# Old Republic National Title Insurance Company v. Simmons Bank

> District Court, D. Massachusetts · June 23, 2025

URL: https://www.frixlaw.com/law-library/cases/11082313

## Case

- **Court:** District Court, D. Massachusetts
- **Decided:** June 23, 2025
- **Opinion:** 100trialcourt
- **Cited by:** 0 later opinions in the Frix Law Library

## Citator (automated)

- No negative treatment found by the automated citator. That is not the same as a confirmation that the case is good law; read the citing cases.
- Full citator and citing cases: https://www.frixlaw.com/law-library/cases/11082313

## How later opinions describe it (automated extraction)

- holding that passive investment activity did not constitute transacting business under § 3(a)

## Opinion text

UNITED STATES DISTRICT COURT
DISTRICT OF MASSACHUSETTS
____________________________________
)
OLD REPUBLIC NATIONAL TITLE )
INSURANCE COMPANY, )
)
Plaintiff, )
)
) Civil Action No. 24-CV-12668-AK
v. )
)
SIMMONS BANK, )
)
Defendant. )
)

MEMORANDUM AND ORDER ON DEFENDANT SIMMONS BANK’S
MOTION TO DISMISS FOR LACK OF PERSONAL JURISDICTION

ANGEL KELLEY, D.J.
This case arises from an insurance indemnification dispute resulting from a fraudulent
real estate transaction involving property located in Massachusetts. Plaintiff Old Republic
National Title Insurance Company (“Old Republic”) brings this action against Defendant
Simmons Bank (“Simmons”) after Simmons allegedly accepted and processed a fraudulent
check. [Dkt. 1.2 at ¶ 11]. Old Republic initially filed suit in Massachusetts Superior Court, and
Simmons timely removed the case to this Court pursuant to 28 U.S.C. § 1332. [Dkt. 1].
Now before the Court is Simmons’ Motion to Dismiss for Lack of Personal Jurisdiction
under Federal Rule of Civil Procedure 12(b)(2). [Dkt. 7]. Simmons contends that it lacks
sufficient contacts with Massachusetts to support the exercise of personal jurisdiction, as the
relevant conduct occurred entirely outside the Commonwealth. [Dkt. 8 at 2]. Old Republic
opposes this motion, asserting that Simmons’ business activities in Massachusetts and the alleged
tortious injury within the state are sufficient to establish jurisdiction. [Dkt. 10 at 8]. For the
reasons set forth below, the Court finds that Old Republic has failed to meet its “burden of
showing that personal jurisdiction is both statutorily authorized and consistent with the
constitutional requirements of due process.” Motus, LLC v. CarData Consultants, Inc., 23 F.4th
115, 121 (1st Cir. 2022). Accordingly, Simmons’ Motion to Dismiss is GRANTED, and the case

is DISMISSED.
I. FACTUAL BACKGROUND
Old Republic is a Florida corporation with its principal place of business in
Massachusetts. [Dkt. 1.2 at ¶ 1]. Simmons is a state-chartered bank headquartered in Arkansas,
where it also maintains its principal place of business. [Id. at ¶ 2]. Simmons does not maintain
any branches, offices, or employees in Massachusetts.1 [Dkt. 10 at 2-3]. However, it has
originated at least 50 mortgage loans in the Commonwealth since 2021, totaling over $20
million. [Dkt. 10 at 3].
On April 12, 2024, an individual impersonating the owner of a property in Methuen,
Massachusetts, used a forged deed to induce Bachir Lib, LLC (“Bachir”) to issue a check for

$180,755.97. [Dkt. 1.2 at ¶¶ 6, 10]. The check was deposited at a Simmons branch in Arkansas,
and the funds were subsequently withdrawn. [Dkt. 8 at 1]. After the fraud was discovered, Old
Republic indemnified Bachir pursuant to its title insurance policy. [Dkt. 1.2 at ¶ 13].
Old Republic filed suit in Massachusetts Superior Court on September 13, 2024, asserting
claims for negligence, breach of duty, and indemnity. [Dkt. 1.2]. Old Republic argues that
Simmons should have rejected the check because the account holder did not exist. [Id. at ¶ 14].
Alternatively, Old Republic claims that Simmons acted negligently by failing to verify the
customer’s identity if an account did exist. [Id. at ¶ 16]. Simmons removed the case to federal

1 Corey Chafin is presently the sole advisor authorized to originate loans in Massachusetts for Simmons, but he is
based out of Simmons’ Poplar Point branch in Memphis, Tennessee – not Massachusetts.
court on October 21, 2024, and moved to dismiss for lack of personal jurisdiction under Rule
12(b)(2). [Dkt. 1; Dkt. 7]. Old Republic opposed the motion, asserting that Simmons’ ongoing
business dealings in Massachusetts—particularly its involvement in numerous mortgages—
establish personal jurisdiction. [Dkt. 10 at 3].

II. LEGAL STANDARD
A motion under Rule 12(b)(2) challenges the Court’s authority to exercise personal
jurisdiction over a defendant. The plaintiff bears the burden of establishing jurisdiction by a
preponderance of the evidence. See Vapotherm, Inc. v. Santiago, 38 F.4th 252, 257 (1st Cir.
2022). Where, as here, the Court decides the motion without an evidentiary hearing, the prima
facie standard applies. Daynard v. Ness, Motley, Loadholt, Richardson & Poole, P.A., 290 F.3d
42, 51 (1st Cir. 2002). Under this standard, the Court considers whether the plaintiff has
proffered evidence that, if credited, would support jurisdiction. Baskin-Robbins Franchising
LLC v. Alpenrose Dairy, Inc., 825 F.3d 28, 34 (1st Cir. 2016). The Court accepts the plaintiff’s
properly supported facts as true and construes them in the light most favorable to the plaintiff,

but may also consider undisputed facts presented by the defendant. Jet Wine & Spirits, Inc. v.
Bacardi & Co. Ltd., 298 F.3d 1, 4 (1st Cir. 2002).
Although the plaintiff’s burden is “light,” they cannot rely on “mere allegations,” but
must point to specific facts in the record that substantiate their claims. Id. at 8 (citing Daynard,
290 F.3d at 51). Furthermore, “a federal court generally may not rule on the merits of a case
without first determining that it has jurisdiction over the category of claim in suit [for] subject-
matter jurisdiction and [over] the parties [for] personal jurisdiction.” Rodríguez-Rivera v.
Allscripts Healthcare Sols., Inc., 43 F.4th 150, 162 n.8 (1st Cir. 2022) (quoting Sinochem Int’l
Co. Ltd. v. Malaysia Int’l Shipping Corp., 549 U.S. 422, 430-31 (2007)). Accordingly, the Court
must first resolve the jurisdictional question before proceeding to the merits of the case.
III. DISCUSSION
To exercise personal jurisdiction over a nonresident defendant, the Court must find that

the defendant’s contacts with the forum satisfy both the Massachusetts long-arm statute and the
Due Process Clause of the Fourteenth Amendment. Sawtelle v. Farrell, 70 F.3d 1381, 1387 (1st
Cir. 1995). Simmons contends that Old Republic has failed to meet either requirement, and the
Court agrees.
A. Personal Jurisdiction Under the Massachusetts Long-Arm Statute
Simmons is neither incorporated nor headquartered in Massachusetts and thus is not
subject to general jurisdiction. See Exxon Mobil Corp. v. Att’y Gen., 94 N.E.3d 786, 791 (Mass.
2018). Nor do its activities in Massachusetts rise to the level required for general jurisdiction.
See Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 415-16 (1984); Tatro v.
Manor Care, Inc., 625 N.E.2d 549, 554 n.6 (Mass. 1994). Accordingly, the Court considers only

whether specific jurisdiction exists.
The Massachusetts long-arm statute, Mass. Gen. Laws ch. 223A, § 3, enumerates the
circumstances under which a court may assert personal jurisdiction over a nonresident defendant.
Exxon Mobil Corp., 94 N.E.3d at 792-93. Relevant here are subsections (a), (c), and (d), which
authorize jurisdiction where a defendant: (1) transacts business in Massachusetts (§ 3(a)); (2)
causes tortious injury by an act or omission within Massachusetts (§ 3(c)); or (3) causes tortious
injury in Massachusetts through out-of-state conduct while regularly doing or soliciting business
in the Commonwealth (§ 3(d)). Because the long-arm statute may impose stricter limits than
federal due process, the Court must first determine whether jurisdiction is authorized under the
statute before proceeding to a constitutional analysis. See SCVNGR, Inc. v. Punchh, Inc., 85
N.E.3d 50, 52 (Mass. 2017).
1. Transacting Business – § 3(a)
To establish jurisdiction under Mass. Gen. Laws ch. 223A, § 3(a), the defendant must

have purposefully engaged in significant business activities in Massachusetts, and the plaintiff’s
claims must arise from those activities. Tatro, 625 N.E.2d at 551; Power v. Connectweb Techs.,
Inc., 648 F. Supp. 3d 321, 331-32 (D. Mass. 2023). Isolated or attenuated contacts may be
insufficient. Power, 648 F. Supp. 3d at 332.
Here, Old Republic’s claims do not arise from any Massachusetts-based transactions by
Simmons. [Dkt. 8 at 1]. Additionally, Simmons does not advertise, solicit, or maintain facilities
in the Commonwealth, and it has not directly interacted with Old Republic or its insureds in
Massachusetts. [Id. at 4]. While Simmons holds mortgages on Massachusetts properties, Old
Republic has not shown that these activities are sufficiently connected to the alleged tort. [Id. at
3]; see Sun Life Assurance Co. of Canada v. Sun Bancorp, Inc., 946 F. Supp. 2d 182, 188 (D.

Mass. 2012) (holding that passive investment activity did not constitute transacting business
under § 3(a)). Accordingly, § 3(a) does not apply.
2. Causing Tortious Injury – § 3(c)
Mass. Gen. Laws ch. 223A, § 3(c) applies only where the defendant’s act or omission
occurred within Massachusetts. Simmons’ alleged negligence—accepting a fraudulent check—
occurred entirely at its Arkansas branch. [Dkt. 8 at 1]. Thus, § 3(c) is inapplicable.
3. Causing Tortious Injury – § 3(d)
Old Republic also invokes Mass. Gen. Laws ch. 223A, § 3(d), which permits jurisdiction
where a defendant causes tortious injury in Massachusetts through out-of-state conduct, provided
the defendant regularly does or solicits business in the Commonwealth or derives substantial
revenue from goods used or services rendered here. See Keds Corp. v. Renee Int’l Trading
Corp., 888 F.2d 215, 219 (1st Cir. 1989).
Old Republic argues that Simmons’ mortgage portfolio in Massachusetts generates

hundreds of thousands of dollars in revenue. [Dkt. 10 at 13]. But courts assess not only the
absolute dollar amount, but also its significance relative to the defendant’s overall operations.
See Mark v. Obear & Sons, Inc., 313 F. Supp. 373, 375-76 (D. Mass. 1970). Here, Simmons’
Massachusetts revenue represents a small fraction of its national business. Moreover, Simmons
is not registered to do business in Massachusetts, does not solicit customers here, and lacks any
physical presence in the state. [Dkt. 8 at 4, 14]. Thus, even assuming arguendo that Old
Republic suffered a tortious injury in Massachusetts, Simmons’ limited and indirect economic
activity in the Commonwealth does not satisfy § 3(d). See Good Hope Indus., Inc. v. Ryder
Scott Co., 389 N.E.2d 76, 80 (Mass. 1979) (requiring purposeful availment and a discernible
nexus between the defendant’s conduct and the forum).

Because Old Republic has not demonstrated that any provision of the long-arm statute
applies, the Court lacks statutory authority to exercise jurisdiction. Nonetheless, for
completeness, the Court proceeds to the constitutional analysis.
B. Personal Jurisdiction Under the Due Process
The Due Process Clause of the Fourteenth Amendment limits a court’s authority to
exercise personal jurisdiction over a nonresident defendant. To satisfy due process, a plaintiff
must establish either general or specific jurisdiction, each requiring distinct legal showings. See
United States v. Swiss Am. Bank, Ltd., 274 F.3d 610, 618 (1st Cir. 2001).
1. General Jurisdiction
General jurisdiction exists when a defendant’s contacts with the forum state are so
“continuous and systematic” that the entity is essentially “at home” there. Daimler AG v.

Bauman, 571 U.S. 117, 127 (2014) (quoting Goodyear Dunlop Tires Operations, S.A. v. Brown,
564 U.S. 915, 919 (2011)). For corporations, this typically means being incorporated or having a
principal place of business in the forum. See Daimler AG v. Bauman, 571 U.S. 117, 137 (2014).
Courts assess general jurisdiction holistically, considering the totality of a defendant’s in-state
activities. See BNSF Ry. Co. v. Tyrrell, 581 U.S. 402, 414 (2017).
Simmons does not meet this standard. It is incorporated and headquartered in Arkansas,
has no physical presence in Massachusetts, and does not employ personnel or solicit business in
the Commonwealth. [Dkt. 8 at 4]. Its mortgage holdings in Massachusetts represent less than
one percent of its overall lending portfolio—insufficient to render it “at home” in the state. See
Kuan Chen v. United States Sports Acad., Inc., 956 F.3d 45, 57 (1st Cir. 2020). As the Supreme

Court has emphasized, courts should refrain from “stretch[ing]” general jurisdiction beyond
traditionally recognized limits. Daimler, 571 U.S. at 132. Accordingly, Simmons Bank is not
“essentially at home” in Massachusetts, and Old Republic cannot rely on general jurisdiction to
establish personal jurisdiction.
2. Specific Jurisdiction
Specific jurisdiction is claim-specific and requires that the defendant’s forum-related
conduct gave rise to the plaintiff’s claims. See Ford Motor Co. v. Montana Eighth Jud. Dist. Ct.,
592 U.S. 351, 359 (2021). Courts apply a three-part test: (1) relatedness, (2) purposeful
availment, and (3) reasonableness. See Astro-Med, Inc. v. Nihon Kohden Am., Inc., 591 F.3d 1,
9 (1st Cir. 2009). The Court addresses each factor in turn.
a) Relatedness
The relatedness prong requires that the plaintiff’s claims arise directly from the

defendant’s in-state conduct. Swiss Am. Bank, 274 F.3d at 620-21. Here, Old Republic’s claims
stem from Simmons’ acceptance of a fraudulent check in Arkansas, not from any activity
Simmons conducted in Massachusetts. [Dkt. 8 at 1]. Its mortgage lending in the Commonwealth
is unrelated to the transaction at issue and played no role in the alleged tort. [Id. at 5]. Without a
causal link between Simmons’ forum contacts and the claims asserted, relatedness is lacking.
b) Purposeful Availment
Purposeful availment requires that the defendant deliberately engaged in significant
activities within the forum, such that it could reasonably anticipate being haled into court there.
Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475-76 (1985). Simmons does not advertise,
solicit, or maintain a presence in the state. [Dkt. 8 at 4]. The fraudulent transaction occurred

entirely outside Massachusetts and was not the result of any forum-directed conduct. [Id. at 1].
Courts routinely reject jurisdiction where a defendant’s contacts are passive or incidental. See,
e.g., Walden v. Fiore, 571 U.S. 277, 290 (2014).
c) Reasonableness
Even if the first two prongs were satisfied, and they are not, the Court must still assess
whether exercising jurisdiction would be reasonable. World-Wide Volkswagen Corp. v.
Woodson, 444 U.S. 286, 292 (1980). This involves a balancing of several factors, including the
burden on the defendant of litigating in the forum, the forum state’s interest in resolving the
dispute, the plaintiff’s interest in obtaining convenient and effective relief, the judicial system’s
interest in efficiently resolving controversies, and the shared interests of the states in furthering
substantive social policies. Baskin-Robbins, 825 F.3d at 40 (quoting Ticketmaster-N.Y., Inc. v.
Alioto, 26 F.3d 201, 209 (1st Cir. 1994)). These considerations are applied flexibly: when the
plaintiff’s case for jurisdiction based on relatedness and purposeful availment is weak, the

threshold for showing that jurisdiction would be unfair is correspondingly lower. Id.
Here, requiring Simmons to litigate in Massachusetts would impose a substantial burden,
as its operations, witnesses, and records are located elsewhere. Massachusetts has limited
interest in adjudicating a dispute involving out-of-state conduct, particularly where the injured
party has already been compensated. Forcing Simmons to defend itself in this forum would
offend traditional notions of fair play and substantial justice.
IV. CONCLUSION
For the foregoing reasons, the Court concludes that it lacks personal jurisdiction over
Simmons Bank. Simmons’ Motion to Dismiss [Dkt. 7] is therefore GRANTED, and the case is
DISMISSED.

SO ORDERED.
Dated: June 23, 2025 /s/ Angel Kelley
Hon. Angel Kelley
United States District Judge

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Source: Frix Law Library, https://www.frixlaw.com/law-library/cases/11082313. Public record. Not legal advice.