Multi-Fineline Electronix, Inc. v. WBL Corp. Ltd., (Del. Ch., Feb. 2, 2007), 2007 WL 431050, read entire opinion here. This Chancery Court decision rejected claims by a corporation against its controlling shareholder based on lack of personal jurisdiction in Delaware over the shareholder who resided in Singapore, and due also to lack of justiciability (i.e., absence of ripeness and mootness). The claim was that the shareholder breached its fiduciary duty in connection with its vote concerning a certain transaction.
The court observed that motions under Rule 12(b)(2) challenging personal jurisdiction require a review of both proper statutory service and due process. Although Delaware courts generally enforce clauses agreeing to personal jurisdiction in Delaware, which waives the due process analysis, here the agreement involved did not cover disputes of the type asserted. Nor was there any specific or general long-arm jurisdiction under 10 Del. C. Section 3104.
In granting a motion to dismiss under Rule 12(b)(2), the court observed that neither ownership of stock in a Delaware corporation nor contracting with a Delaware corporation, ipso facto, is sufficient to impose personal jurisdiction over a person or entity in Delaware.