FOR PUBLICATION

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

FEDERAL HOME LOAN MORTGAGE 

CORPORATION; FEDERAL HOUSING 

FINANCE AGENCY, As Conservator 

of Freddie Mac; FEDERAL NATIONAL 

MORTGAGE ASSOCIATION,

Plaintiffs-Appellees,

v.

SFR INVESTMENTS POOL 1, LLC,

Defendant-Appellant,

and

NEVADA NEW BUILDS, LLC; LAS 

VEGAS DEVELOPMENT GROUP, LLC,

Defendants.

No. 16-15962

D.C. No.

2:15-cv-01338-

GMN-CWH

OPINION

Appeal from the United States District Court

for the District of Nevada

Gloria M. Navarro, Chief Judge, Presiding

Argued and Submitted April 11, 2018

San Francisco, California

Filed June 25, 2018
2 FHLMC V. SFR INVESTMENTS POOL 1

Before: M. Margaret McKeown and Kim McLane 

Wardlaw, Circuit Judges, and Gary S. Katzmann,* Judge.

Opinion by Judge Katzmann

SUMMARY**

Housing and Economic Recovery Act

The panel affirmed the district court’s summary 

judgment in favor of the Federal National Mortgage 

Association (“Fannie Mae”), the Federal Home Loan 

Mortgage Corporation (“Freddie Mac”), and the Federal 

Housing Finance Agency (“FHFA”) in their action seeking 

declaratory relief regarding foreclosures under Nev. Rev. 

Stat. § 116.3116, which grants homeowners’ associations 

superpriority liens on real property under certain 

circumstances.

Nevada homeowners’ associations (“HOAs”) sold five 

properties to defendant SFR Investments Pool 1, Inc., 

following foreclosures on liens for unpaid HOA dues. 

Fannie Mae and Freddie Mac had purchased mortgage loans 

on the properties and had securitized the loans. Fannie Mae 

and Freddie Mac had subsequently been placed under the 

conservatorship of FHFA pursuant to the Housing and 

Economic Recovery Act of 2008 (“HERA”). FHFA did not 

 * The Honorable Gary S. Katzmann, Judge for the United States

Court of International Trade, sitting by designation.

** This summary constitutes no part of the opinion of the court. It 

has been prepared by court staff for the convenience of the reader.
FHLMC V. SFR INVESTMENTS POOL 1 3

consent to the HOA foreclosure sales of the properties to 

SFR.

The Nevada Foreclosure Statute, § 116.3116, provides 

that foreclosure on an HOA superpriority lien quashes all 

other property liens or interests recorded after the 

recordation of the covenants, conditions, and restrictions 

attached to the property’s title.

The panel held that under HERA, FHFA succeeded to 

Fannie Mae and Freddie Mac’s securitized mortgage loans, 

which were held in trust, upon inception of conservatorship. 

Accordingly, FHFA, as conservator, possessed enforceable 

interests in the properties at the time of the HOA foreclosure 

sales. The Federal Foreclosure Bar, 12 U.S.C. § 4617(j)(3), 

therefore applied. The Federal Foreclosure Bar, a part of 

HERA, provides that the property of an entity in FHFA 

conservatorship is not subject to foreclosure without the 

consent of FHFA. 

The panel held that under Berezovsky v. Moniz, 869 F.3d 

923 (9th Cir. 2017), the Federal Foreclosure Bar preempts 

the Nevada Foreclosure Statute to the extent that an HOA’s 

foreclosure of its superpriority lien cannot extinguish a 

property interest of Fannie Mae or Freddie Mac while under 

FHFA conservatorship. Accordingly, the HOA foreclosure 

sales on the properties did not extinguish Fannie Mae and 

Freddie Mac’s interests in the properties and thus did not 

convey the properties free and clear of their deeds of trust to 

SFR.

The panel further held that FHFA did not deprive SFR of 

a property right without due process because (1) Nevada law 

did not provide SFR with a constitutionally protected 

property interest in purchasing the houses with free and clear 
4 FHLMC V. SFR INVESTMENTS POOL 1

title, and (2) assuming a protected property interest, SFR was 

not deprived of that interest without adequate procedural 

protections.

COUNSEL

Karen L. Hanks (argued), Jesse N. Panoff, Diana Cline 

Ebron, Jacqueline A. Gilbert, and Howard C. Kim, Kim 

Gilbert Ebron, Las Vegas, Nevada; for DefendantAppellant.

Michael A.F. Johnson (argued), Matthew J. Oster, Elliott C. 

Mogul, Dirk C. Phillips, Asim Varma, and Howard N. 

Cayne, Arnold & Porter Kaye Scholer LLP, Washington, 

D.C.; John D. Tennert III and Leslie Bryan Hart, Fennemore

Craig P.C., Reno, Nevada; Michael W. Stark, Tennille J. 

Checkovich, and John H. Maddock III, McGuireWoods 

LLP, Richmond, Virginia; Robin E. Perkins and Amy 

Sorenson, Snell & Wilmer, Salt Lake City, Utah; for 

Plaintiffs-Appellees.
FHLMC V. SFR INVESTMENTS POOL 1 5

OPINION

KATZMANN, Judge:

The economic downturn following the subprime 

mortgage crisis of 2007 pushed to near default two 

government-sponsored enterprises that were heavily 

exposed to the housing market. The Federal National 

Mortgage Association (“Fannie Mae”) and the Federal 

Home Loan Mortgage Corporation (“Freddie Mac,” 

collectively, with Fannie Mae, “the Enterprises”) suffered a 

severe drop in the value of their mortgage portfolios, which 

previously comprised nearly half of the United States 

mortgage market and totaled approximately $5 trillion. In 

response, the United States government deployed numerous 

measures to keep the Enterprises afloat and combat further 

systemic breakdown in the financial and housing markets. 

Among those was Congress’ passage of the Housing and 

Economic Recovery Act of 2008 (“HERA”), Pub. L. No. 

110-289, 122 Stat. 2654 (codified as amended at 12 U.S.C. 

§ 4511 et seq.). HERA established an independent agency 

known as the Federal Housing Finance Agency (“FHFA” or 

“the Agency”) to be the regulator of the Enterprises and the 

twelve Federal Home Loan Banks. Exercising a power 

provided by that statute, on September 6, 2008, FHFA’s 

Director placed the Enterprises under the Agency’s 

conservatorship.

This case concerns several provisions of HERA, and 

poses the following questions: can FHFA, as conservator, 

“succeed to” ownership of the mortgages that were 

securitized by the Enterprises pursuant to 12 U.S.C. 

§ 4617(b)(2)(A), when those mortgages are also “held in 

trust”? Does 12 U.S.C. § 4617(j)(3) (“Federal Foreclosure 

Bar”), which provides that property of an entity in FHFA 

conservatorship is not “subject to . . . foreclosure . . . without 
6 FHLMC V. SFR INVESTMENTS POOL 1

the consent of the Agency,” preempt a Nevada statute, Nev. 

Rev. Stat. § 116.3116 (“Nevada Foreclosure Statute”), that 

grants homeowners’ associations superpriority liens on real 

property under certain circumstances? Further, if FHFA has 

not consented to a non-judicial foreclosure sale of a property 

in which an entity in conservatorship holds an interest, and 

seeks quiet title in that property subsequent to the sale, has 

FHFA thereby deprived the property buyer of due process?

Defendant SFR Investments Pool 1, Inc. (“SFR”) owns 

several pieces of real property in Nevada. Five of them (“the 

Properties”) are at issue in this case. The Properties were 

sold to SFR by Nevada homeowners’ associations (“HOAs”) 

following foreclosures on liens for unpaid association dues. 

Plaintiffs FHFA and the Enterprises sued SFR in the United 

States District Court for the District of Nevada, seeking a 

declaration that “12 U.S.C. § 4617(j)(3) preempts any 

Nevada law that would permit a foreclosure on a superiority 

lien to extinguish a property interest of Fannie Mae or 

Freddie Mac while they are under FHFA’s conservatorship,” 

that “the HOA Sale did not extinguish the Enterprises’ 

interest in the Properties and thus did not convey the 

Properties free and clear to any Defendants,” and that “title 

to the Properties is quieted in either Fannie Mae’s or Freddie 

Mac’s favor insofar as the Defendants’ interest, if any, is 

subject to the interest of the Enterprises or, if applicable, the 

interest of the Enterprises’ successors.” The district court 

granted Plaintiffs’ Motion for Summary Judgment, and 

denied SFR’s Motion to Dismiss. SFR timely appealed. We 

affirm.

FACTUAL AND PROCEDURAL HISTORY

The facts relevant to the instant proceeding were recited 

by the district court in its opinion, and are not challenged by 

either party.
FHLMC V. SFR INVESTMENTS POOL 1 7

The Properties and the Mortgage Loans they Secure

Four of the Properties are located in Las Vegas, Nevada, 

and the fifth is located in Henderson, Nevada. Each of the 

Properties is located in a different HOA community. The 

Properties’ original owners had mortgage loans on their 

respective homes. Those loans were secured by the homes. 

Either Fannie Mae or Freddie Mac purchased the mortgage 

loans in 2006, and the respective Enterprise has retained 

ownership since. Each loan is evidenced by a promissory 

note and a deed of trust, both of which came into the 

respective Enterprise’s possession upon purchase of the 

mortgage loan.

The Enterprises and Securitized Mortgage Loans

“Congress created Fannie Mae (the Federal National 

Mortgage Association) and Freddie Mac (the Federal Home 

Loan Mortgage Corporation) to foster the secondary market 

for home mortgages.” City of Spokane v. Fed. Nat. Mortg. 

Ass’n, 775 F.3d 1113, 1114 (9th Cir. 2014). The Enterprises 

do not themselves originate loans in the primary market, and 

their charters permit only secondary market functions. See

Federal National Mortgage Association Charter Act, 68 Stat. 

612 (1954) (codified as amended at 12 U.S.C. § 1716 et seq.) 

(reestablishing Fannie Mae as a mixed public-private 

corporation); Emergency Home Finance Act of 1970, Pub. 

L. No. 91-351, 84 Stat. 450 (codified as amended at 

12 U.S.C. § 1451 et seq.) (chartering Freddie Mac); see 

generally Perry Capital LLC v. Mnuchin, 864 F.3d 591, 

599–601 (D.C. Cir. 2017) (explaining history and purpose of 

the Enterprises); Lightfoot v. Cendant Mortg. Corp., 137 S. 

Ct. 553 (2017) (providing history of Fannie Mae’s evolution 

from public agency to private government-sponsored entity). 

Essentially, the Enterprises exist in order to facilitate 

liquidity in the mortgage loan market, and thereby distribute 
8 FHLMC V. SFR INVESTMENTS POOL 1

the investment capital available for residential mortgage 

financing. City of Spokane, 775 F.3d at 1116; 12 U.S.C. 

§§ 1451, 1716; see Fed. Hous. Fin. Agency for Fed. Nat’l 

Mortg. Ass’n v. Nomura Holding Am., Inc., 873 F.3d 85, 105 

(2d Cir. 2017).

In the secondary mortgage market, existing mortgage 

loans are bought, sold, and securitized. Perry Capital, 

864 F.3d at 599. The Enterprises thus continually purchase 

residential mortgage loans secured by property throughout 

the nation, and securitize those mortgage loans. Id.; see

Lightfoot, 137 S. Ct. at 557.

To securitize mortgage loans, and thereby create 

mortgage-backed securities, the Enterprises place the 

purchased loans they own into pools and issue certificates 

entitling the certificate-holders to a contractually specified 

share of payments borrowers make. Herron v. Fannie Mae, 

861 F.3d 160, 163 (D.C. Cir. 2017); Nomura Holding, 

873 F.3d at 105. The Enterprises customarily perform this 

securitization by placing mortgage loans into common-law 

trusts, of which the relevant Enterprise is the trustee.

Passage of HERA and Relevant Provisions

From 2007 through 2008, housing prices fell rapidly as 

the subprime mortgage and financial crises developed. 

Meanwhile, interest rates on adjustable-rate mortgages rose. 

These factors, along with an overabundance of subprime 

mortgage lending and shoddy underwriting practices, 

resulted in a glut of homeowners who could not make their 

mortgage loan payments. Defaulting on mortgage loans thus 

became an attractive option for many homeowners. Each 

default and resulting foreclosure sale depressed the prices of 

nearby homes, promoting a vicious downward spiral in the 
FHLMC V. SFR INVESTMENTS POOL 1 9

housing market. See Nomura Holding, 873 F.3d at 106–08 

(providing a history of the housing and financial crises).

During the 2000s, the Enterprises, as major players in the 

United States housing market, purchased these risky 

mortgage loans, and thus exposed themselves to the eventual 

downturn in the housing market. Herron, 861 F.3d at 163. 

Overall, in the lead up to 2008, the Enterprises’ mortgage 

portfolios had a combined value of $5 trillion and accounted 

for nearly half of the United States mortgage market. Perry 

Capital, 864 F.3d at 599. The Enterprises subsequently

suffered a severe drop in the value of their mortgage 

portfolios and were pushed to the brink of default. Id.; 

Herron, 861 F.3d at 163.

As noted, Congress, concerned for the Enterprises’ 

financial condition and that their default would imperil the 

ailing national economy, passed HERA, which became law 

in July 2008. See Nomura Holding, 873 F.3d at 108; Perry 

Capital, 864 F.3d at 599. Several HERA subsections are 

immediate to the issues in this case. HERA established 

FHFA as the Enterprises’ regulator under § 4511(a)–(c). 

Section 4617(a)(2) authorizes FHFA to place the Enterprises 

into conservatorship “for the purpose of reorganizing, 

rehabilitating, or winding up [their] affairs.”

Section 4617(b) covers “Powers and duties of the 

Agency as conservator or receiver.” Section 4617(b)(2) 

refers to “General powers.” Relevant here, § 4617(b)(2)(A) 

provides that FHFA “shall, as conservator or receiver, and 

by operation of law, immediately succeed to . . . all rights, 

titles, powers, and privileges of the regulated entity . . . with 

respect to [its] assets.”

Next, § 4617(b)(19) covers “General exceptions.” As 

relevant to the parties’ arguments here, § 4617(b)(19)(B)(i) 
10 FHLMC V. SFR INVESTMENTS POOL 1

specifies that “[a]ny mortgage . . . held in trust . . . by a 

regulated entity for the benefit of any person other than the 

regulated entity shall not be available to satisfy the claims of 

creditors generally, except that nothing in this clause shall 

be construed to expand or otherwise affect the authority of 

any regulated entity.” The following provision, 

§ 4617(b)(19)(B)(ii), explains that mortgages held in trust 

“shall be held by the conservator . . . for the beneficial 

owners of such mortgage . . . in accordance with the terms 

of the agreement creating such trust.” Next, 

§ 4617(b)(19)(B)(iii) states that “[t]he liability of the 

conservator . . . for damages shall, in the case of any 

contingent or unliquidated claim relating to the mortgages 

held in trust, be estimated in accordance with the regulations 

of the [FHFA] Director.”

Finally, § 4617(j) covers “Other Agency exemptions.” 

Specifically, the Federal Foreclosure Bar, § 4617(j)(3), titled 

“Property protection,” states that “No property of the 

Agency shall be subject to levy, attachment, garnishment, 

foreclosure, or sale without the consent of the Agency, nor 

shall any involuntary lien attach to the property of the 

Agency.”

In September 2008, as noted, FHFA’s Director placed 

Fannie Mae and Freddie Mac into conservatorship, pursuant 

to § 4617(a)(2), where they remain today.

The Nevada Foreclosure Statute and the HOA 

Foreclosure Sales

The Nevada Foreclosure Statute gives an HOA a 

superpriority lien on a homeowner’s property for a limited 
FHLMC V. SFR INVESTMENTS POOL 1 11

amount of unpaid HOA dues. See NRS § 116.3116(2).1 

Under this section, a superpriority lien “is prior to all other 

liens and encumbrances” and “all [other] security interests,” 

with certain exceptions and guidelines. Id. at (2)–(3). 

Foreclosure on a superpriority lien quashes all other property 

liens or interests recorded after the recordation of the 

Covenants, Conditions, and Restrictions attached to the 

property’s title. Berezovsky v. Moniz, 869 F.3d 923, 925 (9th 

Cir. 2017). In the case before us, the original owners of the 

Properties became delinquent on their homeowners’ 

associations’ dues. The HOAs thus imposed liens on their 

 1 NRS § 116.3116(2) provides that

A lien under this section is prior to all other liens and 

encumbrances on a unit except:

(a) Liens and encumbrances recorded before the 

recordation of the declaration and, in a 

cooperative, liens and encumbrances which the 

association creates, assumes or takes subject to;

(b) A first security interest on the unit recorded 

before the date on which the assessment sought to 

be enforced became delinquent or, in a 

cooperative, the first security interest 

encumbering only the unit’s owner’s interest and 

perfected before the date on which the assessment 

sought to be enforced became delinquent, except 

that a lien under this section is prior to a security 

interest described in this paragraph to the extent 

set forth in subsection 3;

(c) Liens for real estate taxes and other 

governmental assessments or charges against the 

unit or cooperative; and

(d) Liens for any fee or charge levied pursuant to 

subsection 1 of NRS 444.520.
12 FHLMC V. SFR INVESTMENTS POOL 1

respective Properties for the outstanding balance of HOA 

dues, and ultimately foreclosed upon the liens on the 

Properties. SFR purchased each of the Properties at an HOA 

foreclosure sale in either 2012, 2013, or 2014.

Procedural History

FHFA and the Enterprises asserted claims against SFR 

seeking declaratory relief, quiet title, and a permanent 

injunction, and moved for summary judgment on December 

18, 2015, after having filed an amended complaint on 

October 1, 2015. In lieu of filing an answer to FHFA’s 

complaint, SFR moved to dismiss on October 23, 2015. On 

May 2, 2016, the district court denied SFR’s motion to 

dismiss, and granted FHFA’s motion for summary 

judgment. In granting summary judgment, the district court 

ruled that

[The Federal Foreclosure Bar] preempts [the 

Nevada Foreclosure Statute, NRS] 

§ 116.3116 to the extent that a[n HOA’s] 

foreclosure of its super-priority lien cannot 

extinguish a property interest of [the 

Enterprises] while those entities are under 

FHFA’s conservatorship. Accordingly, the 

HOA foreclosure sales on the Properties did 

not extinguish Fannie Mae’s or Freddie 

Mac’s interests in the Properties and thus did 

not convey the Properties free and clear of 

their deeds of trusts to SFR. Moreover, title 

to the Properties is quieted in either Fannie 

Mae’s or Freddie Mac’s favor insofar as 

SFR’s interest, if any, is subject to the interest 

of Fannie Mae or Freddie Mac or, if 
FHLMC V. SFR INVESTMENTS POOL 1 13

applicable, the interest of Fannie Mae’s or 

Freddie Mac’s successors.2

Judgment was entered May 4, 2016. SFR timely 

appealed on May 27, 2016.

STANDARDS OF REVIEW

We review a district court’s grant of summary judgment 

de novo and apply the same standard of review as the district 

court under Federal Rule of Civil Procedure 56. Flores v. 

City of San Gabriel, 824 F.3d 890, 897 (9th Cir. 2016), cert. 

denied sub nom. City of San Gabriel, Cal. v. Flores, 137 S. 

Ct. 2117 (2017). Under Rule 56, a court “shall grant 

summary judgment if the movant shows that there is no 

genuine dispute as to any material fact and the movant is 

entitled to judgment as a matter of law.” Fed. R. Civ. P. 

56(a). The district court’s denial of a motion to dismiss is 

 2 The district court premised much of its decision in this case on the 

reasoning of its prior opinion, Skylights LLC v. Byron, 112 F. Supp. 3d 

1145 (D. Nev. 2015). The court noted that in Skylights, it held the plain 

language of § 4617(j)(3) prohibits property of FHFA from being subject 

to foreclosure without its consent. See Skylights, 112 F. Supp. 3d at 

1159. In the instant matter, the district court found that FHFA, as 

conservator for the Enterprises, held an interest in the Properties prior to 

the HOA foreclosure sales. Accordingly, the court determined that the 

Federal Foreclosure Bar, § 4617(j)(3), “prevents the HOA’s foreclosure 

on the Properties from extinguishing the deeds of trust in the Properties.” 

As to SFR’s motion to dismiss, which the district court characterized as 

“rais[ing] many objections to the application of section 4617(j)(3), which 

primarily relate to due process violations,” the court likewise referred to 

Skylights, noting that in that opinion, it had “address[ed] many objections 

related to, inter alia, preemption and due process violations.” The district 

court found “no reason to overturn its prior holding in Skylights,” and 

denied SFR’s motion to dismiss.
14 FHLMC V. SFR INVESTMENTS POOL 1

also reviewed de novo. Doe v. United States, 419 F.3d 1058, 

1062 (9th Cir. 2005).

DISCUSSION

A. Whether FHFA can “Succeed to” Mortgages that 

were “Held in Trust” by an Enterprise.

HERA mandates that FHFA shall “succeed to” 

Enterprise assets. 12 U.S.C. § 4617(b)(2)(A)(i). SFR argues 

that FHFA did not “succeed to” the mortgages at issue in this 

case because they were instead “held in trust” by FHFA 

pursuant to § 4617(b)(19)(B). SFR contends that the 

“General Exceptions” found under § 4617(b)(19) apply 

directly to the “General Powers” found under § 4617(b)(2), 

because both are labeled “General” and are structurally 

linked. SFR further argues that FHFA cannot “succeed to” 

“Mortgages held in trust,” because Congress omitted the 

phrase “shall succeed to” from 4617(b)(19)(B), the provision 

covering “Mortgages held in trust,” and instead used the 

phrase “shall be held by.” Much of SFR’s remaining 

argument restates this statutory construction and emphasizes 

the dominance of the verb “held” in § 4617(b)(19)(B)(i)–

(iii), while emphasizing the absence of the phraseology 

“succeed to.” In sum, SFR argues that FHFA did not, and 

could not, “succeed to” the mortgages at issue here, and thus 

the Federal Foreclosure Bar, § 4617(j)(3), neither applies nor 

preempts the Nevada Foreclosure Statute.3

 3 An unpublished opinion postdating the district court’s proceedings 

in this case squarely addressed this issue. See Elmer v. JPMorgan Chase 

& Co., 707 F. App’x 426, 428–29 (9th Cir. 2017) (unpublished). Amicus 

curiae argued that any mortgage held in trust pursuant to 

§ 4617(b)(19)(B) is not Freddie Mac’s asset, and therefore does not 

constitute an interest to which FHFA succeeded. Id. Though noting that 
FHLMC V. SFR INVESTMENTS POOL 1 15

We conclude that SFR’s textual arguments lack merit. 

As noted supra, FHFA’s right of succession appears under 

§ 4617(b)(2), “General Powers,” in § 4617(b)(2)(A)(i): 

“The Agency shall, as conservator or receiver, and by 

operation of law, immediately succeed to all rights, titles, 

powers, and privileges of the regulated entity, and of any 

stockholder, officer, or director of such regulated entity with 

respect to the regulated entity and the assets of the regulated 

entity[.]” Section 4617(b)(19) contains “General 

Exceptions,” and § 4617(b)(19)(B) covers “Mortgages held 

in trust.” Section 4617(b)(19)(B)(i) specifies that “[a]ny 

mortgage . . . held in trust . . . by a regulated entity for the 

benefit of any person other than the regulated entity shall not 

be available to satisfy the claims of creditors generally.” 

Subsection (ii) explains that mortgages held in trust “shall be 

held by the conservator . . . for the beneficial owners of such 

mortgage . . . in accordance with the terms of the agreement 

creating such trust.” 12 U.S.C. § 4617(b)(19)(B)(ii). The 

following subsection (iii) directs FHFA to “estimate[]” any 

“contingent or unliquidated claim relating to the mortgages 

held in trust” according to “regulations of the [FHFA] 

Director.” Id. § 4617(b)(19)(B)(iii).

The plain text of these provisions does not state or imply 

that FHFA may either “succeed to” mortgages or “h[o]ld 

[them] in trust,” rather than perform both of these actions in 

regard to a securitized mortgage loan. Section 

4617(b)(19)(B) nowhere disallows FHFA from 

 

we generally do “not consider on appeal an issue raised only by an 

amicus,” United States v. Gementera, 379 F.3d 596, 607 (9th Cir. 2004), 

we nevertheless rejected Amicus’ argument, stating: “The plain language 

of the section [12 U.S.C. § 4617(b)(19)(B)] cited by [amicus curiae] 

prohibits creditors from drawing on assets held in trust to satisfy 

creditors’ claims; it does not bar the Agency from succeeding to Freddie 

Mac’s interest in the assets.” Elmer, 707 F. App’x at 429.
16 FHLMC V. SFR INVESTMENTS POOL 1

“succeed[ing] to” mortgages held it trust. Subsection (i) 

merely contains the general ban on liquidation of securitized 

mortgages “held in trust” to satisfy the claims of general 

creditors. Meanwhile, subsection (ii) clarifies that FHFA 

shall continue to hold and manage those securitized 

mortgages for their various beneficial owners pursuant to the 

contractual arrangement underlying the relevant 

securitization pool, originally established with one of the 

Enterprises. This provision offers assurances to purchasers 

of mortgage-backed security certificates, who pay a lump 

sum in exchange for a certificate representing the right to a 

future stream of income from the mortgage loans’ principal 

and income payments. See Nomura Holding, 873 F.3d at 

100. Subsection (iii) additionally permits FHFA to 

promulgate reasonable regulations to cabin the damages 

available on claims relating to the securitized mortgages held 

in trust. Thus, it is patent that § 4617(b)(19)(B) confers 

additional protections upon the Enterprises’ securitized 

mortgage loans, which FHFA succeeds to pursuant to 

§ 4617(b)(2)(A)(i). See 12 U.S.C. § 4617(b)(19)(B)(i)–(iii).

Since the statutory protection from creditors effected by 

§ 4617(b)(19)(B) does not prevent FHFA from 

“succeed[ing] to” the Enterprises’ securitized mortgage 

loans upon inception of conservatorship, that protection 

complements the bar on nonconsensual foreclosure and sale 

of FHFA property imposed by the Federal Foreclosure Bar, 

§ 4617(j)(3). SFR’s reading necessitates that the 

conservator of the Enterprises would not succeed to 

securitized mortgage loans that are integral to the 

Enterprises’ Congressionally-chartered function. Indeed, 

though asserting that Congress’ structural decisions in 

drafting HERA evince intent to exempt mortgages held in 

trust from succession, SFR fails to articulate why Congress 

would make such a decision. By contrast, justifications for 
FHLMC V. SFR INVESTMENTS POOL 1 17

FHFA’s reading are readily apparent. Mortgage-backed 

securities are financial instruments central to the 

Enterprises’ collective function as secondary mortgage 

market-maker. FHFA, as conservator, would normally be 

able to liquidate any asset belonging to the Enterprises in 

order to fulfill the claims of general creditors. However, 

when the Enterprises were placed into conservatorship at the 

height of the subprime mortgage crisis, their mortgage 

portfolios constituted nearly half of the United States 

mortgage market and were freefalling in value. See Perry 

Capital, 864 F.3d at 599; see also Herron, 861 F.3d at 163. 

Accordingly, Congress provided that the mortgage loans 

backing mortgage-backed securities would receive 

additional safeguards in order to combat further systemic 

breakdown in the American housing market. Thus, 

§ 4617(b)(19)(B) prevents FHFA from liquidating those 

securitized mortgage loans in order to fulfill the claims of 

general creditors, protects certificate holders, and grants 

FHFA some control over related damages.

In sum, HERA’s plain text permits FHFA to “succeed 

to” securitized mortgage loans, which are held in trust, 

pursuant to § 4617(b)(2)(A)(i), and we see no reason to 

inject a rule to the contrary into the statute.

B. Whether the Federal Foreclosure Bar Preempts the 

Nevada Foreclosure Statute.

SFR contends that the Federal Foreclosure Bar, 

12 U.S.C. § 4617(j)(3), does not preempt the Nevada 

Foreclosure Statute. First, SFR argues that the Federal 

Foreclosure Bar is unconstitutional because it lacks a process 

to request consent or an opportunity to contest FHFA’s 

decision not to consent to a foreclosure sale. Second, SFR 

argues that the Federal Foreclosure Bar does not expressly 

displace state law, nor explicitly manifest Congress’ intent 
18 FHLMC V. SFR INVESTMENTS POOL 1

to do so. See Valle del Sol, Inc. v. Whiting, 732 F.3d 1006, 

1022 (9th Cir. 2013).

SFR’s arguments lack merit. “The Supremacy Clause 

unambiguously provides that if there is any conflict between 

federal and state law, federal law shall prevail.” Gonzales v. 

Raich, 545 U.S. 1, 29 (2005); see U.S. Const. art. VI, cl. 2. 

We squarely addressed the preemption issue before us now 

in Berezovsky, 869 F.3d at 930, a decision postdating the 

district court’s proceedings in this case. In Berezovsky, we 

held that “the Federal Foreclosure Bar implicitly 

demonstrates a clear intent to preempt Nevada’s 

superpriority lien law. . . . As the two statutes impliedly 

conflict, the Federal Foreclosure Bar supersedes the Nevada 

superpriority lien provision.”4 869 F.3d at 930–31.

We see no cause to disturb our precedential decision, and 

continue to hold that the Federal Foreclosure Bar preempts 

the Nevada Foreclosure Statute for the reasons stated 

therein.

C. Whether FHFA Violated Due Process.

SFR argues that FHFA deprived SFR of a property right 

without due process, in violation of the Fifth Amendment to 

the United States Constitution. See U.S. Const. amend. V. 

SFR argues this case involves a due process context not 

discussed in Skylights, supra n.2, namely, the interplay 

between a federal law and property interests recognized by 

 4 This conclusion was reiterated in Elmer, 707 F. App’x at 427 

(unpublished) (“[T]he Federal Foreclosure Bar preempts the Nevada law 

to the extent that the Nevada law would permit a foreclosure on a 

superpriority lien to extinguish Freddie Mac’s interest, without the 

Agency’s consent, while Freddie Mac is under the Agency’s 

conservatorship.”), supra n.3.
FHLMC V. SFR INVESTMENTS POOL 1 19

state law. SFR contends that, within this context, “the 

interplay between state and federal law implicates 

deprivation, not preemption.” Specifically, SFR asserts that 

“Nevada law recognizes the interests that purchasers obtain 

at association sales, including free and clear title,” and that 

“Nevada Law recognizes SFR’s interests in the five houses.” 

SFR argues that FHFA deprived SFR of its interests by 

affirmatively determining not to consent to the HOA 

foreclosure sales at issue here.

SFR’s arguments lack merit. First, SFR’s assertions that 

Nevada law provided it with a constitutionally protected 

property interest in purchasing the houses with free and clear 

title are incorrect. Second, assuming arguendo SFR 

possessed a protected property interest, it was not deprived 

of that interest without adequate procedural protections.

1. The Existence of a Constitutionally Protected 

Property Interest.

“A procedural due process claim has two distinct 

elements: (1) a deprivation of a constitutionally protected 

liberty or property interest, and (2) a denial of adequate 

procedural protections.” Brewster v. Bd. of Educ. of 

Lynwood Unified Sch. Dist., 149 F.3d 971, 982 (9th Cir. 

1998). Protected property interests derive from “an 

independent source such as state law—rules or 

understandings that secure certain benefits and that support 

claims of entitlement to those benefits.” Thornton v. City of 

St. Helens, 425 F.3d 1158, 1164 (9th Cir. 2005) (quoting Bd. 

of Regents of State Colleges v. Roth, 408 U.S. 564, 577 

(1972)). However, “[t]o have a property interest in a benefit, 

a person clearly must have more than an abstract need or 

desire for it. He must have more than a unilateral 

expectation of it. He must, instead, have a legitimate claim 

of entitlement to it.” Roth, 408 U.S. at 577. Thus, “[t]he 
20 FHLMC V. SFR INVESTMENTS POOL 1

property interests that due process protects extend beyond 

tangible property and include anything to which a plaintiff 

has a ‘legitimate claim of entitlement.’” Nozzi v. Hous. Auth. 

of City of Los Angeles, 806 F.3d 1178, 1191 (9th Cir. 2015), 

as amended on denial of reh’g and reh’g en banc (Jan. 29, 

2016) (quoting Roth, 408 U.S. at 576–77). Further, “[a] 

legitimate claim of entitlement is ‘determined largely by the 

language of the statute and the extent to which the 

entitlement is couched in mandatory terms.’” Johnson v. 

Rancho Santiago Cmty. Coll. Dist., 623 F.3d 1011, 1030 (9th 

Cir. 2010) (quoting Wedges/Ledges of Cal., Inc. v. Phoenix, 

24 F.3d 56, 62 (9th Cir. 1994)). “A mere ‘unilateral 

expectation’ of a benefit or privilege is insufficient[.]” 

Nunez v. City of Los Angeles, 147 F.3d 867, 872 (9th Cir. 

1998) (quoting Roth, 408 U.S. at 577).

SFR’s claimed property interest in purchasing the 

Properties at the HOA foreclosure sales with free and clear 

title is unfounded. First, the federal preemption at work in 

this case forecloses that purported interest prior to its 

vestment in SFR. As stated supra, in Berezovsky, 869 F.3d 

at 930–31, we held that “the Federal Foreclosure Bar 

implicitly demonstrates a clear intent to preempt Nevada’s 

superpriority lien law. . . . As the two statutes impliedly 

conflict, the Federal Foreclosure Bar supersedes the Nevada 

superpriority lien provision.” Here, because FHFA did not 

consent to the HOA foreclosure sales, those sales were not 

in accordance with law. Thus, the Nevada Foreclosure 

Statute does not function to provide SFR with a 

constitutionally protected property interest in purchasing the 

Properties with free and clear title.5

 5 Citing Ralls Corp. v. Comm. on Foreign Inv. in U.S., 758 F.3d 296, 

316 (D.C. Cir. 2014), SFR argues that “state law determines whether 
FHLMC V. SFR INVESTMENTS POOL 1 21

 

‘property’ exists. If state law recognizes an interest, then due process is 

triggered.” SFR’s citation to Ralls is inapposite. Quite apart from the 

fact that Ralls comes from the D.C. Circuit and is not binding here, it is 

readily distinguishable, and not analogous to the case before us. 

Substantively, Ralls presents a scenario wherein it was undisputed that 

appellant obtained a protected property interest under Oregon state 

law—specifically, ownership in certain companies and their tangible 

assets, including local easements permitting construction of wind 

turbines, on an Oregon farm. 758 F.3d at 315 (“[T]here can be no doubt 

that Ralls’s interests in the Project Companies and their assets constitute 

‘property’ under Oregon law.”). The D.C. Circuit agreed with this 

conclusion of the district court. Id. Following appellant’s purchase of 

that property, the President of the United States cancelled the transaction 

on the authority of the Defense Protection Act of 1950 (“DPA”), which 

provides that the President may “take such action for such time as the 

President considers appropriate to suspend or prohibit any covered 

transaction that threatens to impair the national security of the United 

States.” 50 U.S.C. § 4565(d)(1) (originally codified as amended at 

50 U.S.C. app. § 2170(d)(1)), quoted in Ralls, 758 F.3d at 303.

The Circuit Court reversed the district court’s legal conclusion that 

appellant’s state law property interests were not constitutionally 

protected due to a federal contingency in the form of the DPA. Instead, 

the D.C. Circuit determined, “[t]here is no contingency built into the 

state law from which [appellant’s] property interests derive and to which 

interests due process protections traditionally apply.” 758 F.3d at 316–

17 (emphasis in Ralls). The D.C. Circuit ultimately concluded that the 

President’s action deprived the appellant of its constitutionally protected 

property interests without due process of law. Id. at 319.

The state and federal statutory interplay in the instant case is 

altogether different. SFR’s argument is deficient because the district 

court here did not read a federal contingency into a state law otherwise 

pronouncing protected property interests. Instead, the Federal 

Foreclosure Bar preempts the Nevada Foreclosure Statute as regards 

HOA foreclosure sales on properties in which FHFA maintains an 

interest, and proscribes those sales by default.
22 FHLMC V. SFR INVESTMENTS POOL 1

SFR’s asserted accession to property “interests that 

purchasers obtain at association sales, including free and 

clear title,” is not mandated by the Nevada Foreclosure 

Statute. See Johnson, 623 F.3d at 1030. The relevant 

provision, NRS § 116.3116(2), provides that “[a] lien under 

this section is prior to all other liens and encumbrances on a 

unit [with certain exceptions],” and thus generally has 

superpriority. This superpriority lien belongs to “[t]he 

association.” NRS § 116.3116(1). The statute does not 

mandate, and SFR has presented no language mandating, 

vestment of rights in purchasers at HOA foreclosure sales. 

Id. SFR therefore lacks “a legitimate claim of entitlement,” 

Roth, 408 U.S. at 577, deriving from “the language of the 

statute,” since, here, the asserted entitlement is not “couched 

in mandatory terms.” Johnson, 623 F.3d at 1030 (quoting 

Wedges/Ledges of Cal., 24 F.3d at 62). Rather, SFR’s 

expectation of obtaining free and clear title at an HOA 

foreclosure is more akin to a “unilateral expectation” of a 

benefit or privilege. Nunez, 147 F.3d at 872 (quoting Roth, 

408 U.S. at 577).6

 6 This approach is consistent with Berezovsky, 869 F.3d at 927 n.2. 

In that case, the buyer of a property at an HOA foreclosure sale argued 

that the Federal Foreclosure Bar violates due process because the statute 

“lack[s] procedures for notice to interested parties and procedures for 

any hearing.” Id. (alteration in Berezovsky). At oral argument, the 

buyer’s counsel acknowledged his due process contention sought to 

vindicate the HOA’s property rights, but not his own, and that he lacked 

standing to assert that claim. Id. (citing Lujan v. Defs. of Wildlife, 

504 U.S. 555, 560 (1992)); see also Skylights, 112 F. Supp. 3d at 1153–

54 (assuming without analysis that an HOA possessed a protected 

property interest in its superpriority lien under the Nevada Foreclosure 

Statute for procedural due process purposes, but assuming no property 

interest on behalf of the plaintiff property buyer at foreclosure). We note 

that here, SFR seeks to assert its own property rights, and no party has 

suggested SFR lacks standing to assert its due process argument.
FHLMC V. SFR INVESTMENTS POOL 1 23

Further, SFR’s characterization of FHFA’s non-consent 

to the HOA foreclosure sales as affirmative declinations is 

incorrect. The Federal Foreclosure Bar provides that “[n]o 

property of the Agency shall be subject to . . . foreclosure . . .

without the consent of [FHFA].” 12 U.S.C. § 4617(j)(3). 

The plain text of this provision does not necessitate a 

decision by FHFA not to consent to a given foreclosure sale; 

rather, the bar on foreclosure sales lacking FHFA’s consents 

applies by default. See Berezovsky, 869 F.3d at 929 (“The 

Federal Foreclosure Bar does not require the Agency to 

actively resist foreclosure. . . . Rather, the statutory language 

cloaks Agency property with Congressional protection 

unless or until the Agency affirmatively relinquishes it.”) 

(citation omitted). Indeed, the record before this Court does 

not demonstrate that FHFA made any determinations not to 

consent to the HOA sales of the Properties.

Nor did the absence of the Enterprises’ names in the 

mortgage loans’ local recording documents at the time of the 

HOA sales undercut the Enterprises’ interests and provide 

SFR free and clear title to the Properties. In Berezovsky, we 

explained that, under Nevada law, the note owner’s name 

need not appear in the mortgage’s recording. “Nevada law 

requires recording of a lien for it to be enforceable, but does 

not mandate that the recorded instrument identify the note 

owner by name.” Berezovsky, 869 F.3d at 932 (citing Nev. 

Rev. Stat. § 106.210). “Nevada law thus recognizes that, in 

an agency relationship, a note owner remains a secured 

creditor with a property interest in the collateral even if the 

recorded deed of trust names only the owner’s agent.” Id.

(citing In re Montierth, 354 P.3d 648, 651 (Nev. 2015)). In 

Berezovsky, though the recorded deed of trust omitted note 

owner Freddie Mac’s name, Freddie Mac introduced 

evidence in the district court showing it acquired the loan 

secured by the relevant property years earlier, and that the 
24 FHLMC V. SFR INVESTMENTS POOL 1

recorded deed of trust beneficiary was Freddie Mac’s loan 

servicer. Freddie Mac’s property interest was thus valid and 

enforceable under Nevada law. Id. at 932–33. Under 

HERA, FHFA succeeded to Freddie Mac’s interest in the 

property at issue, and the Federal Foreclosure Bar shielded 

that interest.

In the case before us, the liens were recorded. The 

Enterprises introduced evidence in the district court showing 

one of them acquired each of the loans securing the 

Properties prior to each of the HOA foreclosure sales. The 

district court based its finding that an Enterprise had an 

interest in each Property on the fact that, in each case, a 

servicer acquired a beneficial interest in the respective 

Property’s deed of trust, and serviced the respective 

mortgage loan on behalf of one of the Enterprises. Each 

acquisition of a Property’s deed of trust by a servicer 

occurred on a date prior to the respective HOA foreclosure 

sale. The district court thus found that FHFA, which 

succeeded to the Enterprises’ assets per HERA, held an 

interest in the Properties prior to the sales. Accordingly, the 

named beneficiary under the recorded deed of trust in each 

case is someone other than the note owner, one of the 

Enterprises. However, per Berezovsky, 869 F.3d at 931–33, 

and under Nevada law, the Enterprises’ purchases conveyed 

valid interests in the Properties. Further, HERA does not 

require the Enterprises to have recorded their ownership of 

the liens in local recording documents for FHFA to have 

succeeded to those valid interests upon inception of 

conservatorship.

2. Whether FHFA Denied SFR Adequate 

Procedural Protections.

Even assuming arguendo that SFR had some 

constitutionally protected property interest, SFR received all 
FHLMC V. SFR INVESTMENTS POOL 1 25

the procedural protections it was due. The second element 

of a procedural due process claim is “a denial of adequate 

procedural protections.” Brewster, 149 F.3d at 982. “[O]nce 

a court determines that a protected property interest has been 

taken, ‘the question remains what process is due.’” Roybal 

v. Toppenish Sch. Dist., 871 F.3d 927, 933 (9th Cir. 2017) 

(alteration in Roybal) (quoting Brewster, 149 F.3d at 983). 

SFR argues that it was deprived of due process because the 

Federal Foreclosure Bar lacks integral procedural 

protections, such as the ability to obtain consent to the HOA 

sales from FHFA. See Cleveland Bd. of Educ. v. Loudermill, 

470 U.S. 532, 542 (1985); City of W. Covina v. Perkins, 

525 U.S. 234, 242 (1999).

SFR’s argument fails. Due process is a flexible concept, 

and the procedural protections it demands are molded by the 

relevant factual context. Yagman v. Garcetti, 852 F.3d 859, 

863 (9th Cir. 2017); see Shinault v. Hawks, 782 F.3d 1053, 

1057 (9th Cir. 2015) (“Once a protected interest is found, we 

employ the three-part balancing test of Mathews v. Eldridge, 

424 U.S. 319[, 335] (1976) . . . . (1) the private interest 

affected; (2) the risk of erroneous deprivation through the 

procedures used, and the value of additional safeguards; and 

(3) the government’s interest, including the burdens of 

additional procedural requirements.”) (citation omitted). 

The Federal Foreclosure Bar dictates that “[n]o property of 

the Agency shall be subject to levy, attachment, 

garnishment, foreclosure, or sale without the consent of the 

Agency.” 12 U.S.C. § 4617(j)(3). As relevant to the facts 

of this case, the provision patently modifies the conduct of a 

party seeking to foreclose upon or sell FHFA property. 

Therefore, a theoretical deprivation of due process under

§ 4617(j)(3) involving an HOA foreclosure sale, would 

implicate the potential seller, or the foreclosing HOA, and 

not the buyer. See, e.g., Skylights, 112 F. Supp. 3d at 1153–
26 FHLMC V. SFR INVESTMENTS POOL 1

55 (analyzing, under similar facts, an HOA’s procedural due 

process argument and concluding that the HOA’s due 

process rights were satisfied by sound legislative procedure 

in enacting § 4617(j)(3)). Accordingly, SFR articulates no 

risk of erroneous deprivation of a buyer’s interest under the 

statute’s procedures, and any additional procedures so 

providing would burden the government’s interest, as 

codified in the Federal Foreclosure Bar, in protecting the 

Enterprises’ assets from foreclosure. We are not persuaded 

that the absence of an explicit procedural avenue through 

which a possible buyer may obtain, from FHFA, consent to 

a foreclosure sale by an HOA constitutes an impermissible 

lack of procedural safeguards.

SFR also contends that that the Enterprises’ interests in 

the Properties were hidden from the public until the 

commencement of this litigation, and were not “reasonably 

calculated . . . to apprise interested parties of the pendency 

of the action.” Mullane v. Cent. Hanover Bank & Trust Co., 

339 U.S. 306, 314 (1950); see Bourne Valley Court Tr. v. 

Wells Fargo Bank, NA, 832 F.3d 1154, 1158 (9th Cir. 2016), 

cert. denied, 137 S. Ct. 2296 (2017). This argument too is 

unpersuasive. As explained supra, under Nevada law, the 

note owner’s name need not appear in the local recording 

documents, and, as the district court found, the Enterprises 

possessed valid interests in the Properties at the time of the 

HOA foreclosure sales. Again, HERA does not require that 

potential buyers received notice of FHFA’s or the 

Enterprises’ interests in properties whose sales are prevented 

by the Federal Foreclosure Bar. Further, contrary to SFR’s 

characterizations, FHFA did not affirmatively decline to 

consent to the HOA foreclosure sales; rather, the protections 

of the Federal Foreclosure Bar applied by default, rendering 

those sales contrary to law. Moreover, SFR does not argue, 

and the record does not disclose, that it sought FHFA’s 
FHLMC V. SFR INVESTMENTS POOL 1 27

consent to the relevant HOA foreclosure sales, nor that it was 

incapable of learning of the Enterprises’ interests in the 

Properties through due diligence. See Gallo v. U.S. Dist. 

Court For Dist. of Arizona, 349 F.3d 1169, 1181 (9th Cir. 

2003) (“[I]t has never been suggested that each citizen must 

in some way be given specific notice of the impact of a new 

statute on his property before that law may affect his 

property rights.”) (alteration in Gallo) (quoting Texaco, Inc. 

v. Short, 454 U.S. 516, 536 (1982)).

D. Whether FHFA Violated “Reasoned 

Decisionmaking.”

SFR argues that the process FHFA used in deciding 

whether to consent to foreclosure on the Properties was not 

“logical and rational,” because no such process exists. 

Under the doctrine cited by SFR, “[f]ederal administrative 

agencies are required to engage in ‘reasoned 

decisionmaking.’” Michigan v. EPA, 135 S. Ct. 2699, 2706 

(2015) (quoting Allentown Mack Sales & Service, Inc. v. 

NLRB, 522 U.S. 359, 374 (1998)). “Not only must an 

agency’s decreed result be within the scope of its lawful 

authority, but the process by which it reaches that result must 

be logical and rational.” Id. (quoting Allentown Mack, 

522 U.S. at 374). Thus agency action is lawful only if it 

relies “on a consideration of the relevant factors.” Id.

(quoting Motor Vehicle Mfrs. Assn. of United States, Inc. v. 

State Farm Mut. Automobile Ins. Co., 463 U.S. 29, 43 

(1983)).

SFR’s arguments again lack merit. SFR’s citation to 

Michigan, 135 S. Ct. 2699, is inapposite. That case 

considered “EPA’s decision to regulate power plants under 

[42 U.S.C.] § 7412,” a provision which authorizes the EPA 

to regulate power plants “if it finds such regulation is 

appropriate and necessary.” 135 S. Ct. at 2706. In the instant 
28 FHLMC V. SFR INVESTMENTS POOL 1

case, by contrast, the text of the Federal Foreclosure Bar 

reads that “[n]o property of [FHFA] shall be subject to . . .

foreclosure . . . without the consent of [FHFA].” 12 U.S.C. 

§ 4617(j)(3). While presuming that FHFA may consent to 

foreclosure sales such as those that the HOAs here 

conducted, this provision does not require an affirmative 

decision by FHFA not to consent. SFR essentially 

repackages its argument that FHFA deprived SFR of due 

process by again characterizing FHFA’s lack of consent to 

the HOA foreclosure sales as a series of affirmative 

decisions not to consent to each sale. Here, however, as 

explained supra, FHFA did not perform any, and the record 

discloses no, agency action subject to an analysis of whether 

“the process by which [FHFA] reache[d] that result [was] 

logical and rational.” Michigan, 135 S. Ct. at 2706 (quoting 

Allentown Mack, 522 U.S. at 374).

CONCLUSION

FHFA, as the Enterprises’ conservator, possessed 

enforceable interests in the Properties at the time of the HOA 

foreclosure sales. The Federal Foreclosure Bar preempts the 

Nevada Foreclosure Statute to the extent that an HOA’s 

foreclosure of its superpriority lien cannot extinguish a 

property interest of an Enterprise while it is under FHFA’s 

conservatorship. Accordingly, the HOA foreclosure sales on 

the Properties did not extinguish the Enterprises’ interests in 

the Properties and thus did not convey the Properties free and 

clear of their deeds of trust to SFR. Further, because the 

Nevada Foreclosure Statute did not imbue SFR with a 

constitutionally protected property interest, and SFR was not

denied adequate procedural protections, SFR did not suffer 

a deprivation of due process by virtue of this statutory 

framework.
FHLMC V. SFR INVESTMENTS POOL 1 29

The district court properly denied Defendant SFR’s 

Motion to Dismiss and granted the Motion by Plaintiffs 

FHFA and the Enterprises for Summary Judgment.7

AFFIRMED.

 7 Plaintiffs, in their third cause of action in the first amended 

complaint, sought “a permanent injunction that enjoins any claim by 

named Defendants or absent members of the Proposed Class that an 

HOA Foreclosure Sale extinguished an Enterprise Lien, or asserting any 

slander of title claim against Plaintiffs in the absence of satisfaction of 

the Enterprise Lien.” In issuing its order, the district court “granted 

[plaintiffs] summary judgment on all of their claims,” but did not 

mention a permanent injunction.

SFR argues that the district court’s order contravened Fed. R. Civ. 

Pro. 65(d), which provides that “every order granting an injunction . . .

must: (A) state the reasons why it issued; (B) state the terms specifically; 

and (C) describe in reasonable detail . . . the act or acts restrained or 

required.” Counsel for FHFA at oral argument agreed that no injunction 

is in place. In any event, our holding moots SFR’s contention.