OneWest Bank, N.A. v. Robert W. Melina

15‐3063
OneWest Bank, N.A. v. Robert W. Melina
UNITED STATES COURT OF APPEALS
FOR THE SECOND CIRCUIT
______________
August Term, 2015
(Argued: June 13, 2016 Decided: June 29, 2016)
Docket No. 15‐3063
____________
ONEWEST BANK, N.A.,
Plaintiff‐Counter‐Defendant‐Appellee,
–v.–
ROBERT W. MELINA,
Defendant‐Counter‐Claimant‐Appellant,
AMERICAN EXPRESS CENTURION BANK,
AMERICAN EXPRESS BANK, FSB,
CITIBANK, N.A., WILLIAM R. SANTO,
MAGALY BERMUDEZ, LOUIS BERMUDEZ, and
CARMEN MEDINA,
Defendants.
 The Clerk of Court is respectfully directed to amend the caption as
set forth above.

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______________
Before:
NEWMAN, W ESLEY , and D RONEY , Circuit Judges.
Defendant‐Appellant Robert W. Melina (“Melina”)
appeals from an August 31, 2015 memorandum and order of the
United States District Court for the Eastern District of New York
(Gleeson, J.) granting a motion for summary judgment by
Plaintiff‐Appellee OneWest Bank, N.A. (“OneWest”), which had
filed a foreclosure action, and denying Melina’s cross‐motion to
dismiss for lack of subject matter jurisdiction. Melina seeks
review of the District Court’s holdings that (1) a national bank is
a citizen only of the state in which its main office is located; and
(2) OneWest had standing to foreclose Melina’s mortgage. We
hold that a national bank is a citizen only of the state in which its
main office is located—not also the state of its principal place of
business—and that OneWest had standing to foreclose Melina’s
mortgage under both holder and assignment principles. We thus
AFFIRM the judgment of the District Court.
MICHAEL BRUK, Law Office of Michael Bruk, New York,
NY, for Defendant‐Appellant.
ALLISON J. SCHOENTHAL, Hogan Lovells US LLP,
Washington, D.C. (Nicole E. Schiavo, Hogan Lovells US LLP,
New York, NY; Chava Brandriss, Sean Marotta, Hogan Lovells
US LLP, Washington, D.C., on the brief), for Plaintiff‐Appellee.

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______________
P ER C URIAM:
Today we join our sister circuits in holding that, for
purposes of subject matter jurisdiction, a national bank is a
citizen only of the state in which its main office is located.
The facts underlying this case are straightforward. On
February 26, 2007, Defendant‐Appellant Robert W. Melina
(“Melina”) obtained and memorialized in a note (the “Note”) a
loan from Wall Street Mortgage Bankers Ltd. for $591,000 in
principal. As security for this loan, Melina executed a mortgage
on his property at 1245 77th Street in Brooklyn, New York. Wall
Street Mortgage Bankers indorsed the Note to the order of
IndyMac Bank, F.S.B. (“IndyMac”), and IndyMac later indorsed
the Note in blank.
In July 2008, the Office of Thrift Supervision closed
IndyMac and appointed the Federal Deposit Insurance
Corporation (“FDIC”) as its receiver. That same day, the Office
of Thrift Supervision created a new entity, IndyMac Federal
Bank, F.S.B. (“IndyMac Federal”), transferred IndyMac’s assets
to IndyMac Federal, and appointed FDIC as IndyMac Federal’s
conservator. FDIC later also became IndyMac Federal’s receiver.
On March 19, 2009, FDIC as IndyMac Federal’s receiver
entered into a Loan Sale Agreement (“LSA”) to sell substantially
all of IndyMac Federal’s assets to Plaintiff‐Appellee OneWest
Bank, N.A. (“OneWest”). Section 2.05 of the LSA, titled
“Closing,” contemplates that transfer of the subject notes “shall”
take place at some future time. See App. 76. Section 3.04(b) of the
LSA requires that all notes subject to transfer pursuant to the
LSA bear a specific form of endorsement.

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Around the same time that OneWest acquired Melina’s
loan, OneWest contracted with Deutsche Bank National Trust
Company for Deutsche Bank to serve as document custodian for
Melina’s original Note and mortgage. In that capacity, Deutsche
Bank had physical possession of Melina’s original Note and
mortgage from 2009 until April 2011, at which point Deutsche
Bank sent them to OneWest. OneWest returned Melina’s Note
and mortgage to Deutsche Bank in May 2011, and Deutsche
Bank sent them back to OneWest in June 2014. OneWest then
transmitted Melina’s original Note and mortgage to its
foreclosure counsel at Gross Polowy, LLC, on June 19, 2014.
On August 1, 2009, Melina defaulted on his loan by failing
to make the payment due that day. He did not cure the default
after receiving notice from OneWest.
On July 21, 2014, CIT Group Inc. entered into a definitive
Agreement and Plan of Merger between CIT Group and IMB
HoldCo LLC, the parent company of OneWest. CIT Group is a
Delaware corporation with its principal place of business located
at 11 West 42nd Street, New York, New York. Article V, Section
5.2 of the Agreement and Plan of Merger requires that, during
the period between the date of the agreement and the actual
closing, OneWest seek CIT Group’s written permission prior to
undertaking almost two dozen significant corporate decisions.
These decisions include opening, closing, or relocating a branch.
On September 10, 2014, OneWest commenced a
foreclosure action against Melina in the United States District
Court for the Eastern District of New York, invoking the court’s
diversity jurisdiction. On that day, Melina’s original Note and
Mortgage were in the physical possession of OneWest’s counsel
at Gross Polowy. On October 13, 2014, OneWest filed an
amended complaint containing substantively the same
allegations as the original complaint. On February 3, 2015,

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Melina filed an answer, and on April 2, 2015, he filed an
amended answer. OneWest thereafter moved for summary
judgment, and Melina cross‐moved to dismiss for lack of subject
matter jurisdiction.
On June 18, 2015, the District Court heard oral arguments
on the motions. In a memorandum and order dated August 31,
2015, the District Court denied Melina’s cross‐motion to dismiss
and granted OneWest’s motion for summary judgment. The
District Court held that a national bank such as OneWest is a
citizen only of the state in which its main office is located—not
also of the state of its principal place of business—and that
OneWest’s main office is indisputably in California. The District
Court concluded further that, even if the principal place of
business of a national bank mattered for jurisdictional purposes,
OneWest’s was California.
The District Court also disagreed with Melina’s standing
arguments on the basis of its finding that OneWest was the legal
“holder” of Melina’s Note and entitled to enforce it under the
New York Uniform Commercial Code. This finding was based
on the affidavits of OneWest’s corporate representative and
counsel, which established that OneWest was in physical
possession of Melina’s original Note at the time it commenced its
lawsuit. Additionally, the District Court found that OneWest
had proven it was entitled to enforce Melina’s loan as the loan’s
assignee.
Melina timely appealed the District Court’s memorandum
and order and sought review of the District Court’s holdings on
subject matter jurisdiction and standing.

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DISCUSSION1
Diversity jurisdiction under 28 U.S.C. § 1332 is proper
“only if diversity of citizenship among the parties is complete,
i.e., only if there is no plaintiff and no defendant who are citizens
of the same State.” Wis. Dep’t of Corr. v. Schacht, 524 U.S. 381, 388
(1998). Diversity is measured as of the time the action is brought,
and thus a post‐filing change of citizenship does not destroy
diversity jurisdiction. See Wolde‐Meskel v. Vocational Instruction
Project Cmty. Servs., Inc., 166 F.3d 59, 62 (2d Cir. 1999).
A corporation’s principal place of business under § 1332 is
“the place where a corporation’s officers direct, control, and
coordinate the corporation’s activities.” Hertz Corp. v. Friend, 559
U.S. 77, 92–93 (2010). In practice, this “should normally be the
place where the corporation maintains its headquarters—
provided that the headquarters is the actual center of direction,
control, and coordination, i.e., the ‘nerve center.’” Id. at 93.
28 U.S.C. § 1348 provides that national banks shall “be
deemed citizens of the States in which they are respectively
located.” The Supreme Court has held unequivocally that a
national bank is “located,” for diversity jurisdiction purposes, in
1 We review de novo a district court’s legal determinations, including
those regarding subject matter jurisdiction. Wake v. United States, 89
F.3d 53, 57 (2d Cir. 1996); see also Viacom Int’l, Inc. v. Kearney, 212 F.3d
721, 725–26 (2d Cir. 2000) (reviewing de novo the district court’s legal
determination regarding diversity jurisdiction).
We also review de novo a district court’s decision to grant summary
judgment. Mathirampuzha v. Potter, 548 F.3d 70, 74 (2d Cir. 2008). A
grant of summary judgment should be affirmed “‘only if there is no
genuine issue as to any material fact, and if the moving party is
entitled to a judgment as a matter of law.’” Id. (quoting Allianz Ins. Co.
v. Lerner, 416 F.3d 109, 113 (2d Cir. 2005)).

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the state designated in its articles of association as the locus of its
main office—not in every state in which it has branch offices. See
Wachovia Bank v. Schmidt, 546 U.S. 303, 307 (2006).2
In Wachovia Bank, the Supreme Court left open the
question of whether a national bank is also a citizen of the state
of its principal place of business. See id. at 315 n.8. The Court did
observe, however, that although 28 U.S.C. § 1332 provides that a
corporation “shall be deemed to be a citizen of every State and
foreign state by which it has been incorporated and of the State
or foreign state where it has its principal place of business,” 28
U.S.C. § 1332(c)(1), “[t]he counterpart provision for national
banking associations, § 1348, . . . does not refer to ‘principal place
of business,’” Wachovia Bank, 546 U.S. at 317 n.9. The Court then
dismissed this difference as one “of scant practical significance”
because “in almost every case . . . the location of a national
bank’s main office and of its principal place of business
coincide.” Id.
Several federal courts of appeals to have considered this
issue in the wake of Wachovia Bank have held that a national
bank is a citizen only of the state listed in its articles of
association as its main office. See, e.g., Rouse v. Wachovia Mortg.,
FSB, 747 F.3d 707, 708 (9th Cir. 2014) (“Looking to the Supreme
Court’s treatment of the issue and to the history and sequence of
the enactment and amendment of the statute, we conclude that,
under § 1348, a national bank is ‘located’ only in the state
designated as its main office.”); Wells Fargo Bank, N.A. v. WMR e‐
PIN, LLC, 653 F.3d 702, 706–10 (8th Cir. 2011) (analyzing
2 National banks are “corporate entities chartered not by any State, but
by the Comptroller of the Currency of the U.S. Treasury” and thus
they do not fit within § 1332(c)’s definition of State‐incorporated
entities. Wachovia Bank, 543 U.S. at 306.

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Wachovia Bank and § 1348’s statutory history to “reject [the] claim
that Wells Fargo is a citizen of both South Dakota and
California”).3 Even the Fifth and Seventh Circuits, which had
held prior to Wachovia Bank that a national bank’s principal place
of business is an independent basis for its citizenship, have now
agreed that a national bank’s citizenship is to be determined
with reference to its main office. See, e.g., Tu Nguyen v. Bank of
Am., N.A., 516 F. App’x 332, 334 n.1 (5th Cir. 2013) (“A national
bank may be considered a citizen of ‘the State designated in its
articles of association as its main office.’” (quoting Wachovia
Bank, 546 U.S. at 318)); Hicklin Eng’g, L.C. v. Bartell, 439 F.3d 346,
348 (7th Cir. 2006) (“Wachovia Bank held that national banks are
citizens only of the states in which their main offices are located,
and that decision saves this case from a jurisdictional
dismissal.”).
We agree with our sister circuits that a national bank is a
citizen only of the state listed in its articles of association as its
main office. Though Wachovia Bank did not conclusively resolve
3 Additional circuits have, in the wake of Wachovia Bank, held that a
national bank is a citizen of the state in which its main office is located.
See, e.g., Arthur v. JP Morgan Chase Bank, NA, 569 F. App’x 669, 673
(11th Cir. 2014) (“For purposes of section 1348, a national bank is
located in the place where it is designated to have its main office.”);
McKenna v. Wells Fargo Bank, N.A., 693 F.3d 207, 212 (1st Cir. 2012)
(“Well[s] Fargo, a national bank, is a citizen of . . . the State designated
in its articles of association as its main office . . . .” (internal quotation
marks omitted)); Hargrow v. Wells Fargo Bank N.A., 491 F. App’x 534,
536 (6th Cir. 2012) (citing Wachovia Bank for its holding that “national
banks are citizens of states where designated main office is located for
purposes of citizenship under 28 U.S.C. § 1348”). It is not entirely clear
from these decisions, however, whether these circuits consider a
national bank to be exclusively a citizen of the state in which its main
office is located.

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whether a national bank is a citizen of the state in which it has its
principal place of business, the Supreme Court in that case did
provide some indication that, for diversity purposes, a national
bank’s citizenship should be limited to the location of its main
office. See 546 U.S. at 307 (“Were we to hold . . . that a national
bank is additionally a citizen of every State in which it has
established a branch, the access of a [national] bank to a federal
forum would be drastically curtailed . . . .”). This is consistent
with both the statutory history of § 1348 and canons of
construction.
Congress first addressed jurisdiction for national banks in
1882, when it enacted the statutory predecessor to the current
§ 1348. This 1882 statute ensured jurisdictional parity between
national banks and state‐chartered banks by “provid[ing], in
clear and unmistakable terms, that the courts of the United
States should not have jurisdiction . . . unless they would have
jurisdiction under like circumstances of suits by or against a state
bank doing business in the same state with the national bank.”
Leather Mfrs.’ Nat’l Bank v. Cooper, 120 U.S. 778, 781 (1887)
(emphasis omitted). The 1882 statute remained in effect until
1887, at which point the language tying national bank
jurisdiction to state bank jurisdiction was removed. Rather than
focusing on parity with state banks, the 1887 statute evoked
jurisdictional parity between national banks and individual
citizens. See Act of Mar. 3, 1887, ch. 373, § 4, 24 Stat. 552, 554–55.
In 1911, Congress once again entertained the issue and
provided, in relevant part, that “all national banking associations
established under the laws of the United States shall, for the
purposes of all other actions by or against them . . . be deemed
citizens of the States in which they are respectively located.” Act
of Mar. 3, 1911, ch. 231, § 16, 36 Stat. 1087, 1093. It was not until
1948 that Congress arrived at the current version of this statute,

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codified at 28 U.S.C. § 1348, which provides in relevant part that
“[a]ll national banking associations shall, for the purposes of all
other actions by or against them, be deemed citizens of the States
in which they are respectively located.” Act of June 25, 1948, ch.
646, § 1348, 62 Stat. 869, 934.
Though Congress did not tinker further with the
citizenship of national banks after 1948, it did dramatically shift
the understanding of diversity jurisdiction with respect to the
citizenship of state‐chartered corporations in 1958. That year,
Congress enacted a provision stating that a state‐chartered
corporation—which includes state‐chartered banks—is a citizen
of both the state of incorporation and the state of its “principal
place of business.” Act of July 25, 1958, Pub. L. No. 85‐554, sec. 2,
§ 1332, 72 Stat. 415. That provision is now codified at 28 U.S.C.
§ 1332(c)(1).
The meaning of a statute’s terms is to be determined as of
the time that it became law. See MCI Telecomms. Corp. v. Am. Tel.
& Tel. Co., 512 U.S. 218, 228 (1994). At the time that Congress
employed the word “located” in § 1348, the statutory concept of
“principal place of business” had not yet come into existence.
Canons of statutory construction thus counsel against
interpreting “located” in § 1348 as providing a basis for subject
matter jurisdiction based on a national bank’s principal place of
business. See WMR e‐PIN, 653 F.3d at 709 (“We will not import a
jurisdictional concept into § 1348 that was unknown at the time
of its adoption.”).
As observed by our sister circuits, “[n]othing in the
current version of the statute or in its history suggests that
Congress intended to revive the principle of jurisdictional parity
between state‐chartered banks and national banks” once it
affirmatively deleted that parity from earlier versions of the
statute. Rouse, 747 F.3d at 715. We agree that

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when Congress introduced principal‐place‐of‐
business citizenship for state banks and
corporations in § 1332(c)(1), it made no reference to
jurisdictional parity, nor to national banks or § 1348.
And nothing in § 1348 indicates that it would
incorporate by reference any subsequent change in
the statutes governing jurisdiction over state banks
and corporations.
WMR e‐PIN, 653 F.3d at 708.
If Congress wishes to amend § 1348, then of course it is
free to do so. That task, however, is not for us. See Rouse, 747
F.3d at 715. We again share our sister circuits’ view that “should
Congress wish to link the jurisdiction for national and state
banks, the statute can easily be amended,” id., and that
“[w]hether [jurisdictional parity between national and state
banks] ought to be revived is a policy question for Congress, not
the federal courts,” WMR e‐PIN, 653 F.3d at 709.
Melina argued before the District Court that OneWest’s
principal place of business is in New York, and thus that there
could be no diversity jurisdiction between the parties. He argued
further that CIT Group’s proposed acquisition of OneWest’s
parent company warranted use of CIT Group’s principal place of
business instead of OneWest’s for purposes of diversity
jurisdiction. The District Court rejected these arguments,
concluding instead that (1) OneWest had successfully shown
“that its main office and principal place of business is in
California based on an affidavit submitted by Jon Dickerson, the
First Vice President of its foreclosure department, and an
application to the Federal Reserve System,” App. 167, and (2)
“the citizenship of any actual or proposed parent of OneWest
does not control OneWest’s citizenship for purposes of diversity
jurisdiction,” App. 168.

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On appeal, Melina argues that “a national association is a
citizen of the state of its principal place of business” as
evidenced by “[c]ongressional intent to maintain parity between
national and state banks, Supreme Court dictum, this Court’s
reluctance to limit said citizenship to only the state designated as
the main office, and federal government agency interpretation of
28 U.S.C. § 1348.” Appellant’s Br. 9. As support for his argument,
Melina relies primarily on two of this Court’s previous
decisions—World Trade Ctr. Props., L.L.C. v. Hartford Fire Ins. Co.,
345 F.3d 154, 161 (2d Cir. 2003) and Lerner v. Fleet Bank, N.A., 318
F.3d 113, 124–25 (2d Cir. 2003)—as well as a 2002 interpretive
letter from the Office of the Comptroller of the Currency.
We do not find Melina’s arguments persuasive. The cases
that Melina cites, which he concedes do not “directly settle[] the
issue of whether a national association[’s] principal place of
business is relevant for diversity purposes,” Appellant’s Br. 12,
undermine rather than support his points. World Trade Center
Properties was directly abrogated by Wachovia Bank. See Wachovia
Bank, 546 U.S. at 309 (recognizing World Trade Center Properties as
representing one side of a circuit split and holding in favor of the
other side of that split). Lerner, too, was decided before Wachovia
Bank, and it does not even so much as mention § 1348.
The interpretive letter from the Office of the Comptroller
of the Currency does not fare much better. Though Melina is
correct that the letter allows for a national bank’s citizenship to
be determined by its principal place of business, the letter
explicitly relies on and parrots the reasoning of Firstar Bank, N.A.
v. Faul, 253 F.3d 982 (7th Cir. 2001), a case that did not survive
the Seventh Circuit’s interpretation of Wachovia Bank. See Hicklin
Eng’g, 439 F.3d at 348 (holding, in accord with Wachovia Bank,
that “national banks are citizens only of the states in which their
main offices are located”); see also WMR e‐PIN, 653 F.3d at 708

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(“The Seventh Circuit has gone further, reading Wachovia Bank to
reject the proposition embraced in its Firstar Bank decision that a
national bank’s principal place of business is an independent
basis for citizenship.”). Moreover, the Office of the Comptroller
of the Currency repudiated its own letter at oral argument in
Wachovia Bank, stating clearly that “we don’t think that a
national banking association is a citizen of a State in which its
principal place of business is found, insofar as that might be
different from the State in which its main office is located.”
WMR e‐PIN, 653 F.3d at 710 (quoting Oral Arg. Tr. at 18:22,
Wachovia Bank, 546 U.S. 303).
Furthermore, the District Court correctly held that
OneWest’s principal place of business is, like its main office, in
California. Melina does not directly dispute this fact. Instead, he
argues that OneWest’s principal place of business was New York
because OneWest’s parent company, IMB HoldCo, was being
purchased by CIT Group—a company headquartered in New
York—at the time that OneWest filed its complaint. Melina
claims that when OneWest filed its original complaint on
September 10, 2014, the Agreement and Plan of Merger between
CIT Group and IMB HoldCo, dated July 21, 2014, had already
“transferred responsibility for major corporate decisions to New
York State, which in turn means New York is the place where
One[W]est’s officers direct, control, and coordinate corporate
activities.” Appellant’s Br. 17.
OneWest responds that “CIT Group’s future acquisition
of OneWest’s parent company could not affect OneWest’s
principal place of business because . . . ‘[w]hen formal separation
is maintained between a corporate parent and its corporate
subsidiary, federal court jurisdiction over the subsidiary is
determined by that corporation’s citizenship, not the citizenship
of the parent.’” Appellee’s Br. 13 (quoting Schwartz v. Elec. Data

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Sys., Inc., 913 F.2d 279, 283 (6th Cir. 1990)). OneWest is correct. It
is well established in other circuits 4 that “a subsidiary
corporation has its own principal place of business for purposes
of diversity of citizenship jurisdiction, unless it is merely an
‘alter ego’ or agent of the parent corporation,” Charles Alan
Wright, et al., 13F Federal Practice and Procedure § 3625 (3d ed.),
and we agree. Melina does not argue that OneWest was an alter
ego or agent of its parent company, and thus his argument that
OneWest assumed its parent company’s principal place of
business holds no water.
Melina also contends that the express terms of the
Agreement and Plan of Merger “effectively transferred
One[W]est[’]s principal place of business to New York, New
York.” Appellant’s Br. 18. In making this argument, Melina relies
heavily on § 5.2’s restriction on OneWest’s freedom to open,
close, or relocate any branch office. He argues that this
restriction means that OneWest, IMB HoldCo as its parent, and
CIT Group as its proposed parent all “have the same principal
place of business [i.e., New York].” Appellant’s Br. 18.
This argument, too, must fail; a corporate subsidiary does
not assume the principal place of business of its future corporate
parent solely as a result of its subsidiary status. The merger
agreement between IMB HoldCo and CIT Group says nothing
about OneWest’s principal place of business. Though § 5.2
requires OneWest to obtain approval before undertaking certain
transactions, this provision does not morph OneWest into an
alter ego or agent of its parent, IMB HoldCo—and thus it does
4 See, e.g., Shell Rocky Mountain Prod., LLC v. Ultra Res., Inc., 415 F.3d
1158, 1163 (10th Cir. 2005); Danjaq, S.A. v. Pathe Commc’ns Corp., 979
F.2d 772, 775 (9th Cir. 2005); Schwartz v. Elec. Data Sys., Inc., 913 F.2d
279, 283 (6th Cir. 1990).

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not mean that OneWest assumes IMB HoldCo’s principal place
of business.
Finally, Melina argues that the District Court’s grant of
summary judgment “should be reversed because there is a
genuine issue of material fact as to plaintiff[’]s standing to
commence a foreclosure action.” Appellant’s Br. 19. The
“genuine issue of material fact,” in Melina’s view, is whether
OneWest was the holder or assignee of the mortgage or
underlying Note at the time the action was commenced.
Under New York law, “[a] plaintiff establishes its
standing in a mortgage foreclosure action by demonstrating that,
when the action was commenced, it was either the holder or
assignee of the underlying note.” Wells Fargo Bank, N.A. v.
Rooney, 132 A.D.3d 980, 981 (N.Y. 2d Dep’t 2015). “Either a
written assignment of the underlying note or the physical
delivery of the note prior to the commencement of the
foreclosure action is sufficient to transfer the obligation, and the
mortgage passes with the debt as an inseparable incident.” U.S.
Bank, N.A. v. Collymore, 68 A.D.3d 752, 754 (N.Y. 2d Dep’t 2009);
accord Aurora Loan Servs., LLC v. Taylor, 25 N.Y.3d 355, 361 (2015).
Melina does not contest OneWest’s possession of the Note
at the time it filed its complaint. Instead, Melina argues that
OneWest’s failure “to provide the exact date the Note was
transferred, or any details at all regarding the delivery of the
Note prior to commencement of a foreclosure action” is fatal to
its claim for summary judgment. Appellant’s Br. 24. This
argument, however, has already been rejected by the New York
State Court of Appeals. In Aurora Loan Services, LLC v. Taylor, 25
N.Y.3d 355 (2015), the New York State Court of Appeals noted
that “[a]lthough the better practice would have been for [the
plaintiff] to state how it came into possession of the note in its
affidavit in order to clarify the situation completely,” the

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plaintiff was not precluded from obtaining summary judgment
by not having provided these details. Aurora Loan Servs., 25
N.Y.3d at 362. Following Aurora, New York courts have
repeatedly held that proof of physical possession—such as the
affidavits of OneWest’s corporate representative and counsel in
this case—is sufficient on its own to prove a plaintiff’s standing
to foreclose on the mortgage associated with the note. See, e.g.,
Wells Fargo Bank, N.A. v. Charlaff, 134 A.D.3d 1099, 1100 (N.Y. 2d
Dep’t 2015); Rooney, 132 A.D.3d at 982; HSBC Bank USA, N.A. v.
Spitzer, 131 A.D.3d 1206, 1207 (N.Y. 2d Dep’t 2015); Deutsche
Bank Nat’l Tr. Co. v. Abdan, 131 A.D.3d 1001, 1002 (N.Y. 2d Dep’t
2015). OneWest thus had no obligation to provide details
pertaining to the transfer or delivery of Melina’s Note in order to
prove its standing to foreclose on the associated mortgage.
Moreover, OneWest was the assignee of Melina’s loan. In
New York, standing to foreclose may be established by “a
written assignment of the underlying note.” OneWest, F.S.B. v.
Goddard, 131 A.D.3d 1028, 1029 (N.Y. 2d Dep’t 2015). “No special
form or language is necessary to effect an assignment as long as
the language shows the intention of the owner of a right to
transfer it.” Suraleb, Inc. v. Int’l Trade Club, Inc., 13 A.D.3d 612,
612 (N.Y. 2d Dep’t 2004) (internal quotation marks omitted).
Here, the LSA provided that FDIC, as receiver and conservator
for IndyMac Federal, would “sell[], transfer[], convey[], assign[]
and deliver[]” to OneWest, and OneWest would “purchase[],
accept[] and assume[] from [FDIC] . . . all of [FDIC’s] rights, title
and interests in, to and under” certain defined assets. App. 73
(§ 2.01(a)). The LSA thus assigned to OneWest all of the rights
that FDIC previously had to Melina’s loan as the conservator
and receiver of IndyMac Federal—and this assignment sufficed
to give OneWest standing to foreclose.

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CONCLUSION
For the foregoing reasons, we AFFIRM the judgment of
the District Court.

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