Durgaprasad N. Rao v. Vanaja A. Sudhakar.

NOTICE: Summary decisions issued by the Appeals Court pursuant to M.A.C. Rule
23.0, as appearing in 97 Mass. App. Ct. 1017 (2020) (formerly known as rule 1:28,
as amended by 73 Mass. App. Ct. 1001 [2009]), are primarily directed to the parties
and, therefore, may not fully address the facts of the case or the panel's
decisional rationale. Moreover, such decisions are not circulated to the entire
court and, therefore, represent only the views of the panel that decided the case.
A summary decision pursuant to rule 23.0 or rule 1:28 issued after February 25,
2008, may be cited for its persuasive value but, because of the limitations noted
above, not as binding precedent. See Chace v. Curran, 71 Mass. App. Ct. 258, 260
n.4 (2008).

COMMONWEALTH OF MASSACHUSETTS

APPEALS COURT

24-P-130

DURGAPRASAD N. RAO

vs.

VANAJA A. SUDHAKAR.

MEMORANDUM AND ORDER PURSUANT TO RULE 23.0

Plaintiff Durgaprasad N. Rao, a Massachusetts resident,

appeals from the dismissal of his Superior Court complaint

against his sister, defendant Vanaja A. Sudhakar, an Illinois

resident, for lack of personal jurisdiction. We affirm.

Background. "When a defendant moves to dismiss for lack of

personal jurisdiction, the plaintiff bears the burden of

adducing facts on which jurisdiction may be found" (citation

omitted). Roch v. Mollica, 481 Mass. 164, 165 (2019). "In

considering a motion to dismiss for lack of personal

jurisdiction, we accept as true the essential uncontroverted

facts that were before the judge" (citation omitted). Id. We

set forth the facts pertinent to jurisdiction as alleged in the
verified complaint and the plaintiff's affidavit in opposition

to the defendant's motion to dismiss for lack of jurisdiction.

We also consider uncontroverted facts set forth in the

defendant's affidavit and exhibits attached to her motion to

dismiss. See id. at 166 n.5.

Beginning in 2013, the parties' parents, Narayana Rao

(father) and Sarojini N. Rao (mother), were living in Illinois

and were dependent on the defendant to help them with important

decisions. During this time, the defendant allegedly

manipulated the parents into disinheriting the plaintiff by

tactics including lying to them about the plaintiff's commitment

to their family.

In November 2018, the father and the mother each executed a

will and a revocable trust in accordance with their estate plan.

At issue here is the mother's trust, the second amendment and

second restatement of the Sarojini N. Rao Trust (trust).1 The

trust names the mother as trustee, and during her lifetime she

served as its sole trustee. The trust names the defendant as

successor trustee. The trust provides that upon the mother's

death, the trust estate shall be distributed to the defendant

and other family members, but excludes the plaintiff as a

1 The mother created the trust in 1996 and first amended and
restated it in 2015.

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beneficiary. Article 1.1 states, "For reasons personal and

sufficient to me, I am intentionally not providing for my son

[the plaintiff]."

In July 2020, the father died in Illinois. During the

summer of 2020, in the mother's presence, the defendant told the

plaintiff that the mother's will and the trust had cut the

plaintiff out of the family inheritance. In contrast, the

mother repeatedly told the plaintiff that she intended for the

defendant, the plaintiff, and her grandson to receive equal

shares of the inheritance.

In September 2020, the mother went to Massachusetts, where

she lived with the plaintiff and his family. The defendant, who

remained in Illinois, telephoned the mother every other day.

According to the plaintiff, during these telephone calls, the

mother asked the defendant about her own assets and the trust,

but the defendant deflected the questions and avoided giving the

mother information. Instead, the defendant emotionally

manipulated the mother in efforts to coerce the mother into

giving the defendant more money. The mother told both parties

that she wanted the plaintiff to be included in her will and in

the trust. The mother asked the defendant to contact the

mother's estate attorney to effect these changes, and the

defendant agreed to do so, but then never did.

3
In July 2021, the mother died in Massachusetts. Her

original death certificate stated that at the time of her death

she resided in Massachusetts.

In August 2021, the defendant accepted appointment as

successor trustee of the trust and appointed the plaintiff as

cotrustee, which he accepted. Both the plaintiff and the

defendant were advised in writing by an Illinois lawyer on tax

and other issues arising from whether the mother was a resident

of Illinois or Massachusetts at the time of her death. As

advised by the lawyer, the defendant filed to revise the death

certificate to state that the mother's residence at the time of

her death was Illinois. In September 2021, both parties signed

a petition for probate and an affidavit of heirship, which were

subsequently filed in the Probate Division of the Champaign

County Circuit Court. In each of those documents, the plaintiff

averred under the pains and penalties of perjury that the

mother's residence at the time of her death was Illinois.

In July 2022, the plaintiff filed this action against the

defendant, claiming (1) undue influence and (2) fraud, each

based on the defendant's alleged manipulation of the mother that

led to the plaintiff's disinheritance; (3) intentional

interference with expectancy, based on the defendant's continued

manipulation of the mother in telephone calls; and (4) unjust

enrichment, based on the defendant's inheriting the plaintiff's

4
share of the mother's estate.2 A week later, the plaintiff filed

a nearly identical complaint against the defendant in Illinois,

where that action remains pending.3

A Superior Court judge allowed the defendant's motion to

dismiss for lack of personal jurisdiction pursuant to Mass. R.

Civ. P. 12 (b) (2), 365 Mass. 754 (1974). This appeal followed.

Discussion. "We review the question of personal

jurisdiction de novo." Sullivan v. Smith, 90 Mass. App. Ct.

743, 746-747 (2016). "In order for a court to exercise personal

jurisdiction over a defendant, the assertion of jurisdiction

must be both authorized by statute and consistent with due

process" (citation omitted). Id. at 747.

The plaintiff argues that Massachusetts courts' personal

jurisdiction over the defendant is conferred by either of two

Massachusetts statutes: the jurisdiction provision of the

2 The complaint also contained a count for intentional
infliction of emotional distress, alleging that the defendant
caused the father's premature death. Because the father died in
Illinois, the judge dismissed that count for lack of personal
jurisdiction on the grounds that any alleged conduct by the
defendant did not occur in Massachusetts or amount to the
transaction of business here. On appeal, the defendant does not
raise any issue with respect to the dismissal of that claim, and
so we do not consider any such issue.

3 The Illinois complaint does not contain a count for
intentional infliction of emotional distress. See note 2 supra.
The Illinois complaint includes as a defendant the mother's
grandson, who is not named as a defendant in the Massachusetts
action.

5
Uniform Trust Code (UTC), G. L. c. 203E, § 202 (a), or the long-

arm statute, G. L. c. 223A, § 3. In addition, the plaintiff

argues that the judge erred in concluding that exercising

Massachusetts jurisdiction over the defendant would not comport

with due process.

1. Jurisdiction under the Uniform Trust Code. The

plaintiff contends that when the mother moved from Illinois to

Massachusetts in September 2020 and resided here until she died

in July 2021, the trust's place of administration was

transferred to Massachusetts, and therefore when the defendant

accepted the appointment as successor trustee in August 2021 she

consented to Massachusetts jurisdiction. In making this

argument, the plaintiff relies on G. L. c. 203E, § 202 (a), and

Massachusetts cases construing it. However, under the terms of

the trust, Illinois law applies.

Article 9.11 of the trust provides: "The validity and

effect of each trust and the construction of this instrument and

of each trust shall be determined in accordance with the laws of

Illinois." Thus, in determining the place of administration of

the trust, we apply Illinois law.4 Article 9.11 of the trust

4 We note that, even were we to apply Massachusetts law, the
result would be the same. Both Illinois and Massachusetts have
adopted the UTC, and both have enacted similar statutes
identifying the principal place of administration of a trust,
760 ILCS 3/108(a); G. L. c. 203E, § 108 (a), and conferring
personal jurisdiction over a trustee of a trust with a principal

6
further provides: "The original situs and original place of

administration of each trust shall also be Illinois, but the

situs and place of administration of any trust may be

transferred at any time to any place the trustee determines to

be for the best interests of the trust."

The Illinois UTC statute confers jurisdiction over a

trustee of a trust "having its principal place of administration

in" Illinois. 760 ILCS 3/202(a). In determining the principal

place of administration of the trust, we look to 760 ILCS

3/108(a). That statute provides:

"Without precluding other means for establishing a
sufficient connection with the designated jurisdiction, the
terms of a trust designating the principal place of
administration are valid and controlling if:

"(1) a trustee's principal place of business is located in
or a trustee is a resident of the designated jurisdiction;
or

"(2) all or part of the administration occurs in the
designated jurisdiction."

760 ILCS 3/108(a).

Applying 760 ILCS 3/108(a) to the case before us, we

conclude that the plaintiff did not meet his burden under 760

ILCS 3/108(a)(1) to establish that at the time of her death the

mother was no longer a resident of Illinois, the jurisdiction

designated by Article 9.11 as the trust's principal place of

place of administration in the applicable State, 760 ILCS
3/202(a); G. L. c. 203E, § 202 (a).

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administration. As to the mother's place of residence, the

Superior Court judge noted that "the record . . . suggests that

she remained a resident of Illinois." Through the trust, the

mother still owned a house in Urbana, Illinois. Her amended

death certificate states that at the time of her death her

residence was Illinois. In probate court documents, the

plaintiff averred that the mother's residence at the time of her

death was Illinois. To contravene those facts, the plaintiff

averred in his affidavit that the mother brought all of her

necessary belongings to Massachusetts, received medical

treatment here, and had medical bills sent to the plaintiff's

home. The plaintiff asserted that the mother had "the intention

of living here permanently," "did not intend to return to

Illinois to reside there," and "also planned on selling her

house in Urbana, Illinois."5 Even assuming, without deciding,

that the plaintiff has borne his burden under 760 ILCS

3/108(a)(1) of proving that at the time of her death the mother

was no longer a resident of Illinois, the trust's designated

place of administration, he has not satisfied the second part of

that statute.

5 Neither the complaint nor the plaintiff's affidavit
asserts that the mother communicated those intentions to anyone.
For the purposes of our analysis, we assume that the plaintiff
could prove that the mother had those intentions.

8
The second part of the statute, 760 ILCS 3/108(a)(2),

provides that a trust's designation of its principal place of

administration remains effective so long as "all or part of the

administration of the trust occurs in the designated

jurisdiction," here, Illinois. 760 ILCS 3/108(a)(2). The

trust's designation of Illinois as its place of administration

remains valid "even where there is an out-of-state trustee, so

long as at least some part of the trust's administration occurs

in Illinois." Silver v. Horneck, 2021 IL App (1st) 201044 ¶ 45

(2021). We conclude that "all or part" of the trust's

administration occurs in Illinois. The judge found that the

trust has an "overwhelming connection to Illinois." The mother

executed the trust in Illinois, designated Illinois as its place

of administration, and appointed as successor trustee the

defendant, an Illinois resident. All trust assets are in

Illinois, including bank accounts and the house in Urbana.6 The

trust has filed Federal and Illinois tax returns, using an

Illinois address and prepared by accountants in Illinois.

6 There is no information in the record that the trust owned
any property in Massachusetts. As a result, the plaintiff
misplaces his reliance on Mallory v. Norfolk S. Ry. Co., 600
U.S. 122, 138 (2023), which involved a defendant Virginia
corporation that was subject to jurisdiction in Pennsylvania,
where it had registered to do business, employed nearly 5,000
people, and owned property.

9
Article 2.1 of the trust reserved to the mother the right

to amend the trust "in whole or in part by instrument . . .

signed by me," but we are aware of no such instrument signed by

the mother amending the trust to change the designation of its

place of administration. The judge concluded that there was no

evidence before him to suggest that the mother changed or

manifested an intent to change the place of administration of

the trust to Massachusetts. The plaintiff concedes that while

in Massachusetts the mother did not actively manage the trust.

Indeed, the plaintiff's affidavit avers that the mother "did not

have a complete picture of . . . how the [trust] operated" and

"confided in [him] that she had not read her will or the Trust

instrument when she signed them."

In those circumstances, Article 9.11 of the trust,

designating Illinois as the situs and principal place of

administration of the trust, is "valid and controlling," 760

ILCS 3/108(a). And because the trust's principal place of

administration remained in Illinois, the defendant's acceptance

of her appointment as successor trustee did not amount to any

consent to be subject to the jurisdiction of the courts of

Massachusetts pursuant to the UTC, 760 ILCS 3/202(a). See G. L.

c. 203E, § 202 (a). The plaintiff did not meet his burden to

establish jurisdiction in Massachusetts under the UTC.

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2. Long-arm statute. The plaintiff contends that the

judge erred in concluding that the defendant was not subject to

jurisdiction in Massachusetts courts under the long-arm statute,

G. L. c. 223A, § 3. That statute provides:

"A court may exercise personal jurisdiction over a person,
who acts directly or by an agent, as to a cause of action
in law or equity arising from the person's

"(a) transacting any business in this commonwealth; [or]

. . .

"(c) causing tortious injury by an act or omission in this
commonwealth."

G. L. c. 223A, § 3 (emphasis added).

The plaintiff argues that the defendant's statements in

regular telephone calls to the mother in Massachusetts

constituted either the transaction of business under § 3 (a), or

acts or omissions causing tortious injury under § 3 (c).7 We are

not persuaded. The Massachusetts long-arm statute requires that

the plaintiff's cause of action "aris[e] from" the defendant's

transaction of business, or act or omission, in Massachusetts.

The defendant's conduct in Massachusetts must be a "but for"

cause, i.e., "the first step in the train" that led to the cause

of action. Tatro v. Manor Care, Inc., 416 Mass. 763, 770 (1994)

7 The plaintiff asserts that the defendant's telephone calls
to the mother in Massachusetts served as the basis for his
claims for intentional interference and unjust enrichment, and
not his claims for fraud and undue influence.

11
(after having solicited business from at least ten Massachusetts

clients, California hotel transacted business in Massachusetts

by accepting plaintiff's room reservation by telephone). See

Doucet v. FCA US LLC, 492 Mass. 204, 209 (2023). The plaintiff

alleges that for several years before the mother moved to

Massachusetts, the defendant perpetrated a scheme to manipulate

both parents into disinheriting the plaintiff, and then

continued that scheme by communications to the mother in

telephone calls to Massachusetts. In those circumstances, the

defendant's alleged statements in telephone calls to the mother

in Massachusetts did not give rise to the plaintiff's cause of

action.

The plaintiff has not alleged that in those telephone calls

the defendant engaged in communications that would amount to the

transaction of business under § 3 (a), such as the purchase or

sale of property in Massachusetts. Contrast Nile v. Nile, 432

Mass. 390, 396-397 (2000) (trustee transacted business in

Massachusetts by negotiating divorce settlement in Massachusetts

court and funding trust with proceeds of sale of Massachusetts

corporation); Haddad v. Taylor, 32 Mass. App. Ct. 332, 335

(1992) (New York attorney transacted business in Massachusetts

by negotiating sale of real estate by telephone).

Nor has the plaintiff alleged that in those telephone calls

the defendant inflicted any tortious injury upon the mother or

12
the plaintiff that might subject the defendant to personal

jurisdiction under § 3 (c). See Caplan v. Donovan, 450 Mass.

463, 466 (2008) (no personal jurisdiction over Florida defendant

who repeatedly telephoned plaintiff ex-girlfriend in

Massachusetts, absent evidence he made threats or harassing

statements). See also Morrill v. Tong, 390 Mass. 120, 130-131

(1983) (no personal jurisdiction over defendant father, a

resident of Spain, who sent child support to Massachusetts and

telephoned children here).

The plaintiff has not met his burden to establish personal

jurisdiction over the defendant under the Massachusetts long-arm

statute.

3. Constitutional due process. Having concluded that

neither the Illinois UTC nor our long-arm statute confers

jurisdiction over the defendant, "we need not inquire into the

constitutional constraints on the exercise of jurisdiction under

the statute[s]." Morrill, 390 Mass. at 133. We briefly note

that we concur with the judge that for Massachusetts courts to

exercise personal jurisdiction over the defendant would not

comport with due process. The only connections that this suit

has with Massachusetts is that the plaintiff lives here and, for

ten months in 2020 and 2021, the defendant regularly telephoned

the mother while she was living here. See Moelis v. Berkshire

Life Ins. Co., 451 Mass. 483, 488 (2008). Moreover, the

13
plaintiff has brought nearly identical claims in a court in

Illinois. See Nile, 432 Mass. at 397, citing Keats v. Cates,

100 Ill. App. 2d 177, 188 (1968).

Judgment affirmed.

By the Court (Ditkoff,
Grant & Toone, JJ.8),

Clerk

Entered: April 10, 2025.

8 The panelists are listed in order of seniority.

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