Fed. Deposit Ins. Corp. v. Beneficial Mortg. Corp.

• Decision Date: 26 April 2012
• Docket Number: 10–1830.,Civil Nos. 10–1827 (FAB), 10–1828,10–1829
• Citation: 858 F.Supp.2d 196
• Parties: FEDERAL DEPOSIT INSURANCE CORPORATION as receiver for R–G Premier Bank of Puerto Rico, Plaintiff, v. BENEFICIAL MORTGAGE CORPORATION, et al., Defendants.
• Court: U.S. District Court — District of Puerto Rico

858 F.Supp.2d 196

FEDERAL DEPOSIT INSURANCE CORPORATION as receiver for R–G Premier Bank of Puerto Rico, Plaintiff,

v.BENEFICIAL MORTGAGE CORPORATION, et al., Defendants.

Civil Nos. 10–1827 (FAB), 10–1828, 10–1829, 10–1830.

United States District Court, D. Puerto Rico.

April 26, 2012.

Carmen G. Torrech–Cabrero, Ramon E. Dapena, Morell Bauza Dapena & Cartagena LLC, San Juan, PR, for Plaintiff.

Alexis Fuentes–Hernandez, Fuentes Law Offices, Harold D. Vicente–Colon, Harold D. Vicente–Gonzalez, Vicente & Cuebas, Jose W. Vazquez–Matos, Guillermo De–Guzman–Vendrell, De Guzman Law Offices, San Juan, PR, for Defendants.

OPINION AND ORDER

BESOSA, District Judge.

Before the Court is plaintiff Federal Deposit Insurance Corporation as the receiver for R–G Premier Bank's (“FDIC–R”) motion to dismiss defendants' counterclaims for failure to exhaust the mandatory administrative claims process. (Docket No. 62.) For the reasons set forth below, plaintiff FDIC–R's motion to dismiss the counterclaims is GRANTED.

DISCUSSION

I. Background

On August 12, 2009, R–G Premier Bank (“R–G Premier” or “the Bank”) filed suit in the Commonwealth of Puerto Rico Court of First Instance, San Juan Superior Division (Civil No. KCD–2009–3105), against defendants Beneficial Mortgage Corporation (“Beneficial”); Ernesto Acosta–Matos, his spouse Carmen Rodriguez–Negron and the conjugal partnership comprised by them (“Acosta–Matos”); and Ernesto Acosta–Rodriguez, his spouse Brenda Haydee Muñoz–Franqui and the conjugal partnership comprised by them (“Acosta–Rodriguez”). ( See Docket No. 38–1 at ¶ 2.) The defendants are debtors of R–G Premier. The complaint alleges that defendant Beneficial defaulted on three loans. Id. at ¶¶ 4–15. To ensure the payment of the debts, R–G Premier requested the assignment of rents on certain properties and the foreclosure of a surety and mortgage. Id. at ¶¶ 16–25. Additionally, R–G Premier alleged that defendants Acosta–Matos and Acosta–Rodriguez executed a “Letter of Continuous Security,” in which they obligated themselves to pay for the loans in case of default by Beneficial. Id. at ¶¶ 26–28. On November 16, 2009, defendant Acosta–Matos filed counterclaims against R–G Premier. (Docket No. 43–3.) On January 19, 2010, defendant Acosta–Rodriguez filed an answer and counterclaims against R–G Premier. (Docket No. 43–6.)

On April 30, 2010, the Office of the Commissioner of Financial Institutions of the Commonwealth of Puerto Rico determined that R–G Premier was not in good financial condition. (Docket No. 1–4.) It closed the Bank and appointed the Federal Deposit Insurance Corporation (“FDIC”) as receiver for the failed bank. Id. On that same date, the FDIC accepted its appointment as the Bank's receiver. (Docket No. 1–5.)

On June 7, 2010, defendant Beneficial filed an answer and counterclaims. (Docket No. 43–5.) On July 21, 2010, FDIC–R allegedly sent defendants Acosta–Matos and Acosta–Rodriguez letters, notifying them of their rights to submit an administrative claim to FDIC–R for any payment they claimed was due them from the failed Bank. ( See Docket No. 62–1.) The notices indicated that any claim must be submitted before August 4, 2010, which was the “Claims Bar Date” set by the FDIC–R. Id. On August 10, 2010, six days (four work days) after the Claims Bar Date, defendants Acosta–Matos allegedly submitted their claims to the FDIC–R. (Docket No. 62 at p. 3 and Docket No. 62–2 at ¶ 15.) Plaintiff FDIC–R contends that the remaining defendants, Beneficial and Acosta–Rodriguez, failed to file any claim. (Docket No. 62–2 at ¶ 13.)

On August 26, 2010, the FDIC–R removed this action to this Court, arguing that pursuant to the Federal Deposit Insurance Act (“FDIC Act”), 12 U.S.C. § 1819, all civil lawsuits in which the FDIC is a party, in any capacity, “shall be deemed to arise under the laws of the United States.” ( See Docket No. 1 at ¶¶ 1–2.) Thus, FDIC–R contends that removal was proper pursuant to the FDIC Act and 28 U.S.C. § 1331 based on federal question jurisdiction. Id. at ¶ 2. On October 1, 2010, the Court consolidated the four cases. ( See Docket No. 18.) On October 25, 2010, the FDIC–R sent defendants Acosta–Matos a notice which disallowed their claims because the claims were untimely filed. (Docket No. 62–4.)

On December 20, 2011, plaintiff FDIC–R filed a motion to dismiss defendants' counterclaims with prejudice. (Docket No. 62.) Plaintiff FDIC–R argues that the Court lacks jurisdiction to hear any of the counterclaims asserted by the defendants because the defendants failed to exhaust the mandatory administrative claims process. Id. at p. 10. Plaintiff FDIC–R contends that the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (“FIRREA”), 12 U.S.C. § 1821, established a mandatory administrative claims process and that failure to comply with it precludes judicial review of any claim against FDIC–R. Docket No. 62 at pp. 6–8. Therefore, the FDIC–R argues, the Court should dismiss defendants' counterclaims because they failed to exhaust the administrative claims process. Id. at pp. 9–10.

On January 20, 2012, all defendants filed a memorandum in opposition to the motion to dismiss their counterclaims. They argue that FIRREA does not deprive the federal courts of jurisdiction to entertain cases filed prior to the FDIC's appointment as receiver of R–G Premier Bank. (Docket No. 65 at p. 4.) The defendants further argue that even if a jurisdictional bar applies, the initial notice sent by the FDIC was highly deficient and failed to constitute proper notice. Id. at pp. 5–6. The Court will address each argument in turn.

II. Legal AnalysisA. Federal Rule of Civil Procedure 12(b)(1) Standard

Federal courts are courts of limited jurisdiction. Destek Grp. v. State of N.H. Pub. Utils. Comm'n., 318 F.3d 32, 38 (1st Cir.2003). Accordingly, “federal courts have the duty to construe their jurisdictional grants narrowly.” Fina Air, Inc. v. United States, 555 F.Supp.2d 321, 323 (D.P.R.2008) (citing Alicea–Rivera v. SIMED, 12 F.Supp.2d 243, 245 (D.P.R.1998)). Because federal courts have limited jurisdiction, the party asserting jurisdiction carries the burden of showing the existence of federal jurisdiction. Viqueira v. First Bank, 140 F.3d 12, 16 (1st Cir.1998) (internal citations omitted).

A party may move to dismiss an action for lack of subject-matter jurisdiction. Fed. R.Civ.P. 12(b)(1); see also Valentin v. Hosp. Bella Vista, 254 F.3d 358, 362 (1st Cir.2001) (discussing how Rule 12(b)(1) is the “proper vehicle for challenging a court's subject-matter jurisdiction.”) Motions brought under Rule 12(b)(1) are subject to a similar standard as Rule 12(b)(6) motions. Boada v. Autoridad de Carreteras y Transportacion, 680 F.Supp.2d 382, 384 (D.P.R.2010) (citing Negron–Gaztambide v. Hernandez–Torres, 35 F.3d 25, 27 (1st Cir.1994)). Subject-matter jurisdiction is properly invoked when a colorable claim “arising under” the Constitution or law of the United States is pled. 28 U.S.C. § 1331; Arbaugh v. Y & H Corp., 546 U.S. 500, 513, 126 S.Ct. 1235, 163 L.Ed.2d 1097 (2006) (internal citation omitted). Usually, a claim arises under federal law if a federal cause of action emerges from the face of a well-pleaded complaint. See Viqueira, 140 F.3d at 17 (internal citations omitted). Therefore, in considering a Rule 12(b)(1) motion, “[the district court] must credit the plaintiff's well-pled factual allegations and draw all reasonable inferences in the plaintiff's favor.” Merlonghi v. U.S., 620 F.3d 50, 54 (1st Cir.2010) (citing Valentin v. Hosp. Bella Vista, 254 F.3d at 363).

B. FIRREA'S Administrative Process Requirements for Claimants

FIRREA establishes that when the FDIC is acting as a conservator or receiver, it succeeds to “all the rights, titles, powers, and privileges ... and the assets of the insured depository institution.” 12 U.S.C. § 1821(d)(2)(A)(i). FIRREA also establishes a mandatory administrative claims review process (“ACRP”), which must be exhausted by every claimant seeking payment from the assets of the affected institution. 12 U.S.C. § 1821(d)(13)(D). If the ACRP is not completed by a claimant, a judicial bar will be imposed on “any claim that seeks payment, or determination of rights from the assets of the failed institution, for which the [FDIC] has been named receiver.” Id.; see also Lloyd v. FDIC, 22 F.3d 335, 337 (1st Cir.1994); Marquis v. FDIC, 965 F.2d 1148, 1153 (1st Cir.1992).

In Puerto Rico, the Office of the Commission of Financial Institutions appoints the FDIC as receiver of a failed bank. SeeP.R. Laws Ann. tit. 7, § 2001 et seq. Once the FDIC has been appointed as receiver, it must publish a notice to the failed bank's claimants to notify them of their obligation to present proof of their claims by a specific date. 12 U.S.C. § 1821(d)(3)(B)(i). This date, which is known as the “bar date,” must not be less than ninety days after publication of the notice to claimants. FDIC v. Kane, 148 F.3d 36, 38 (1st Cir.1998) (citing 12 U.S.C. § 1821(d)(3)(B)). The notice must be republished twice, at approximately one and two months after the initial publication of the notice. 12 U.S.C. § 1821(d)(3)(B)(ii). It must also mail a similar notice to the failed bank's creditors to notify them of the FDIC's appointment as receiver and of the creditors' obligation to present their claims, with proof, by a specific date to the FDIC. 12 U.S.C. § 1821(d)(3)(C).

If a claimant timely files a claim before the bar date, the FDIC has authority to determine the claim in accordance with the procedures established in FIRREA. 12 U.S.C. § 1821(d)(3)-(6). If the claimant fails to file a timely claim before the bar date, then his or her right to have the claim heard is barred forever. 12 U.S.C. § 1821(d)(5)(C)(i). If a claimant files a timely claim, the FDIC has 180 days to determine whether to allow or disallow, in whole or in part, a claim without the delay and expense of litigation. 12 U.S.C. § 1821(d)(5)(A)(i)....