Full Opinion

IN THE SUPERIOR COURT OF THE STATE OF DELAWARE ANNE WILLIS, as the Personal : Representative of the Estate of : Lila G. Inskeep, and ANNE WILLIS, : as an individual. : C.A. No. N25C-10-217 KMV : Plaintiffs, : : v. : : SUPPORTIVE CARE SOLUTIONS LLC, : a domestic limited liability company, : ERIC MERLINO, an individual. : : Defendants. : Submitted: February 19, 2026 Decided: August 11, 2026 Upon Defendants’ Supportive Care LLC and Eric Merlino’s Motion to Dismiss - GRANTED, in part, and DENIED, in part. Shakuntla L. Bhaya, Esq. Doroshow, Pasquale, Krawitz & Bhaya, Newark, Delaware, Counsel for Plaintiffs Eric Scott Thompson, Esq. Marshall Dennehey, PC, Wilmington, Delaware, Counsel for Defendants Vavala, J. 1 I. INTRODUCTION This matter concerns an adult guardianship over an elderly disabled woman who lived with her son until her death in 2023. A bitter relationship existed between the woman’s son and daughter, the plaintiff, who both sought control over her affairs to varying degrees. In 2020, the siblings consented to the Court of Chancery’s appointment of a professional guardian over the woman’s person and property. In 2021, however, the Court of Chancery, having determined the woman’s disability had partially resolved, terminated the guardianship over her person and limited the guardianship over her property. Sadly, law enforcement officers discovered the mother and son deceased in their shared residence in late 2023. Contending the professional guardian deficiently performed its court-ordered obligations and failed to conduct a welfare check it voluntarily agreed to perform, plaintiff filed a civil complaint in Superior Court asserting claims of breach of fiduciary duty, negligence, and wrongful death against the guardian. The Court considers here whether any of these claims must be dismissed for lack of jurisdiction under Rule 12(b)(1) or failure to state a claim upon which relief may be granted under Rule 12(b)(6). Construing the record in the light most favorable to the nonmovant plaintiff, the Court concludes Count V (breach of fiduciary duty) and portions of Counts I, II, III, IV, VI, and VII must be dismissed 2 because the Superior Court lacks jurisdiction over claims of breach of fiduciary duty by a court-appointed guardian. But at this early stage of the proceedings, further discovery is needed to determine whether plaintiff has stated viable claims against the guardian, for undertaking and breaching legal duties outside its role as a fiduciary. Accordingly, defendants’ motion to dismiss under Superior Court Civil Rule 12(b)(1) is GRANTED in part and denied in part. Defendants’ Rule 12(b)(6) motion to dismiss is DENIED. Given that the lion’s share of the factual allegations in the Complaint relate to the exercise of a Court of Chancery-appointed guardian’s fiduciary duties, this matter may be better handled by that court, which may exercise jurisdiction over any legal claims under the Clean Up Doctrine. II. BACKGROUND1 A. The Parties Plaintiff Anne K. Willis (“Plaintiff”) is the daughter of the late Lila G. Inskeep (“Lila”) and the administrator of her estate.2 At all relevant times, Lila lived with 1 Unless otherwise noted, all Docket Items [“D.I.”] refer to Case No. N25C-10-217 KMV. The facts set forth herein are drawn from D.I. 1, Complaint [“Compl.”] and Exhibits [“Ex.”] thereto, which were incorporated by reference. The averments set forth therein are assumed to be true for purposes of the instant motion. 2 Compl. ¶ 1-4. 3 her adult son, Plaintiff’s brother, John Berry Inskeep (“John”) at 4600 Griffin Drive in Wilmington, Delaware (the “Residence”).3 Defendant Supportive Care Solutions LLC (“SCS”) is a company incorporated in Delaware that provides professional guardianship services.4 Defendant Eric Merlino (with SCS, the “Defendants” or the “Guardian”) is an owner, agent, and/or employee of SCS5 alleged to have acted within the course and scope of his employment.6 Defendants served as the guardian of Lila,7 from 2020 until her death in 2023, with specific powers and duties as discussed below. B. The Court of Chancery Guardianship Proceedings 1. SCS is appointed the Guardian of Lila’s person and property In 2019, Plaintiff and John filed cross-petitions in the Court of Chancery seeking guardianship over the person and property of their mother, Lila.8 During a contested hearing in 2020, they agreed to dismiss their cross-petitions and consent to the appointment of a professional guardian for Lila’s person and property.9 After 3 Id. ¶¶ 5-7. 4 Id. ¶ 8. 5 Id. ¶¶ 8-10. 6 Id. ¶ 11. 7 Compl., Ex. J, IMO Lila G. Inskeep, C.M. #19229-N-SEM, at *3-4 (Apr. 13, 2021). 8 Id.; see also Compl. ¶ 13. 9 Id. at 1. 4 finding Lila was “a person with a disability” under 12 Del. C. § 3901(a)(2),10 by Order dated March 5, 2020,11 the Court of Chancery appointed SCS as guardian for Lila’s person and property12 with specific powers and duties.13 The Guardian performed court-ordered duties related to managing Lila’s person and finances14 and filed a series of petitions and status reports with the Court of Chancery.15 The Guardian also reported to the Court of Chancery regarding its contacts with Lila’s children, Plaintiff and John.16 10 A person with a disability is someone who “[b]y reason of mental or physical incapacity is unable properly to manage or care for their own person or property, or both, and, in consequence thereof, is in danger of dissipating or losing such property or of becoming the victim of designing persons or, in the case where a guardian of the person is sought, such person is in danger of substantially endangering person’s own health, or of becoming subject to abuse by other persons or of becoming the victim of designing persons.” 12 Del. C. § 3901(a)(2). 11 Compl. Ex. C, IMO Lila G. Inskeep, C.M. # 19229-N-SEM (Mar. 3, 2020) and IMO Lila G. Inskeep, C.M. # 19229-N-SEM (Mar. 5, 2020). 12 Compl. ¶¶ 14-15. 13 See Compl. Ex. C; see also § 3902(d)(2): The Court shall specifically enumerate the powers and duties of the guardian appointed under this subsection, granting either of the following: a. All of the powers and duties in subchapter II of this chapter. b. Limited powers based on the needs of the person with an alleged disability. A grant of limited guardianship may specify 1 or more of the following: 1. The limitations upon the authority of the guardian. 2. The areas of decision-making retained by the person with an alleged disability. 3. The specific, limited purpose of the guardianship. 14 Compl. ¶16; see also Ex. C. 15 Id. ¶ 20. 16 Id. ¶ 22. 5 Initially the Court directed the Guardian to retain and implement recommendations from Decisions 4 Life, an independent professional evaluation service.17 Decisions 4 Life recommended Lila be placed in an assisted living facility specializing in dementia care or, if she stayed at home, that a home health aide provide services three days per week.18 It did not go well. In August 2020, the Guardian reported that Lila and John refused to allow the aide to provide any services and sent her away three times.19 Thus, the Guardian discontinued the aide, but provided some support directly to Lila, including twice daily Meals on Wheels deliveries and visiting the home every two weeks to weigh her.20 The Guardian reported Lila was not receiving appropriate medical care;21 John continued to use Lila’s car despite the court’s order;22 and John and Lila “repeatedly thwarted the Guardian’s efforts to ensure Lila’s health, safety, and general quality of life.”23 The Guardian recommended Lila be placed in a dementia care facility and asked for further instructions from the court.24 17 Id. ¶ 18; and id., Ex. D. 18 Compl., Ex. D at 3-4. 19 Compl., Ex. E ¶¶ 11-13. 20 Id. ¶ 16. 21 Id. ¶¶ 17-21. 22 Id. ¶¶ 5, 22-26. 23 Id. ¶ 33. 24 Compl. ¶¶ 34-37. 6 The Court of Chancery issued a rule to show cause as to why John should not be held in contempt.25 John was held in contempt after failing to appear for the hearing; however, in a late response, he provided a doctor’s note indicating Lila had recently tested well on a cognitive exam.26 The Court removed John as Lila’s caregiver, including the compensation he was paid, and authorized the Guardian to enter any area of the home and remove Lila if needed for medical appointments, shopping, or for any other purpose.27 But “[i]n light of the doctor’s note submitted by John, the [court ordered the] Guardian should not permanently remove Lila from the home until [she] has been evaluated by a medical professional and the Guardian is assured that Lila has not recovered such that termination of the guardianship would be appropriate.”28 Relations between the family members worsened, and disputes with the Guardian ensued.29 In January 2021, John objected to the Guardian’s fees, its communications with Plaintiff, and his termination as a caregiver, with its concomitant payment.30 Lila objected to John’s termination as caregiver, claimed the Guardian was not distributing payments as required, and stated she wished to 25 Compl., Ex. F, IMO Lila G. Inskeep, C.M. # 19229-N-SEM (Sept. 11, 2020). 26 Compl., Ex. F. 27 Id. ¶ 4. 28 Id. ¶ 5. 29 See Compl., Exs. B, C, E, F, J, M, N, O, and P. 30 Compl., Ex. G. 7 have control over her own funds.31 Also dissatisfied, in March 2021, Plaintiff, who had not seen her mother in over a year, wrote the court about the poor condition of the Residence, Lila’s memory loss, and John’s controlling conduct. 32 Plaintiff stated John took their mother to the grocery store, but failed to bring her to visit another sibling in a nursing home.33 Plaintiff agreed Lila should remain in the home, but asked the court to order additional protections, including: more dementia evaluations for Lila; that Plaintiff be copied on all court correspondence and quarterly safety evaluations of the Residence; that the Guardian be ordered to call Lila at least once monthly, provide Lila with her own cell phone with pre-programmed numbers for immediate family members, and give Lila a debit card from which no cash withdrawals could be made.34 Plaintiff was also dissatisfied with the Guardian’s lack of communication with her and its fees, but agreed SCS should continue as professional guardian.35 Regarding the Guardian’s contacts with family members, other than Lila, Plaintiff suggested: “SCS only be required to maintain contact with [Lila] [and if she] is deemed able to make her own medical decisions, they should not be required to contact John or [Plaintiff] unless there is an emergency” or if 31 Id. 32 Compl., Ex. H; See also id. ¶ 23. 33 Id. 34 Compl., Ex. H. 35 Id. 8 “[t]here is express concern regarding [Lila’s] safety or wellbeing.”36 The Guardian advised the Court of Chancery of its own concerns regarding Lila’s competency and made recommendations to the court regarding her medical care and finances.37 2. The Court of Chancery terminates the guardianship of Lila’s person Lila and John hotly disputed Plaintiff’s and SCS’s contentions, and petitioned the Court of Chancery to terminate the guardianship,38 relying upon a physician’s affidavit attesting Lila had recovered and no longer had a disability under Delaware law.39 The Court of Chancery appointed an attorney ad litem, who investigated the matter and also recommended the Court’s guardianship over Lila’s person be terminated, but that its guardianship over her property be continued.40 During another contested hearing on March 24, 2021, the Court of Chancery observed, “[Lila] testified extensively regarding her ability to make decisions on her own behalf and [a] strong interest in doing so” and that “[her] testimony was lucid and persuasive in demonstrating her regained capacity to make medical decisions.”41 The Court reasoned that “[h]aving found that [Lila] has the capacity to make these decisions, [the court did] not have jurisdiction to impose any of the purported 36 Id. 37 Compl. ¶ 24. 38 Compl., Ex. J, IMO Lila G. Inskeep, C.M. # 19229-N-SEM, at *1 (Apr. 13, 2021). 39 Id. at 1. 40 Id. at 1-2; see also Compl., Ex. K, Report of Attorney Ad Litem, dated Dec. 21, 2020. 41 Id. at 2. 9 protections suggested by [SCS or Plaintiff]” and ruled, “[Lila] shall be free to make decisions regarding her person without the interference or oversight of [SCS or Plaintiff].”42 Accordingly, by Order dated April 13, 2021, the Court of Chancery terminated Defendants’ duties as guardian Lila’s person,43 but continued the guardianship over Lila’s property until another hearing could be scheduled in six months.44 In the interim, the Court limited the guardianship over Lila’s property, ordering Defendants to: assist Lila in opening a personal bank account for her use; transfer $600 to Lila’s personal account so that she could pay her own utilities; redirect the power and water bills to Lila for payment; work cooperatively with Lila; continue to ensure all other bills and expense were paid from the guardianship account; and provide an additional $500 to Lila in cash for spending money. 45 The six months was a trial period for the Court to assess whether Lila could demonstrate diligent management of her finances.46 The Magistrate’s Order of April 13, 2021 42 Compl., Ex. K at 3. 43 Compl., Ex. J, IMO Lila G. Inskeep, C.M. # 19229-N-SEM, at *3-4 (Apr. 13, 2021). 44 Id. 45 Id. at 4-6. 46 Id. at 5; see also Compl., Ex. M, IMO Lila G. Inskeep, C.M. # 19229-N-SEM, at *1-2 (Del. Chn. Apr. 6, 2021), aff’d, IMO Lila G. Inskeep, C.M. # 19229-N-PAF (Aug. 5, 2022). 10 and its limited guardianship structure was affirmed over Plaintiff and John’s exceptions.47 In September 2021, Plaintiff again complained to the Court of Chancery about the about the Guardian’s lack of reporting and responsiveness to her inquiries, as well as the fees charged.48 She also took issue with the Court of Chancery’s rulings.49 Plaintiff asked the Court to dismiss SCS as Guardian of Lila’s property and return financial control to Lila, stating: “At this point, [Lila] just may starve to death if the court waits until a hearing in January of 2022. I realize giving [Lila] the money that John will control it, spend it on his habits, but at least he will have extra to feed her.”50 Lila failed to timely pay the bills51 and so in April the Court of Chancery denied Lila and John’s petition to terminate the guardianship over her property.52 Subsequently, on August 2, 2022, it ordered SCS to stop transferring the $600 to 47 Compl., Ex. J. 48 Compl., Ex. L. 49 Id. 50 Id. 51 Compl. ¶ 28; see also id., Ex. M, IMO Lila G. Inskeep, C.M. # 19229-N-SEM, at *1-3 (Apr. 6, 2022). 52 Compl., Ex. M, at *1-3. 11 Lila for payment of utilities and resume its payment of the utilities, but continue to provide Lila $500 spending money each month.53 The Guardian’s August 26, 202254 status report advised that, prior to the August 2, 2022 Order, Defendant Merlino had been going to the Residence once a month to deliver Lila’s check, but because he was now about to electronically transfer the $500 directly to Lila,55 he stopped the in-person visits.56 Defendant Merlino stated he typically speaks to Lila once or twice per week by phone, but with fewer contacts over the last three weeks.57 In response to Plaintiff’s request to increase Lila’s monthly spending amount, the Guardian explained it could hire someone to do the shopping, but that Lila was “opposed to any type of oversight.”58 He also indicated Lila continued to receive meal delivery and that he was “willing to try things such as a grocery store gift card.”59 The Court declined Plaintiff’s request to replace SCS as Guardian and appoint the Office of the Public Guardian as successor guardian due in part to SCS’s 53 Compl., Ex. N, IMO Lila G. Inskeep, C.M. # 19229-N-SEM, at *1 (Del. Ch. Aug. 2, 2022). 54 Compl., Ex. O, Court of Chancery Judicial Action Form [“JAF”], C.M. # 19229-N-SEM (Aug. 26, 2022). 55 Id. at 1-2. 56 Id. 57 Id. at 2. 58 Id. at 2. 59 JAF. 12 “continued willingness to serve based on the Court’s decision.”60 Specifically, the Court observed: [It] had been concerned the relationship had deteriorated to the point where the guardianship could not work. The Court is encouraged to hear the guardianship seems to be working okay and the Court will continue to use court orders and letters to assist in explaining the guardian’s duty and role. The Court believes SCS is the best guardian to serve for [Lila].”61 Plaintiff continued to write the Court of Chancery with concerns over her mother’s personal welfare and property, as well as the Guardian’s responsiveness to her. On December 21, 2022, the Court denied Plaintiff’s request for additional funding for Lila’s Christmas expenses.62 And as to Plaintiff’s ongoing disputes with SCS, the Court of Chancery explained the Guardian’s limited role thusly: Regarding [Lila’s] home and vehicle, I appreciate [Plaintiff’s] concern. The guardian of the property is charged with protecting [Lila’s] assets and ensuring they are preserved and only used for [her] benefit. But the guardian of the property is limited when it comes to asserting control over [Lila’s] real and tangible property. As such, it is not unreasonable for the guardian of the property to rely, to some extent on [Lila] to inform the guardian of the property as to any necessary repairs or maintenance. I say “to some extent” because such reliance has limits. For example, if the guardian of the property has reason to believe that real or personal property is being neglected or damaged such that the person with a disability’s financial interests are put at risk, the guardian should assert greater control to protect those assets. 60 Id. 61 Id. at 3. 62 Compl., Ex. P, IMO Lila Inskeep, C.M. # 19229-N-SEM (Dec. 21, 2022). 13 It is not clear, on the record before me, if there is such a risk to [Lila’s] financial interests. Rather, [Plaintiff’s] primary concern appears to be [Lila’s] safety. Because [Lila] does not have a guardian of her person, she is responsible for her own safety and should alert the guardian of her property to necessary repairs or maintenance to resolve any dangerous conditions. Thus, I will not direct the guardian to take any action regarding the home or the vehicle at this time.63 On August 2, 2023, the Guardian filed its Annual Update and Medical Statement with the Court of Chancery.64 It advised the court that its contact with Lila was “sporadic with occasional phone calls and visits, perhaps once per month.”65 The Guardian reported there were no significant problems Lila’s finances, but was unable to provide a report regarding Lila’s physical or mental condition because, “We have not seen the client in 6 months.”66 3. Plaintiff asks the Guardian to perform welfare checks on Lila In early October 2023, Plaintiff requested Defendant Merlino conduct a welfare check on Lila’s person, home, and vehicle, during which the following email exchange took place: October 2, 2023 Plaintiff: Eric, I am just checking in to see if anyone has seen my mother recently? No one in my family has heard from her in over a year. Just would like to 63 Id. at *2-3 (emphasis added). 64 Compl., Ex. Q. 65 Id. 66 Id. at 2. 14 know that she has been seen and is doing okay. October 5, 2023 Merlino (12:54 PM): We have not heard from [Lila] in quite a while. Unfortunately, we have no authority or jurisdiction to do a wellness check. Plaintiff (2:54 PM): Thank you for responding. I am worried about her safety. I don’t know of anyone that has seen or heard from her in months. Is her monthly allowance auto deposited or still delivered to John? Is it possible to require delivery to her? Thank you. Plaintiff (4:23 PM): And anyone can request a wellness check, you do not need to have authority – can just be concerned. Plaintiff (10:51 PM): Would it be possible for you to make contact with her to make sure her needs are being met? Is her garbage being picked up? Does she have any household needs? Does she need money for car repairs? The cost of living has gone up so much are her personal needs being met? During that call, it would be the perfect time to assess her orientation and perhaps get a feel for her safety. 15 October 6, 2023 SCS 1:43PM: It is deposited.67 On December 21, 2023, Plaintiff requested New Castle County Police (“NCCPD”) conduct a welfare check on Lila, but asked that her request be anonymous.68 Plaintiff reported to police that Meals on Wheels contacted her because they had been unable to make contact with anyone at the Residence 69 and that her aunt went to the Residence but was unable to make contact with anyone.70 NCCPD’s investigation revealed mail piled up from December 8 onward in the mailbox and strewn about meal containers, but that the house was secured, there were no odors, and the vehicle was gone.71 A neighbor advised police that she hadn’t seen Lila, but saw John coming and going, as recently as the day prior. 72 NCCPD contacted Defendant Merlino who advised he sent a co-worker out earlier that same day, but had been unable to make contact with anyone.73 Defendant Merlino stated he had a legal right to access the property, but had no means of doing so.74 67 Compl., Ex. S. 68 Compl., Ex. T, New Castle County Police Report, dated December 21, 2023. 69 Id. at 2. 70 Id. 71 Id. 72 Id. 73 Compl., Ex. T, New Castle County Police Report, dated December 21, 2023. 74 Id. 16 According to police, “[Merlino] stated he would send a team over in the future with County Police to change the locks and gain entry.”75 NCCPD advised they would standby with the Guardian, if requested, when he attempted to change the locks and gain entry.76 The police determined “there was no exigency or cause to force entry into the residence.”77 The next day, December 22, 2023, Plaintiff emailed the Guardian: I reached out to you on October 3, expressing my concern for my mother's safety and well-being. To this day no one has seen or heard from her. At the time, I had asked you to reach out to her to assess if her property is well maintained. Does she have any household needs? Does she need car repairs or even home repairs? Is her heater working? Refrigerator? etc. Were you able to speak directly with her to find out if her property needs any repairs? I also expressed at that time that you speak directly to her to ascertain her needs (not just John’s). Family members have noticed that her car has been missing for over a month from her driveway. I appreciate that you are responsible for her property. Do you know where the car is? Unfortunately, her brother passed away last week. My 92 year old aunt went to her door to let her know that he passed and about the funeral. She knocked and waited for a long time with no answer. John would normally answer for this aunt. John does not even answer his phone for her. My aunt also observed that the Meals on Wheels food delivery has been strewn across the front steps and yard since at least Monday. My aunt stated that it looks as if an animal has gotten into the food. It does not appear that anyone was outside the home, or they would have walked through it. There is a lot of concern over the poor appearance 75 Id. 76 Id. 77 Id. 17 of her home and property. Do you know if anyone has checked it in the past couple of years? A wellness check was requested, and as you know, the police were not able to get anyone to come to the door. I have been told it is within the guardian’s right to change the locks to gain access to the home, and that the police will provide supervision. Would you please do this as soon as possible to assure that her home is safe, maintained, and in working order? Of course, our main concern is her personal safety and orientation, but we are extremely thankful that someone is at least responsible for her property. Again, would you please do this as soon as possible with a police escort? I sincerely just wish for my mother to be safe, and have her physical needs met including maintenance of her finances, property, etc.78 4. The Guardian discovers John and Lila deceased in the Residence On December 29, 2023, Defendant Merlino and a co-worker went to the Residence with a locksmith and gained entry.79 Shortly afterward, they found John’s body and called 911.80 Lila’s body was discovered by police in another room of the Residence.81 The home was in disarray and dirty.82 Plaintiff was interviewed by police and advised she asked the Guardian to perform a welfare check on October 3, 2023, but the guardian never did so.83 78 Compl., Ex. R. 79 Compl., Ex. U, New Castle County Police Report, dated December 29, 2023. 80 Id. 81 Id. 82 Id. 83 Compl., Ex. S, New Castle County Police Report Supplement, dated Jan. 2, 2024. 18 Plaintiff then went to the home on October 14, 2023, saw John, and was advised by John that Lila was fine.84 She also reported that a week prior, her aunt went to the Residence to notify Lila of funeral arrangements for her brother.85 When there was no response by phone or at the door, a welfare check was called in.86 Police responded and found the home secured.87 C. Plaintiff’s Claims in Superior Court Plaintiff claims the Guardian breached fiduciary and legal duties by not ensuring Lila’s home was safe or deploying funds to ensure the integrity of her property. At their root, however, Plaintiff’s claims are that the Guardian failed to protect Lila’s safety and welfare, resulting in her death. While earlier time frames are referenced, the conduct and omissions alleged in the Complaint stem from the time period Defendants SCS and Merlino served solely as guardian of the property for Lila. Count I is a survival action brought by Plaintiff on Lila’s behalf under 10 Del. C. § 3701 for her personal injuries resulting in death due to the Guardian’s alleged failure to provide her access to a phone and adequate food or water.88 Count II is a wrongful death action under 10 Del. C. 3722(a) brought by Plaintiff 84 Id. at 2. 85 Id. 86 Id. 87 Id. 88 Compl. ¶¶ 49-53. 19 individually for her mental anguish, as well as the loss of her mother’s support, services, and pecuniary benefits.89 Count III is a common law negligence action brought on behalf of the estate under the Restatement (Second) of Torts § 323 alleging the Guardian voluntarily undertook a duty to render services to Lila and failed to “exercise reasonable care and due diligence in the performance of that duty.” 90 Plaintiff contends the Guardian breached its duty to Lila under § 323 in two ways: (1) because the guardian failed to perform a series of functions associated with the property91 and (2) because it voluntarily offered and represented to the police it would “arrange and coordinate a follow-up welfare visit,” but failed to do so for eight days.92 Count IV is a common law negligence claim, again brought by the estate, 89 Id. ¶¶ 54-57. 90 Id. ¶¶ 60-62. 91 Plaintiff alleges Defendants breached their common law duty under § 323, inter alia, by: a. Disregarding repeated reports of uncollected Meals on Wheels deliveries; b. Failing to monitor status of the Residence; c. Failing to maintain contact with Decedent; d. Failing to act in the best interest of their Ward, the Decedent; e. Disregarding clear indications of imminent harm to Decedent; f. Failing to intervene and mitigate known danger earlier; g. Failing to ensure the Residence was habitable; h. Defendants omissions or acts induced reliance on the Plaintiff / Decedent, foregoing other help; i. Defendants failed to act as reasonably prudent guardians of the property who voluntarily offered to do a welfare check on the Decedent. (Compl. ¶ 68). 92 Id. ¶ 60. 20 under Restatement (Second) of Torts § 324A alleging liability to a third person for negligent performance of an voluntarily assumed duty.93 Plaintiff contends the Guardian breached its duty to Lila under § 323 by (1) “failing to conduct a welfare check until December 29, 2023” after “assuming responsibility for tasks NCCPD would otherwise have performed, [thus, ]. . .supplant[ing] NCCPD’s duty to safeguard a vulnerable resident during an active welfare investigation” and “as a result, NCC did not conduct a welfare check and Plaintiff refrained from arranging an independent check, in reliance on Defendants’ promise.”94 In the alternative, Plaintiff alleges she “reasonably relied upon Defendants to perform the undertaking with due care95 [and] Decedent was harmed when Defendants failed to do so.”96 Count V sets forth a breach of fiduciary duty claim alleging Defendants breached their duties of loyalty, care, and diligence under 12 Del. C. § 3923, as well as the 93 Id. ¶¶ 70-83. 94 Compl. ¶¶ 78-80. 95 Plaintiff alleges a litany of omissions to show Defendants breached its common law duty under § 324A: a. Disregarding repeated reports of uncollected Meals on Wheels deliveries; b. Failing to enter the home until December 29, 2023; c. Failing to monitor status of the Residence; d. Failing to maintain contact with Decedent; e. Failing to act in the best interest of its Ward, the Decedent; f. Disregarding clear indications of imminent harm to Decedent; g. Failing to inform NCCPD or Plaintiff that they had not performed the welfare check. (Compl. ¶ 82). 96 Compl. ¶ 81. 21 March 5, 2020 Order of the Court of Chancery.97 Count VI alleges negligence per se based upon Defendants’ violation of fiduciary duties set forth in 12 Del. C. Chapter 39, Guardianship98 and committing a criminal offense against a vulnerable adult under 11 Del. C. §§ 1105(a), (c), (d) “by recklessly endangering, neglecting, and misapplying the property of a vulnerable adult.”99 Finally, Count VII alleges the acts set forth in Counts I-VI were grossly negligent and reckless resulting in Lila’s “decline, prolonged suffering, and death, and in causing the damages sustained by Plaintiff.”100 D. The Parties’ Contentions Defendants move for dismissal of the Complaint on two bases. First, they argue this Court lacks subject matter jurisdiction over the controversy because all the factual allegations in the Complaint stem from Defendants’ fiduciary duties over 97 Id. ¶¶ 84-94. 98 See id. ¶ 96 (alleging violation of 12 Del. C. § 3921(c) by failing to do “whatever [was] necessary for the care, preservation and increase” of the estate); ¶ 97 (alleging violation of 12 Del. C. § 3922(b) by failing to deposit ward funds in properly titled, segregated accounts and promptly safeguard those assets; ¶¶ 98-99 (alleging violation of 12 Del. C. § 3923(e) by failing to manage and apply estate assets “solely for the ward’s benefit” and “failing to obtain necessary Court approval for major disbursements”); ¶ 100 (alleging violation of 12 Del. C. §3910(a) by failing to report to the Department of Health and Social Services that an “impaired adult” was in need of protective services; ¶¶ 101-102 (alleging violation of 12 Del. C. §3913(a) by knowingly or recklessly neglecting and financially exploiting an impaired adult” or “knowingly or recklessly neglecting and financially exploiting an impaired adult, conduct made a Class A felony when the neglect results in death.” 99 See Compl. ¶ 103. 100 Id. ¶¶ 103-110. 22 which the Court of Chancery has exclusive jurisdiction.101 Second, they contend the Complaint must be dismissed for failure to state a claim upon which relief may be granted because Defendants owed no duty to either Lila or the Plaintiff. Plaintiff responds that her claims for survival and wrongful death are common law and statutory legal claims seeking monetary damages more akin to professional negligence than equitable claims of breach of fiduciary duty.102 Neither side is completely correct as discussed below. III. STANDARD OF REVIEW Rule 12(b)(1) allows a Defendant to seek dismissal of a claim based upon lack of subject matter jurisdiction.103 The burden rests with the plaintiff to make a sufficient showing that jurisdiction exists.104 “The jurisdiction of the subject matter of any controversy in any court must be determined in the first instance by the allegations of the complaint.”105 The Court accepts the material factual allegations set forth in the Complaint as true.106 The Court may also consider the pleadings, 101 D.I. 8, Mot. of Defendants to Dismiss Plaintiff’s Complaint [“Mot.] ¶ 7. 102 D.I. 11, Plaintiff’s Response in Opposition to Defendants’ Motion to Dismiss [“Resp.”] at 3-4. 103 Super. Ct. Civ. R. 12(b)(1). 104 Acme Mkts., Inc. v. Oekos Kirkwood, LLC, 2025 WL 2172302, at *3 (Del. Super. July 31, 2025). 105 Dickerson v. Murray, 2015 WL 447607, at *2 (Del. Super. Ct. Feb. 3, 2015) (citing Stidham v. Brooks, 5 A.2d 522, 524 (Del. 1939)). 106 Id. (citing Grace v. Morgan, 2004 WL 26858, at *1 (Del. Super. Ct. Jan. 6, 2004) and, in turn, citing Diebold v. Computer Leasing v. Commercial Credit Corp., 267 A.2d 586 (Del. 1970)). 23 affidavits, discovery of record, and briefs in determining whether a plaintiff satisfies that burden107 and draws all reasonable inferences in favor of the nonmovant.108 In deciding whether it has subject matter jurisdiction, “the Court must look beyond the language of the complaint to determine the true nature of the claim and the desired relief.”109 Rule 12(b)(6) allows a Defendant seek dismissal of a claim for “failure to state a claim upon which relief can be granted.”110 However, the threshold showing a plaintiff must make to survive a motion to dismiss is low.111 To survive a motion to dismiss, plaintiff need only give “general notice of the claim asserted.”112 In ruling on a Rule 12(b)(6) motion, the Court must “accept all well pleaded factual allegations as true;”113 “accept even vague allegations as ‘well pleaded’ if they give opposing party notice of the claim;”114 and “draw all reasonable factual inferences 107 Mason, 2024 WL 4563935, at *2 (quoting Econ. Steel, 2020 WL 1866869, at *1). 108 In re Proton Pump Inhibitors Prods. Liab. Litig., 2023 WL 5165406, at *5 (Del. Super. Aug. 11, 2023) (quoting Appriva S’holder Litig. Co., LLC v. EV3, Inc., 937 A.2d 1275, 1284 n.14 (Del. 2007)); see also Degregorio v. Mariott Intl., Inc., 2018 WL 3096627, at *5 (Del. Super. June 20, 2018). 109 Defranco v. Pordham, 2015 WL 4751217, *1 (Del. Super. Aug. 11, 2015) (quoting Mehiel v. Solo Cup Co., 2007 WL 901637, at *2 (Del. Super. Mar. 26, 2007)). 110 Del. Super. Ct. Civ. R. 12(b)(6). 111 Doe v. Cahill, 884 A.2d 451, 458 (Del. 2005). 112 Id. (citing Ramunno, 705 A.2d 1029,1034 (Del. 1998) (citing Solomon v. Pathe Communications Corp., 672 A.2d 35, 38 (Del.1996))). 113 Spence v. Funk, 396 A.2d 967, 968 (Del. 1978)). 114 Central Mortgage Co. v. Morgan Stanley Mortgage Capital Holdings LLC, 27 A.3d 531, 535 (Del. 2011). 24 in favor of the party opposing the motion.”115 Dismissal of a claim is warranted “only if it appears with reasonable certainty that the plaintiff could not prove any set of facts that would entitle [her] to relief.”116 Notwithstanding this liberal standard, the Court is required to scrutinize the Complaint. In considering whether dismissal is appropriate, the Court need not accept conclusory assertions that are unsupported by specific fa