United States Court of Appeals

for the Fifth Circuit

No. 21-20137

Suri Holdings, L.L.C., 

Plaintiff—Appellant,

versus

Argent Mortgage Company, L.L.C.; Citi Residential 

Lending, Incorporated; Nationwide Title Clearing, 

Incorporated; Deutsche Bank National Trust Company, 

as trustee for Argent Securities Incorporated, Asset-Backed 

Pass-Through Certificates, Series 2005-W5; Ocwen Loan 

Servicing, L.L.C.; PHH Mortgage Corporation, 

Defendants—Appellees.

Appeal from the United States District Court

for the Southern District of Texas

USDC No. 4:19-CV-3844

Before King, Costa, and Willett, Circuit Judges.

Per Curiam:*

* Pursuant to 5th Circuit Rule 47.5, the court has determined that this 

opinion should not be published and is not precedent except under the limited 

circumstances set forth in 5th Circuit Rule 47.5.4.

United States Court of Appeals

Fifth Circuit

FILED

December 16, 2021

Lyle W. Cayce

Clerk

Case: 21-20137 Document: 00516133915 Page: 1 Date Filed: 12/16/2021
No. 21-20137

2

Suri Holdings sued various defendants in state court, including 

Nationwide Title Clearing, Deutsche Bank National Trust Company, and 

PHH Mortgage Corporation,1 asserting various state-law claims to prevent 

the foreclosure of a Houston, Texas, property. After removal to federal court, 

the district court granted Nationwide Title Clearing’s motion for judgment 

on the pleadings and Deutsche Bank National Trust Company and PHH

Mortgage Corporation’s motion for summary judgment. Suri Holdings 

appeals, arguing that the district court erred in granting those motions and 

abused its discretion in failing to grant discovery continuances. We

AFFIRM the district court’s judgment.

I. Background

A couple purchased a property in Houston, Texas, by executing a 

$228,000 promissory note (the “Note”) and security instrument (the 

“Deed of Trust”) in favor of a mortgage company. That mortgage company 

assigned the Deed of Trust to Deutsche Bank National Trust Company 

(“Deutsche Bank”) through a recorded Corporate Assignment of Deed of 

Trust (the “Assignment”) and physically transferred the Note to Deutsche 

Bank, endorsed in blank (i.e., without a payee specified). PHH Mortgage 

Corporation (“PHH”), under an agreement with Deutsche Bank, then 

became the servicer of the loan and obtained physical possession of the Note 

on Deutsche Bank’s behalf.

Suri Holdings (“Suri”) later acquired the property for $20,000 

during a sale conducted by the Harris County Constable’s Office pursuant to

a state-court judgment. Suri filed this lawsuit in state court to enjoin 

1 Argent Mortgage Company, L.L.C., and Citi Residential Lending, Inc., were 

never served and only appear in the case as the original lender and original mortgage 

servicer of the loan at issue. PHH Mortgage Corporation is the successor by merger to 

Ocwen Loan Servicing, L.L.C.

Case: 21-20137 Document: 00516133915 Page: 2 Date Filed: 12/16/2021
No. 21-20137

3

foreclosure of the property, alleging that the Deed of Trust was 

unenforceable because the signature on the Assignment had been forged, and 

that Nationwide Title Clearing (“Nationwide”) created that forged 

Assignment. Suri alleged causes of action including lack of standing to 

foreclose, quiet title, violations of Texas Civil Practice and Remedies Code 

§ 12.002 (“Texas Civil Code § 12.002”), negligence per se, and gross 

negligence.

Deutsche Bank and PHH removed the case to federal court based on 

diversity jurisdiction. The district court rendered a scheduling order that

required discovery to be completed by November 20, 2020, and dispositivemotion filing by December 15, 2020; the order also scheduled a docket call 

for February 1, 2021. In May 2020, Nationwide moved for judgment on the 

pleadings and Deutsche Bank and PHH moved for summary judgment.

Suri incorporated a motion for continuance into its responses to 

defendants’ motions, requesting 120 days to “continue any ruling” on the 

motions. Suri also filed an independent motion to continue.2 In June 2020, 

the district court granted Nationwide a judgment on the pleadings, 

concluding that Suri had no viable cause of action against Nationwide 

because the pleadings did not establish a case or controversy between the 

parties.

Almost eight months later, after no attempt by Suri to supplement the 

summary judgment record and after the close of discovery, the district court 

granted Deutsche Bank and PHH’s summary judgment motion. Suri appeals 

2 Suri’s response to Nationwide’s motion was filed in May 2020, and Suri’s 

response to Deutsche Bank and PHH’s motion as well as Suri’s independent motion for 

continuance were filed in June 2020.

Case: 21-20137 Document: 00516133915 Page: 3 Date Filed: 12/16/2021
No. 21-20137

4

the district court’s decisions on Nationwide’s motion for judgment on the 

pleadings and Suri’s own motions to continue.

II. Standard of Review

We review district court decisions on motions for judgment on the 

pleadings under Federal Rule of Civil Procedure 12(c) using the same 

standard as motions under Federal Rule of Civil Procedure 12(b)(6), which

are reviewed de novo. Johnson v. Johnson, 385 F.3d 503, 529 (5th Cir. 2004). 

Similarly, we review district court decisions for summary judgment de novo

and affirm the district court’s grant of summary judgment on any ground 

supported by the record. Smith v. Reg’l Transit Auth., 827 F.3d 412, 417 (5th 

Cir. 2016). Denials of Rule 56(d) motions for discovery are reviewed for an 

abuse of discretion. Id.

III. Discussion

We begin by determining whether the district court properly granted 

Nationwide’s motion for judgment on the pleadings.

3 Then, we turn to 

3 Suri also appeals the district court’s implicit denial of its motion for continuance, 

which requested further discovery in response to Nationwide’s 12(c) motion. The district 

court, in the introduction of its order granting Nationwide’s motion, stated that “the 

plaintiff’s motion for continuance should be denied.” However, the court did not analyze 

the issue or include decretal language on the issue. By ruling on the motion for judgment 

on the pleadings, Suri argues that the court implicitly denied Suri’s motion. Specifically, 

Suri argues on appeal that the district court cut its discovery with Nationwide short by 

ruling on Nationwide’s motion two days before its interrogatory responses were due to 

Suri. Discovery responses, however, are irrelevant to 12(c) determinations, which, like 

12(b)(6) determinations, are based on the pleadings—not discoverable evidence. “A 

motion brought pursuant to [Federal Rule of Civil Procedure] 12(c) is designed to dispose 

of cases where the material facts are not in dispute and a judgment on the merits can be 

rendered by looking to the substance of the pleadings and any judicially noticed facts.” Hebert 

Abstract Co. v. Touchstone Props., Ltd., 914 F.2d 74, 76 (5th Cir. 1990) (emphasis added) 

(citing 5A Charles Alan Wright & Arthur R. Miller, Federal Practice

and Procedure § 1367 at 509-10 (1990)).

Case: 21-20137 Document: 00516133915 Page: 4 Date Filed: 12/16/2021
No. 21-20137

5

whether the district court properly granted Deutsche Bank and PHH’s 

motion for summary judgment.

A. The District Court’s Judgment on the Pleadings in Favor of 

Nationwide

Suri’s petition asserts a claim for a declaratory judgment for lack of 

standing to foreclose, a claim to quiet title, and claims for violations of Texas 

Civil Code § 12.002, negligence per se, and gross negligence, but Suri appeals 

only the district court’s judgment on the pleadings in favor of Nationwide as 

to Nationwide’s lack of standing to foreclose and Texas Civil Code § 12.002.

We take each in turn. The district court granted Nationwide a judgment on 

the pleadings on ripeness grounds as to both appealed causes of action,4

which we review de novo. TOTAL Gas & Power N. Am., Inc. v. Fed. Energy 

Regul. Comm’n, 859 F.3d 325, 332 (5th Cir. 2017), as revised (July 10, 2017).

1. Nationwide’s Alleged Lack of Standing to Foreclose

The Supreme Court has held “that an appropriate action for 

declaratory relief can be a case or controversy under Article III.” 

MedImmune, Inc. v. Genentech, Inc., 549 U.S. 118, 126 (2007). To determine 

whether a particular action for declaratory relief constitutes a case or 

controversy, “the question in each case is whether the facts alleged, under all 

the circumstances, show that there is a substantial controversy, between 

4 Instead of arguing for the existence of a case or controversy between it and 

Nationwide for purposes of the lack-of-standing-to-foreclose cause of action, Suri asks us 

to conclude that forgery is a valid cause of action under Texas law for which a declaratory 

judgment is warranted in this case. These arguments, as well as the additional assertion of 

a forgery cause of action against Nationwide, were not presented to the district court, so 

we decline to decide these questions in the first instance. See Montano v. Texas, 867 F.3d 

540, 546 (5th Cir. 2017) (“[A] court of appeals sits as a court of review, not of first view.”

(quoting United States v. Vicencio, 647 F. App’x 170, 177 (4th Cir. 2016) (per curiam) 

(unpublished))).

Case: 21-20137 Document: 00516133915 Page: 5 Date Filed: 12/16/2021
No. 21-20137

6

parties having adverse legal interests, of sufficient immediacy and reality to 

warrant the issuance of a declaratory judgment.” Id. at 127 (quoting Md. Cas.

Co. v. Pac. Coal & Oil Co., 312 U.S. 270, 273 (1941)). In a declaratory 

judgment action, “[b]ased on the facts alleged, there must be a substantial 

and continuing controversy between two adverse parties.” Bauer v. Texas, 341 

F.3d 352, 358 (5th Cir. 2003) (emphasis added).

The facts that Suri alleged fall short of demonstrating a substantial 

controversy between the parties over interest in the property. None of the 

assignment language transferring the property interests from the original 

mortgage company to Deutsche Bank names Nationwide. Suri also did not 

independently allege that Nationwide was ever a noteholder or lienholder 

against the property. In fact, the parties agree that the original petition does 

not argue that Nationwide has ever had, or even claimed, an interest in the 

property.

Moreover, a claim is not ripe for adjudication “[i]f the purported 

injury is ‘contingent [on] future events that may not occur as anticipated, or 

indeed may not occur at all.’” Lopez v. City of Houston, 617 F.3d 336, 342 (5th 

Cir. 2010) (second alteration in original) (quoting Thomas v. Union Carbide 

Agric. Prods. Co., 473 U.S. 568, 580-81 (1985)). Suri anticipates that 

Nationwide might, at some point in the future, assert a legal interest in the 

property, but Nationwide has not done so to date. Accordingly, there is no 

case or controversy between the parties to warrant the consideration, on the 

merits, of a declaratory judgment announcing Nationwide’s lack of standing 

to foreclose on the property in dispute. So we AFFIRM the district court’s 

dismissal of this cause of action.

2. Nationwide’s Alleged Violation of Texas Civil Code § 12.002

Unlike the claim of lack of standing to foreclose, Suri’s claim against 

Nationwide for an alleged violation of Texas Civil Code § 12.002 is ripe

Case: 21-20137 Document: 00516133915 Page: 6 Date Filed: 12/16/2021
No. 21-20137

7

because it presents a “controversy between parties having adverse legal 

interests, a dispute definite and concrete, not hypothetical or 

abstract.” Babbitt v. United Farm Workers Nat’l Union, 442 U.S. 289, 298 

(1979) (quoting Ry. Mail Ass’n v. Corsi, 326 U.S. 88, 93 (1945)). The district 

court seems to have dismissed this cause of action against Nationwide on the 

same ripeness grounds as the declaratory-relief claim. The court reasoned as 

follows:

To maintain a suit for declaratory relief a party must plead facts 

establishing a “case or controversy” between the parties. Here 

the plaintiff fails to state a viable cause of action against the 

defendant either by its original suit or its response to the 

defendant’s motion for judgment on the pleadings. Equally 

cogent reasoning leads the Court to conclude that the 

remaining claims and assertions that are based on state statutes 

and common law are also foreclosed.

However, the district court presents no further analysis about why the claim 

under the “state statute” is not ripe. We are not convinced.

Although the claim of lack of standing to foreclose rests on the 

assumption that Nationwide has, or would in the future assert, an interest in 

the property, the same cannot be said of the § 12.002 claim because a dispute 

under the statute does not require a defendant to assert an interest in 

property.

Texas Civil Code § 12.002(a) provides: 

A person may not make, present, or use a document or other 

record with: (1) knowledge that the document or other record 

is . . . a fraudulent lien or claim against real or personal 

property or an interest in real or personal property; (2) intent 

that the document . . . be given the same legal effect as a court 

record . . . evidencing a valid lien or claim against real or 

personal property . . . ; and (3) intent to cause another person 

to suffer: . . . (B) financial injury.

Case: 21-20137 Document: 00516133915 Page: 7 Date Filed: 12/16/2021
No. 21-20137

8

So rather than being a controversy about who has what property interests, 

this cause of action is about the improper “mak[ing], present[ing], or 

us[ing]” of a “document or other record.” Id. Suri alleges that Nationwide 

“made, presented, or used” the “notices of sale” posted on the 

ForecloseHouston.com website, and thereby violated § 12.002—giving rise 

to a controversy. Thus, this cause of action is ripe and can be assessed on the 

merits.

Suri, however, like the homeowner in Reece v. U.S. Bank Nat’l Ass’n, 

762 F.3d 422 (5th Cir. 2014), failed to plead facts sufficient to meet an 

element of a claim under § 12.002(a). Specifically, Suri failed to offer facts 

demonstrating Nationwide’s “intent to cause [Suri] . . . financial injury.” 

§ 12.002(a)(3) (emphasis added).

5 Instead, Suri alleges only that “the 

fraudulent business practice of filing a false claim to a superior mortgage 

interest in the property” caused “future title-holders like Plaintiff to suffer 

financial injury.” But this says nothing about Nationwide’s intent and so fails 

to state a claim under § 12.002(a). Thus, Suri’s allegations of intent to cause 

injury amount to nothing more than “a formulaic recitation of the [third] 

element[] of [this] cause of action.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 

555 (2007).

Accordingly, we AFFIRM the district court’s order granting 

Nationwide’s motion for judgment on the pleadings.

B. The District Court’s Summary Judgment in Favor of Deutsche Bank 

and PHH

Suri appeals the district court’s summary judgment in favor of 

Deutsche Bank and PHH on the procedural grounds that the district court 

5 We do not decide whether a document assigning a deed of trust constitutes a “lien 

or claim” under § 12.002(a).

Case: 21-20137 Document: 00516133915 Page: 8 Date Filed: 12/16/2021
No. 21-20137

9

abused its discretion by implicitly denying its motion for continuance. 

Motions brought under Federal Rule of Civil Procedure 56(d) are “broadly 

favored” to “safeguard non-moving parties from summary judgment 

motions that they cannot adequately oppose.” Am. Fam. Life Assurance Co. 

of Columbus v. Biles, 714 F.3d 887, 894 (5th Cir. 2013) (per curiam) (quoting 

Culwell v. City of Fort Worth, 468 F.3d 868, 871 (5th Cir. 2006)).

6 Federal 

Rule of Civil Procedure 56(d) provides:

If a nonmovant shows by affidavit or declaration that, for 

specified reasons, it cannot present facts essential to justify its 

opposition, the court may: (1) defer considering the motion or 

deny it; (2) allow time to obtain affidavits or declarations or to 

take discovery; or (3) issue any other appropriate order.

In June 2020, Suri submitted its motions for continuance, which 

requested a 120-day discovery continuance. At that point in the case, Suri

had been conducting discovery for four months7 and still had five months left 

in the discovery period that was agreed on by the parties and approved by the 

court. Within this agreed-on discovery period, ending on November 20, 

2020, the district court neither granted nor denied the motion. Instead, on 

February 8, 2021, 80 days after the discovery period had ended, the district 

6 Similar to our court in Culwell, we note that granting Suri’s request for a 120-day 

extension would have required altering the deadline for concluding discovery set by the

scheduling order, which the district court has broad discretion to enforce. 468 F.3d at 872

(citing Geiserman v. MacDonald, 893 F.2d 787, 790 (5th Cir. 1990)).

7 The parties agreed on February 14, 2020, to a case management plan involving 

discovery.

Case: 21-20137 Document: 00516133915 Page: 9 Date Filed: 12/16/2021
No. 21-20137

10

court granted Deutsche Bank and PHH’s summary judgment motion, 

remaining silent on Suri’s motion for discovery continuance.8

Suri argues that this failure to grant its motion for discovery 

continuance was an abuse of the district court’s discretion. We disagree. If a 

requesting party “has not diligently pursued discovery,” then “she is not 

entitled to relief” under Rule 56(d). McKay v. Novartis Pharm. Corp., 751 

F.3d 694, 700 (5th Cir. 2014) (quoting Beattie v. Madison Cnty. Sch. Dist., 254 

F.3d 595, 606 (5th Cir. 2001)). In its response to Deutsche Bank and PHH’s 

motion for summary judgment, submitted on June 16, 2020, Suri notes that 

it “sent forgery-related discovery requests to Nationwide” and that 

“Nationwide has not responded yet, and will not need to respond until June 

25[, 2020].” The district court deferred ruling on the summary judgment 

motion until February 2021. Thus, the district court did not abuse its 

discretion by deferring consideration of the summary judgment motion until 

after discovery closed—237 days after Suri’s motion for discovery 

continuance was filed. Accordingly, we AFFIRM the district court’s grant 

of Deutsche Bank and PHH’s motion for summary judgment.

IV. Conclusion

For the foregoing reasons, we AFFIRM the district court’s takenothing judgment against Suri.

8 The district court’s Memorandum and Order notes that Suri’s response was 

“before the Court,” but it does not address the motion for continuance in that response; 

nor does the court address Suri’s independent motion for continuance in its order.

Case: 21-20137 Document: 00516133915 Page: 10 Date Filed: 12/16/2021