Aurelius Capital Master, Ltd. v. Commonwealth (In Re Fin. Oversight & Mgmt. Bd. for Puerto Rico)

Aurelius Capital Master, Ltd. v. Commonwealth (In re Fin. Oversight & Mgmt. Bd. for P.R.), 919 F.3d 638 (1st Cir. 2019) · United States Court of Appeals for the First Circuit · March 26, 2019 · No. 18-1108

Summary

The First Circuit affirmed dismissal of bondholders' claims seeking declaratory relief regarding priority and property interests in Puerto Rico's revenues during Title III restructuring under PROMESA. The court held that requests for declarations of property interests and liens were non-justiciable advisory opinions, and a Takings Clause claim was unripe for lack of a final decision. Additionally, declarations that would restrict the Commonwealth's use of its revenues were barred by Section 305 of PROMESA, which prohibits court interference with the debtor's governmental powers and property without Board consent.

Court
United States Court of Appeals for the First Circuit
Writing for the Court
Torruella; Howard; Thompson
Jurisdiction
Federal
Decision date
March 26, 2019
Docket number
18-1108
Procedural posture
Appeal from the United States District Court for the District of Puerto Rico, Hon. Laura Taylor Swain, granting motion to dismiss for lack of subject matter jurisdiction and failure to state a claim
Standard of review
De novo for both subject matter jurisdiction and failure to state a claim
Precedential value
Published
Parties
Aurelius Capital Master, Ltd.; ACP Master, Ltd.; Aurelius Convergence Master, Ltd.; Aurelius Investment, LLC; Aurelius Opportunities Fund, LLC; Autonomy Master Fund Limited; Corbin Opportunity Fund, L.P.; FCO Special Opportunities (A1) LP; FCO Special Opportunities (D1) LP; FCO Special Opportunities (E1) LLC - Master Series 1; Fundamental Credit Opportunities Master Fund, LP; Jacana Holdings I, LLC; Jacana Holdings II, LLC; Jacana Holdings III, LLC; Jacana Holdings IV, LLC; Jacana Holdings V, LLC; Lex Claims, LLC; LMAP 903 Limited; MCP Holdings Master LP; Monarch Alternative Solutions Master Fund Ltd; Monarch Capital Master Partners II LP; Monarch Capital Master Partners III LP; Monarch Capital Master Partners IV LP; Monarch Debt Recovery Master Fund Ltd.; Monarch Special Opportunies Master Fund Ltd.; MPR Investors, LLC; P Monarchy Recovery Ltd.; Pinehurst Partners, LP; Prisma SPC Holdings Ltd - Segregated Portfolio AG; RRW I LLC; P Stone Lion IE, a fund of Permal Managed Account Platform ICAV; Permal Stone Lion Fund; Senator Global Opportunity Master Fund LP; SL Liquidation Fund LP; SL Puerto Rico Fund II, L.P.; SL Puerto Rico Fund LP v. Commonwealth of Puerto Rico; The Financial Oversight and Management Board for Puerto Rico
Disposition
affirmed

Topics

bankruptcysubject matter jurisdictionripenessdeclaratory judgmentstatutory interpretationfifth amendmentstandard of reviewmotions to dismissappellate jurisdictiontakings clause

Practice areas

BankruptcyMunicipal LawConstitutional Law

Questions Presented

  1. Whether the district court erred in dismissing Counts 3-6 as seeking advisory opinions lacking an actual controversy.
  2. Whether the district court erred in dismissing Count 8 (Takings Claim) as unripe.
  3. Whether the district court erred in dismissing Counts 1, 2, 9, and 10 as barred by Section 305 of PROMESA.

Holdings

  1. The district court properly dismissed Counts 3-6 for lack of subject matter jurisdiction because the requests for declaratory relief sought advisory opinions on abstract rights, lacking a substantial controversy of sufficient immediacy and reality.
  2. The district court properly dismissed Count 8 as unripe because the Bondholders failed to allege a final decision from the Commonwealth regarding the use of the revenues and did not show they sought compensation through state procedures.
  3. The district court properly dismissed Counts 1, 2, 9, and 10 for failure to state a claim because the requested declarations would directly interfere with the Commonwealth's control over its revenues and political powers, in violation of Section 305 of PROMESA (48 U.S.C. § 2165).

Key quotations

"the district court resolved that it lacked subject matter jurisdiction to entertain Counts 3 to 8 of the Bondholders' complaint. It noted that Counts 3 to 7 sought improper advisory opinions because these counts asked for 'abstract declarations of the parties' respective relationships to the subject revenues, without application of the relief to resolve any current concrete dispute, such as a claim objection proceeding, request for adequate protection or relief from stay, or confirmation-related proceeding.'" (641)
"To determine if the declaratory relief is sought within a case of actual controversy, district courts must examine 'whether the facts alleged, under all the circumstances, show that there is a substantial controversy, between parties having adverse legal interests, of sufficient immediacy and reality to warrant the issuance of a declaratory judgment.'" (quoting Maryland Cas., 312 U.S. at 273) (642)
"Section 305 of PROMESA establishes that: '[N]otwithstanding any power of the court, unless the Oversight Board consents or the plan so provides, the court may not, by any stay, order, or decree . . . interfere with -- (1) any of the political or governmental powers of the debtor; (2) any of the property or revenues of the debtor; or (3) the use or enjoyment by the debtor of any income-producing property.'" (quoting 48 U.S.C. § 2165) (644)

Factual background

Appellants are holders of Puerto Rico general obligation bonds who claim a priority and property interest in certain revenues ('Restricted Revenues') under the Puerto Rico Constitution and local law. They allege that since 2015, the Commonwealth has diverted these revenues away from debt repayment, and they filed suit seeking declaratory and injunctive relief to enforce their alleged rights. The Board moved to dismiss, and the district court granted the motion.

Procedural history

The district court dismissed the Bondholders' complaint, ruling that Counts 3-6 sought advisory opinions, Count 8 was unripe, and Counts 1,2,9,10 were barred by Section 305 of PROMESA. The Bondholders appealed, challenging the dismissal of all counts except Counts 7 and 11.

Court Document

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