PennyMac Loan Services, LLC v. Roosevelt Associates, RIGP

Supreme Court

No. 2022-331-Appeal.
(KC 21-798)

PennyMac Loan Services, LLC :

v. :

Roosevelt Associates, RIGP, et al. :

NOTICE: This opinion is subject to formal revision
before publication in the Rhode Island Reporter. Readers
are requested to notify the Opinion Analyst, Supreme
Court of Rhode Island, 250 Benefit Street, Providence,
Rhode Island 02903, at Telephone (401) 222-3258 or
Email opinionanalyst@courts.ri.gov, of any typographical
or other formal errors in order that corrections may be
made before the opinion is published.
Supreme Court

No. 2022-331-Appeal.
(KC 21-798)

PennyMac Loan Services, LLC :

v. :

Roosevelt Associates, RIGP, et al. :

Present: Suttell, C.J., Goldberg, Robinson, Lynch Prata, and Long, JJ.

OPINION

Justice Long, for the Court. The plaintiff, PennyMac Loan Services, LLC

(plaintiff), appeals from a Superior Court decision granting summary judgment in

favor of the defendants Coventry Fire District; Roosevelt Associates, RIGP

(Roosevelt); Linda Murray, Only in Her Capacity as Partner of Roosevelt

Associates, RIGP; Coventry Fire District 5-19, RIGP; Douglas Smith, Only in His

Capacity as Partner of Coventry Fire District 5-19, RIGP; Clarke Road Associates,

RIGP; Title Investment Co., RIGP; and Stephen Smith, Only in His Capacity as

Partner of Clarke Road Associates, RIGP and Title Investment Co., RIGP;

(collectively, defendants), in the plaintiff’s action to challenge (1) the adequacy of

notice of a prior petition to foreclose the right of redemption from a title conveyed

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by a tax collector’s deed pursuant to G.L. 1956 § 44-9-24;1 and (2) the prior tax sale,

as well as subsequent conveyances of property previously owned by the plaintiff, as

voidable transfers pursuant to G.L. 1956 chapter 16 of title 6, the Uniform Voidable

Transactions Act (the act).2

1
General Laws 1956 § 44-9-24 provides the following:

“The title conveyed by a tax collector’s deed shall be
absolute after foreclosure of the right of redemption by
decree of the superior court as provided in this chapter.
Notwithstanding the rules of civil procedure or the
provisions of chapter 21 of title 9, no decree shall be
vacated except in a separate action instituted within six (6)
months following entry of the decree and in no event for
any reason, later than six (6) months following the entry
of decree. Furthermore, the action to vacate shall only be
instituted for inadequacy of notice of the petition
amounting to a denial of due process or for the invalidity
of the tax sale because the taxes for which the property
was sold had been paid or were not due and owing because
the property was exempt from the payment of such taxes.
The superior court shall have exclusive jurisdiction of the
foreclosure of all rights of redemption from titles
conveyed by a tax collector’s deed, and the foreclosure
proceedings shall follow the course of equity in a
proceeding provided for in §§ 44-9-25 – 44-9-33.”
2
The plaintiff’s amended complaint sought declaratory and injunctive relief in an
effort to vacate the foreclosure decree for the following reasons: (1) Roosevelt
lacked the capacity to file a foreclosure petition based on its status as a general
partnership; (2) the foreclosure citation failed to provide plaintiff with adequate
notice and this failure denied plaintiff of its right to procedural due process; and (3)
the tax sale and later conveyances of the subject property constituted fraudulent
behavior pursuant to the act. The plaintiff has abandoned its first theory of relief on
appeal.

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This case came before the Supreme Court pursuant to an order directing the

parties to appear and show cause why the issues raised in this appeal should not be

summarily decided. After considering the parties’ written and oral submissions and

reviewing the record, we conclude that cause has not been shown and that we may

decide this appeal without further briefing or argument. For the reasons set forth in

this opinion, we affirm the amended judgment of the Superior Court.

Facts and Procedural History

The relevant facts in this matter are undisputed. The plaintiff held a mortgage

interest in property located at 24 Clarke Road in Coventry, Rhode Island (property),

pursuant to an assignment of mortgage dated July 9, 2015. The mortgagor,

defendant Domenico Companatico (Mr. Companatico), executed the mortgage when

he obtained title to the property in 2010. Unfortunately, however, Mr. Companatico

failed to pay 2018 fire district taxes in the amount of $622.51; consequently, the

Coventry Fire District conducted a tax sale auction on October 11, 2019, and

conveyed a one hundred percent interest in the property to Roosevelt for the sum of

$1,213.54, subject to a right of redemption under the Rhode Island General Laws.

Additionally, plaintiff referred to the “Uniform Fraudulent Transfer Act” in its
Superior Court filings. In 2018 the General Assembly amended the name of this act
to the Uniform Voidable Transactions Act. See P.L. 2018, ch. 141, § 1; P.L. 2018,
ch. 236, § 1.
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One year later, Roosevelt filed a petition to foreclose any right of redemption

pursuant to § 44-9-25, 3 and the Superior Court clerk issued a citation notifying

interested parties of the proceedings. The citation provided a metes and bounds

description of the property, but did not include a street address for the property. The

citation also specified that the property was located in Coventry, Rhode Island;

provided the name and contact information of the attorney for Roosevelt; and warned

that failure to file a written appearance and answer would lead to default and,

ultimately, a permanent bar against any future attempt to challenge the petition or

final decree foreclosing the right of redemption. Roosevelt served the citation via

certified mail to plaintiff’s business address and plaintiff certified receipt of the

citation via signature.

The plaintiff nevertheless failed to respond and was defaulted. A justice of

the Superior Court entered a final decree foreclosing the right of redemption on

March 5, 2021, and Roosevelt thereafter sold the property to Coventry Fire District

3
Section 44-9-25(a) provides, in relevant part, as follows:

“After one year from a sale of land for taxes, * * * whoever
then holds the acquired title may bring a petition in the
superior court for the foreclosure of all rights of
redemption under the title. The petition shall set forth a
description of the land to which it applies, with its assessed
valuation, the petitioner’s source of title, giving a
reference to the place, book, and page of record, and other
facts as may be necessary for the information of the court.”

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5-19, RIGP, a general partnership 4 which subsequently conveyed the property to

Clarke Road Associates, RIGP, for $166,500.

On September 3, 2021, plaintiff filed the instant action (1) to challenge the

March 5, 2021 decree of the Superior Court on multiple grounds, including the

adequacy of notice of Roosevelt’s petition to foreclose all rights of redemption,

pursuant to § 44-9-24; and (2) to seek to void the tax sale and subsequent

conveyances of the property pursuant to the act. The parties filed cross-motions for

summary judgment, and in a written decision dated July 21, 2022, a second trial

justice concluded that plaintiff had received adequate notice of the petition to

foreclose all rights of redemption; that the fire district taxes constituted a superior

lien on the property and that plaintiff is statutorily barred from asserting a violation

of the act; and that defendants were otherwise entitled to judgment as a matter of

law.

Following the entry of final judgment, plaintiff filed a timely notice of appeal

to this Court. 5

4
While this general partnership shares its name with the Coventry Fire District, it
has no apparent municipal affiliation.
5
On April 25, 2023, this Court remanded the case for entry of an amended judgment
as to all parties. The Superior Court then entered an amended judgment against
plaintiff and Mr. Companatico and in favor of the remaining defendants.
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Standard of Review

We review a trial justice’s decision to grant summary judgment de novo.

Newport and New Road, LLC v. Hazard, 296 A.3d 92, 94 (R.I. 2023). Moreover,

this Court employs a de novo standard of review when evaluating a trial justice’s

denial of a litigant’s request to vacate a final decree foreclosing a right of redemption

in a subject property. Izzo v. Victor Realty, 132 A.3d 680, 685 (R.I. 2016).

Discussion

The plaintiff raises three issues on appeal. First, plaintiff asks the Court to

consider whether the failure of a citation to reference the street address of a property

subject to a petition to foreclose the right of redemption violates the Due Process

Clause of the Fourteenth Amendment to the United States Constitution. Second,

plaintiff asks the Court to consider whether a tax sale of property without the

exchange of reasonably equivalent value violates the act as an involuntary transfer

from an insolvent party. Finally, plaintiff argues that the decision of the trial justice

conflicts with the recently issued opinion of the United States Supreme Court in

Tyler v. Hennepin County, Minnesota, 598 U.S. 631 (2023).

For the reasons set forth in the following analyses, under none of these issues

does plaintiff prevail.

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A. Due Process

At a minimum, due process requires that a litigant provide notice that is

reasonably calculated, when considering all circumstances, to inform interested

parties about a pending legal proceeding while also providing an opportunity for

them to raise any objections to that proceeding. See Izzo, 132 A.3d at 688. Further,

due process is both flexible and pragmatic. See Chongris v. Board of Appeals of

Town of Andover, 811 F.2d 36, 41 (1st Cir. 1987). It does not require parties to

engage in overly formalistic or hypertechnical communications with one another in

an effort to avoid violating the Fourteenth Amendment. Id. (“Substance governs over

form. So long as a ‘T’ is clearly portrayed as a ‘T,’ the Constitution does not

mandate that it be crossed in some mythic fashion.”). When evaluating a challenge

to the adequacy of notice in a proceeding to foreclose the right of redemption, courts

assess “the efforts undertaken by the foreclosing party to determine whether those

efforts are intended to actually inform the recipient about the pending matter.”

Suncar v. Jordan Realty, 276 A.3d 1274, 1279-80 (R.I. 2022) (Long, J., concurring)

(citing Jones v. Flowers, 547 U.S. 220, 238 (2006)).

Section 44-9-27 lists the notice requirements for petitions to foreclose all

rights of redemption from titles conveyed by tax-collector deed and mandates that

the citation include: (1) the name of the petitioner; (2) the names of all known

respondents; (3) a description of the land; and (4) a statement of the nature of the

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petition. See § 44-9-27(b). Moreover, this provision requires that the citation set

forth a time when an interested party may enter an appearance while also informing

an interested party that, unless that party appears within the fixed time frame, the

court will record a default and that party’s right of redemption will be forever

barred.6 Id.

Upon receipt of a citation, an interested party may contest the validity of a tax

title pursuant to § 44-9-31:

“If a person claiming an interest desires to raise any
question concerning the validity of a tax title, the person
shall do so by answer filed in the proceeding on or before
the return day, or within that further time as may on motion
be allowed by the court, providing the motion is made
prior to the fixed return date, or else be forever barred
from contesting or raising the question in any other
proceeding. He or she shall also file specifications setting
forth the matters upon which he or she relies to defeat the
title; and unless the specifications are filed, all questions
of the validity or invalidity of the title, whether in the form
of the deed or proceedings relating to the sale, shall be
deemed to have been waived. Upon the filing of the
specifications, the court shall hear the parties and shall
enter a decree in conformity with the law on the facts
found.” (Emphasis added.)

This provision, similar to § 44-9-27(b), underscores the finality of the

proceedings after an interested party has an opportunity to be heard.

6
Section 44-9-46 provides a model form for this notice procedure but provides no
particulars regarding the description of the land. See § 44-9-46.

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After examining the undisputed facts in the record, we are satisfied that the

failure of the citation to reference the street address of the subject property did not

constitute a denial of due process in the circumstances of this case. The citation

contained each of the requisite components mandated by § 44-9-27(b), as well as the

name and address of the attorney for Roosevelt, the fact that the property was located

in Coventry, Rhode Island, a return date for objections, and the location of the

proceeding. Moreover, plaintiff acknowledges having received, through certified

mail, a citation that contained an accurate metes and bounds description of the

property; the property’s correct street name, town, and state; and the correct plat and

lot number for the property.

Notwithstanding this acknowledgment, plaintiff asserts that it could not have

received meaningful notice in this matter because: (1) a layperson could not have

deciphered the “archaic directional coordinates” of a metes and bounds description

that omits a street address; (2) plaintiff’s status as a California-based entity with an

interest in thousands of different properties hindered it from ascertaining whether to

respond; and (3) Roosevelt intended to obscure the property’s location because

several other documents describing the land provided a street address.

Although the metes and bounds description created some amount of confusion

for plaintiff upon receipt of the citation, we cannot conclude that it failed to provide

meaningful notice of the then-pending proceedings. The plaintiff—a sophisticated

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and publicly traded mortgage company—clearly did not immediately ascertain the

property’s location from the citation, but it also did not contact the attorney listed on

the citation to seek clarification. In fact, plaintiff’s status as an entity that owns

thousands of properties throughout the country undercuts its assertion that it could

not readily ascertain the location of the subject property from a metes and bounds

description. Upon receipt of the citation, plaintiff undoubtedly could have sought

further information, rather than failing to respond to the citation or to appear at the

foreclosure proceeding. This Court therefore declines the invitation to speculate on

Roosevelt’s motives for omitting the street address when drafting the language

included in the citation. The means employed—providing a metes and bounds

description, including the correct street name and town, as well as contact

information for the attorney for Roosevelt—were such that plaintiff could and

should have investigated the pending matter further. See Mullane v. Central

Hanover Bank & Trust Co., 339 U.S. 306, 315 (1950) (“The reasonableness and

hence the constitutional validity of any chosen method may be defended on the

ground that it is in itself reasonably certain to inform those affected, * * * or, where

conditions do not reasonably permit such notice, that the form chosen is not

substantially less likely to bring home notice than other of the feasible and customary

substitutes.”).

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Therefore, although the citation lacked a street address for the property at

issue in the petition to foreclose the right of redemption, the omission does not

amount to a due-process violation under the circumstances of this case. See Murray

v. Schillace, 658 A.2d 512, 514 (R.I. 1995) (concluding that a litigant received

adequate notice, despite a typographical error, based on the fact that a failure to

respond to that notice could result in the deprivation of property and the party could

have overcome the defect with ordinary diligence). The language of the citation was

reasonably calculated, when considering all circumstances, to inform plaintiff about

the pending petition to foreclose all rights of redemption from the title conveyed by

the tax collector’s deed to the property, while also providing an opportunity for

plaintiff to contest the validity of the tax title. Mullane, 339 U.S. at 314.

We conclude that plaintiff has failed to demonstrate that the failure of the

citation to reference the street address of the property at issue in the petition to

foreclose the right of redemption violated due process under the circumstances of

this case. The plaintiff’s challenge pursuant to § 44-9-24 fails and, in accordance

with § 44-9-31, plaintiff is barred from contesting the validity of the March 5, 2021

decree of the Superior Court.

B. Uniform Voidable Transactions Act

The plaintiff urges this Court to reverse the Superior Court judgment in favor

of defendants because, plaintiff asserts, the October 11, 2019 tax sale must be voided

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as a fraudulent transfer pursuant to the act. However, our conclusion that plaintiff

failed to demonstrate inadequacy of notice of the petition to foreclose the right of

redemption prevents this Court from reviewing any claim of error regarding the prior

tax sale.

As was previously discussed, § 44-9-31 requires an objecting party to raise all

objections at the foreclosure proceeding; if the objecting party fails to do so, “all

questions of the validity or invalidity of the title, whether in the form of the deed or

proceedings relating to the sale, shall be deemed to have been waived.” Section

44-9-31. Based on plaintiff’s failure to raise any objection during the foreclosure

proceeding, any claim of error regarding the prior tax sale is deemed to have been

waived.7 See id.

C. Tyler v. Hennepin County, Minnesota, 598 U.S. 631 (2023)

In plaintiff’s supplemental Rule 12A statement, filed on June 9, 2023, it

argues that the Supreme Court’s May 2023 decision in Tyler v. Hennepin County,

7
During oral argument, plaintiff’s counsel suggested that we should allow its claim
under the act to proceed because plaintiff initiated that action within the act’s statute
of limitations; doing so, counsel argued, would constitute a harmonious reading of
the act and § 44-9-31’s prohibition on raising additional claims. However,
§ 44-9-31’s prohibition on additional claims after the foreclosure period ends is
analogous to a statute of repose that bars all subsequent claims, regardless of their
compliance with any applicable statute of limitations. See Salazar v. Machine Works,
Inc., 665 A.2d 567, 568 (R.I. 1995) (“In other words, ‘a statute of limitations’ bars
a right of action unless the action is filed within a specified period after an injury
occurs whereas a ‘statute of repose’ terminates any right of action after a specific
time has elapsed irrespective of whether there has as yet been an injury.”).
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Minnesota, 598 U.S. 631 (2023), alters the outcome of this case. Although parties

may not ordinarily raise on appeal issues not argued before the trial justice, we

recognize a narrow exception when the alleged error is more than harmless and

implicates an issue of constitutional dimension derived from a new rule of law that

a party could not expect to know at the time of trial. See Decathlon Investments v.

Medeiros, 252 A.3d 268, 270 (R.I. 2021).

However, even were this Court to assume that plaintiff’s argument falls within

this narrow exception to the raise-or-waive rule, Tyler does not control the outcome

of this case. The majority in Tyler held that the government possessed the authority

to sell the plaintiff-homeowner’s property to recover unpaid taxes, but that it could

not retain the excess value in the home without violating the Takings Clause of the

Fifth Amendment. Tyler, 598 U.S. at 638-39. The record before this Court reveals

that the town of Coventry sold the subject property exclusively for unpaid taxes and

fees in the amount of $1,213.54 and did not retain any excess value in the property.

As a result, the Supreme Court’s holding in Tyler v. Hennepin County, Minnesota,

fails to alter the outcome of this matter.

Therefore, we conclude that the plaintiff failed to demonstrate that the citation

provided inadequate notice of the foreclosure proceedings in violation of the Due

Process Clause of the Fourteenth Amendment to the United States Constitution, and

that the citation contained the components required to inform the plaintiff of its

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obligations should it have wished to contest the validity of the tax title. Accordingly,

we determine that no genuine issues of material fact are in dispute and that Roosevelt

is entitled to judgment as a matter of law.

Conclusion

Based on the foregoing, we affirm the amended judgment of the Superior

Court and remand the record in this case.

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STATE OF RHODE ISLAND
SUPREME COURT – CLERK’S OFFICE
Licht Judicial Complex
250 Benefit Street
Providence, RI 02903

OPINION COVER SHEET

PennyMac Loan Services, LLC v. Roosevelt
Title of Case
Associates, RIGP, et al.
No. 2022-331-Appeal.
Case Number
(KC 21-798)

Date Opinion Filed April 10, 2024

Suttell, C.J., Goldberg, Robinson, Lynch Prata, and
Justices
Long, JJ.

Written By Associate Justice Melissa A. Long

Source of Appeal Kent County Superior Court

Judicial Officer from Lower Court Associate Justice Brian Van Couyghen

For Plaintiff:

Carl E. Fumarola, Esq.
Attorney(s) on Appeal For Defendants:

Arthur M. Read, II, Esq.
Douglas H. Smith, Esq.

SU-CMS-02A (revised November 2022)