Court of Chancery Dismisses Action for Lack of Equitable Subject Matter Jurisdiction

Investview, Inc. v. UIU Holdings LLC, C.A. No. 2025-0327-BWD (Del. Ch. Nov. 21, 2025)

In an action involving claims for declaratory relief, breach of contract, fraudulent inducement, and unjust enrichment, the defendants moved to dismiss for lack of subject matter jurisdiction and for failure to state a claim. The Court found that the complaint failed to allege an equitable claim, as a declaratory judgment claim does not provide an independent basis for subject matter jurisdiction. Plaintiff’s “sole jurisdictional hook” was a request for specific performance, an equitable remedy. The Court reasoned that it must look beyond the remedies requested and focus on the allegations of the complaint in determining jurisdiction. The Court then found that an action for money damages would provide plaintiffs an adequate remedy at law. Accordingly, the Court dismissed the complaint and granted leave to transfer the action to Superior Court pursuant to 10 Del. C. § 1902.