. The trustee’s acts in sending trust 

payments and documents into the jurisdiction where the settlor resides are 

insufficient as a matter of law to constitute minimum contacts. Hanson, 357 

U.S. at 252-53; see also Rose, 819 A.2d at 1255 (bank’s periodic mailings of 

trust-account statements and checks to the beneficiaries in forum state, 

together with any occasional telephone calls that related thereto, did not 

constitute minimum contacts); In the Matter of the Estate of Ducey, 787 P.2d 

749, 752 (Mont. 1990) (payment of benefits into forum state as well as 

routine oral and written contacts relating to payments and trust account 

statements were insufficient to establish requisite minimum contacts); 

Fellows v. Colburn, 34 A.3d 552, 560-61 (N.H. 2011) (same). 

¶27 Wells Fargo also argues that IBMC’s act of sending its 

declaration to Hoag’s attorney in support of Hoag’s efforts to quash Wells 

Fargo’s subpoenas seeking to garnish the Unitrust income was sufficient to 

establish the necessary minimum contacts. Wells Fargo seeks to liken 

IBMC’s declaration to an opinion letter written to advise Hoag, and 

characterizes such an action as being directed at the forum state. In support 

of this argument, Wells Fargo relies on Beverage v. Pullman, 232 Ariz. 414. 

In Beverage, an out-of-state law firm issued an opinion letter to an Arizona 

client and the court determined it had personal jurisdiction over the firm 

regarding the client’s reliance on the letter. 

¶28 Beverage is distinguishable from this case on multiple 

grounds. In Beverage, the law firm sent promotional material about the firm 

to the client’s agent in Arizona in order to secure the client’s business. 

Beverage, 232 Ariz. at 417, ¶ 11. The firm communicated with the client in 

the course of its representation and drafted and issued an opinion letter 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

9

knowing the client would rely on the letter. Id. Here, there is no evidence 

that IBMC took any steps to solicit Hoag, or any other Arizona residents, as 

beneficiaries of the Unitrusts. Additionally, the letter written by IBMC was 

not an opinion letter, was not written for Hoag’s benefit, and was not 

intended to be relied on by Hoag. Furthermore, in Beverage, the contents of 

the opinion letter were at the heart of the client’s claims against the firm; 

here, the letter written by IBMC is a communication IBMC was required to 

write in response to Wells Fargo’s actions, e.g., Wells Fargo’s subpoenas for 

information concerning the Unitrusts. See Batton, 153 Ariz. at 274 (“[T]he 

requisite minimum contacts are not established when the plaintiff's action

‘requires the defendant to send communications into th[e] forum.’”). 
HOAG, et al. v. HON. FRENCH/WELLS

Opinion of the Court

10

CONCLUSION

¶29 Accordingly, Wells Fargo has not shown evidence of 

sufficient minimum contacts between IBMC and Arizona in order to justify 

subjecting IBMC to personal jurisdiction in Arizona. We recognize the trial 

court may have felt compelled to exercise its jurisdiction due to the nature 

of the fund transfers.4 However, where there is no personal jurisdiction, 

the court has no power to do so. Thus, we accept jurisdiction and grant 

relief by reversing the trial court’s denial of IBMC’s motion to dismiss for 

lack of personal jurisdiction, and remand for further proceedings consistent 

with this opinion.

 

4 Because it has not been alleged or briefed by the parties, we do not 

reach the issue of whether personal jurisdiction would exist if IBMC had 

intentionally assisted Hoag in fraudulently concealing his assets by 

removing them from Arizona. We note that, depending on the 

circumstances of a particular case, such conduct may be sufficient to create 

the minimum contacts required for personal jurisdiction. Reilly, 563 N.E.2d 

at 145; Johnson v. Witkowski, 573 N.E. 2d 513, 523-24 (Mass. App. Ct. 1991).