UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

No. 14-2400

JULIE BORDEN HUGHES,

Plaintiff - Appellant,

v.

WELLS FARGO BANK, N.A.; WELLS FARGO HOME MORTGAGE; SAMUEL I. 

WHITE, P.C.; MERS, (Mortgage Electronic Registration System); 

FEDERAL HOME LOAN MORTGAGE CORPORATION,

Defendants - Appellees.

Appeal from the United States District Court for the Eastern 

District of Virginia, at Alexandria. Gerald Bruce Lee, District 

Judge. (1:14-cv-00516-GBL-TRJ)

Submitted: June 30, 2015 Decided: July 24, 2015

Before WYNN and DIAZ, Circuit Judges, and DAVIS, Senior Circuit 

Judge.

Affirmed by unpublished per curiam opinion.

Julie Borden Hughes, Appellant Pro Se. Terry Catherine Frank, 

KAUFMAN & CANOLES, PC, Richmond, Virginia, for Appellees.

Unpublished opinions are not binding precedent in this circuit.
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PER CURIAM:

Julie Borden Hughes filed a civil action in Virginia circuit 

court against Wells Fargo Bank, N.A. (“Wells Fargo”), Wells Fargo 

Home Mortgage (“WFHM”), and Samuel I. White, P.C. (“SIWPC”), 

collectively “Defendants,” asserting claims related to a 

residential mortgage secured by a Deed of Trust on Hughes’ primary 

residence. Defendants removed the action to federal district court 

pursuant to 28 U.S.C. § 1441(a) (2012), citing both federal 

question and diversity subject matter jurisdiction. The district 

court dismissed Hughes’ complaint under Fed. R. Civ. P. 12(b)(6) 

for failure to state a claim, but it granted Hughes leave to amend. 

Hughes filed an amended complaint asserting five claims for 

relief, including claims for quiet title and rescission of the 

Deed of Trust. The amended complaint identified two additional 

defendants—the Federal Home Loan Mortgage Corporation (“Freddie 

Mac”) and the Mortgage Electronic Registration System, Inc. 

(“MERS”). Hughes subsequently filed a motion for “further” leave 

to amend her complaint to join Freddie Mac and MERS as parties. 

Hughes moved to remand the case to state court pursuant to 28 

U.S.C. § 1447(c) (2012), arguing that the district court lacked 

subject matter jurisdiction because all federal questions had been 

dismissed and the action lacked both diversity of citizenship and 

an amount in controversy above $75,000. In opposing remand, 
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Defendants argued that the amount in controversy far exceeded 

$75,000, and the citizenship of nondiverse parties SIWPC and MERS

should be discounted for jurisdictional purposes because they were 

nominal parties and fraudulently joined. After Defendants moved 

to dismiss the amended complaint, the district court denied Hughes’ 

motion to remand, denied leave to add MERS and Freddie Mac as 

parties, and dismissed the action for failure to state a claim. 

Hughes appeals, challenging the court’s denial of her motion to

remand and its dismissal of her quiet title claim. For the reasons 

that follow, we affirm.

“We review de novo questions of subject matter jurisdiction, 

including those relating to the propriety of removal and fraudulent 

joinder.” Mayes v. Rapoport, 198 F.3d 457, 460 (4th Cir. 1999) 

(internal quotation marks omitted). The party seeking removal 

bears the burden to establish federal subject matter jurisdiction. 

Hoschar v. Appalachian Power Co., 739 F.3d 163, 169 (4th Cir. 

2014). Removal must be strictly construed, and “if federal 

jurisdiction is doubtful, a remand to state court is necessary.” 

Dixon v. Coburg Dairy, Inc., 369 F.3d 811, 816 (4th Cir. 2004) 

(per curiam) (alterations and internal quotation marks omitted).

We also review de novo the district court’s dismissal of 

Hughes’ claims pursuant to Rule 12(b)(6) for failure to state a 

claim. Nemphos v. Nestle Waters N. Am., Inc., 775 F.3d 616, 617 
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(4th Cir. 2015). “To survive a motion to dismiss, a complaint 

must state a claim to relief that is plausible on its face.” 

Summers v. Altarum Inst. Corp., 740 F.3d 325, 328 (4th Cir. 2014) 

(internal quotation marks omitted). Although we will “construe 

facts in the light most favorable to the plaintiff and draw all 

reasonable inferences in [her] favor,” United States ex rel. Oberg 

v. Pa. Higher Educ. Assistance Agency, 745 F.3d 131, 136 (4th Cir. 

2014) (internal quotation marks and citations omitted), we need 

not accept “legal conclusions drawn from the facts, . . . 

unwarranted inferences, unreasonable conclusions, or arguments.” 

Philips v. Pitt Cty. Mem’l Hosp., 572 F.3d 176, 180 (4th Cir. 2009) 

(internal quotation marks omitted).

Federal subject matter jurisdiction exists if the plaintiff’s 

civil action arises under federal law, see 28 U.S.C. § 1331 (2012), 

or if the amount in controversy exceeds $75,000 and the suit is 

between citizens of different states, see 28 U.S.C. § 1332(a)(1) 

(2012). State court defendants are authorized to remove to federal 

district court a civil action over which the district courts had 

original subject matter jurisdiction. 28 U.S.C. § 1441(a) (2012). 

If the district court determines at any time before final judgment 

that it lacks subject matter jurisdiction over a removed action, 

it must remand to state court. 28 U.S.C. § 1447(c) (2012). “A 

motion to remand the case on the basis of any defect other than 
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lack of subject matter jurisdiction must be made within 30 days 

after the filing of the notice of removal under [28 U.S.C. 

§ 1446(a) (2012)].” 28 U.S.C. § 1447(c).

Diversity jurisdiction requires that the parties be 

completely diverse—that is, no defendant is a citizen of the same 

state as any plaintiff. Lincoln Prop. Co. v. Roche, 546 U.S. 81, 

89 (2005). However, in determining whether diversity exists, the 

court must consider only “real and substantial parties to the 

controversy” and must disregard the suit’s “nominal or formal 

parties.” Navarro Sav. Ass’n v. Lee, 446 U.S. 458, 460-61 (1980). 

The related “fraudulent joinder” doctrine also enables the court 

“to disregard, for jurisdictional purposes, the citizenship of 

certain nondiverse defendants, assume jurisdiction over a case, 

dismiss the nondiverse defendants, and thereby retain 

jurisdiction.” Mayes, 198 F.3d at 461.

On appeal, Hughes argues that remand to state court was 

required because diversity jurisdiction was lacking, given that 

both she and SIWPC, a necessary party to the action, are Virginia 

citizens,* and the amount in controversy requirement was not 

 * Hughes asserts on appeal that the inclusion of MERS and 

Freddie Mac in her amended complaint does not affect the 

jurisdictional analysis, as the court denied leave to add them as 

parties. We are not permitted to rely solely on Hughes’ 

concession, but are obliged to consider the issue sua sponte. See

United States v. Wilson, 699 F.3d 789, 793 (4th Cir. 2012) (“[A] 
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satisfied. She also argues that the district court erred in 

denying her motion to remand as untimely, as her request for a 

remand relied solely on jurisdictional grounds.

While the district court did not expressly address SIWPC’s 

citizenship or its effect on diversity jurisdiction when ruling on 

Hughes’ motion to remand, we may “affirm on any ground appearing 

in the record, including theories not relied upon or rejected by 

the district court.” Scott v. United States, 328 F.3d 132, 137 

(4th Cir. 2003). We find no error in the district court’s exercise

of jurisdiction over Hughes’ amended complaint.

Even if SIWPC was not merely a nominal party for 

jurisdictional purposes, we conclude its citizenship was properly 

disregarded when analyzing diversity of citizenship because it was 

fraudulently joined. To establish fraudulent joinder, the 

removing party must demonstrate either that the plaintiff 

“committed outright fraud in pleading jurisdictional facts, or 

 

lack of subject matter jurisdiction cannot be waived or forfeited, 

and no other matter can be decided without subject matter 

jurisdiction.”). The district court appears to have construed 

Hughes’ pleadings as merely seeking leave to join these additional 

parties, notwithstanding the fact that it authorized Hughes to 

file the amended complaint in which they initially were named. 

Even assuming, without deciding, that MERS and Freddie Mac were 

parties to the action, their joinder did not defeat the court’s 

jurisdiction. See 12 U.S.C. § 1452(f)(2) (2012) (“[A]ll civil 

actions to which [Freddie Mac] is a party shall be deemed to arise 

under the laws of the United States, and the district courts of 

the United States shall have original jurisdiction of all such 

actions, without regard to amount or value[.]”).
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that there is no possibility that the plaintiff would be able to 

establish a cause of action against the in-state defendant in state 

court.” Weidman v. Exxon Mobil Corp., 776 F.3d 214, 218 (4th Cir.)

(internal quotation marks omitted), cert. denied, __ S. Ct. __, 83 

U.S.L.W. 3838 (June 22, 2015) (No. 14-1289). “The party alleging 

fraudulent joinder bears a heavy burden—it must show that the 

plaintiff cannot establish a claim even after resolving all issues 

of law and fact in the plaintiff’s favor.” Johnson v. Am. Towers, 

LLC, 781 F.3d 693, 704 (4th Cir. 2015) (internal quotation marks 

omitted). “This standard is even more favorable to the plaintiff 

than the standard for ruling on a motion to dismiss under Fed. R. 

Civ. P. 12(b)(6).” Hartley v. CSX Transp., Inc., 187 F.3d 422, 

424 (4th Cir. 1999). To defeat an allegation of fraudulent 

joinder, the plaintiff need establish “only a slight possibility 

of a right to relief.” Mayes, 198 F.3d at 464 (internal quotation 

marks omitted).

Here, Hughes’s amended complaint did not allege any 

misconduct by SIWPC or specifically seek any damages from it. 

Because Hughes named SIWPC solely due to its status as Trustee, it

was a relevant party only to Hughes’ claims for quiet title and 

rescission—those claims asserting that the Deed of Trust was void. 

However, we conclude both of these claims were without legal 

foundation, and Hughes therefore lacked even a “slight possibility 
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of a right to relief” against SIWPC. See id. (internal quotation 

marks omitted). 

With respect to Hughes’ rescission claim, Hughes failed to 

establish a colorable right to the equitable remedy of rescission, 

whether construing her claim as proceeding under a theory of mutual 

mistake or as asserting fraud. See Owens v. DRS Auto. Fantomworks, 

Inc., 764 S.E.2d 256, 260 (Va. 2014) (elements of fraud); Jennings 

v. Jennings, 409 S.E.2d 8, 12 (Va. Ct. App. 1991) (defining mutual 

mistake of fact warranting rescission). 

Hughes’ quiet title claim similarly lacks any valid legal 

basis. “[A]n action to quiet title is based on the premise that 

a person with good title to certain real or personal property 

should not be subjected to various future claims against that 

title.” Maine v. Adams, 672 S.E.2d 862, 866 (Va. 2009). The 

plaintiff seeking to quiet title is required to establish her 

“superior title over the adverse claimant. Thus, in order for a 

claim for quiet title to survive . . . in the foreclosure context, 

the former homeowner must plead that she has fully satisfied all 

legal obligations to the real party in interest.” Squire v. Va. 

Hous. Dev. Auth., 758 S.E.2d 55, 62 (Va. 2014).

Hughes asserts that she had superior title to the property 

over Defendants because the Deed of Trust was void, as no trustee 

was named at the time of execution, and Wells Fargo unilaterally 
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named a trustee prior to recordation. While naming a trustee “is 

essential to the nature and form of a deed of trust,” Bank of

Christiansburg v. Evans, 178 S.E. 1, 2 (Va. 1935), the parties 

need not have named a trustee for a deed of trust to be valid. 

N.Y. Life Ins. Co. v. Kennedy, 135 S.E. 882, 885 (Va. 1926). 

Rather, “a deed of trust on real estate to secure creditors, in 

which the name of the trustee is left blank, is an equitable 

mortgage, and may be enforced as such upon the principle that 

equity will treat that as done which, by agreement, is to be done.” 

Evans, 178 S.E. at 2. Thus, Hughes’ core argument—that the Deed 

of Trust was void from its inception for want of a Trustee–has no 

arguable basis in Virginia law. 

The district court properly concluded that Hughes failed to 

plead quiet title against Defendants because she failed to 

establish her superior claim to the property. Hughes’ quiet title 

claim was therefore properly dismissed pursuant to Rule 12(b)(6), 

and it failed to provide even “a slight possibility of a right to 

relief” against SIWPC that would refute Defendants’ claim of 

fraudulent joinder. See Mayes, 198 F.3d at 406 (internal quotation 

marks omitted).

Finally, we find unpersuasive Hughes’ arguments that the 

amount in controversy requirement was not satisfied. See 28 U.S.C. 

§ 1446(c)(2) (providing that, in action removed for diversity 
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jurisdiction, with limited exceptions, “the sum demanded in good 

faith in the initial pleading shall be deemed to be the amount in 

controversy”); Peterson v. Sucro, 93 F.2d 878, 882 (4th Cir. 1938) 

(recognizing that in quiet title action, “the amount in controversy 

is the value of the whole of the real estate to which the claim 

extends” (internal quotation marks omitted)). Because the 

district court did not lack subject matter jurisdiction, it 

appropriately denied Hughes’ motion to remand on jurisdictional 

grounds. Additionally, any nonjurisdictional argument Hughes’ 

motion to remand could have been construed to assert was properly 

denied as untimely filed outside the 30-day window applicable to 

motions seeking remand on nonjurisdictional grounds. 

In summary, we find no error in the court’s denial of Hughes’ 

motion to remand or dismissal of her quiet title claim under Rule 

12(b)(6). Accordingly, we affirm the district court’s judgment. 

We dispense with oral argument because the facts and legal 

contentions are adequately presented in the materials before this 

court and argument would not aid the decisional process.

AFFIRMED