Ministers & Missionaries Benefit Board v. Snow, 780 F.3d 150

Policy provisions provide that MMBB plan governing law is New York; not consummated under NY GOL §5-1401; dispute centers on whether NY Estates, Powers & Trusts Law §3-5.1(b)(2) may apply and compel foreign-law results.
Decedent Clark Flesher died June 22, 2011; Snows were beneficiaries; divorce 2008 and settlement allowed beneficiary changes, which Flesher did not exercise.
Interpleader filed by MMBB; district court awarded disputed funds to the Estate; court relied on Colorado domicile and 3-5.1(b)(2) revocation, and NY analogues.
NY governing-law clause readings debated: (i) NY substantive law plus NY choice-of-law; (ii) NY substantive law only (local law); (iii) exclusion of NY conflicts analysis but possible NY statute directive; IRB-Brasil Resseguros discussed as context.
Court concluded threshold issue requires NY Court of Appeals interpretation of governing-law provisions in non-Large Contract Statute contracts and potential 3-5.1(b)(2) application; certified two questions to NY Court of Appeals.
Interpleader defendants to bear fees and costs for NY Court of Appeals proceedings.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Does a NY governing-law clause trigger 3-5.1(b)(2)?	MMBB argues clause may require applying 3-5.1(b)(2).	Defendants contend 3-5.1(b)(2) may not apply absent Large Contract Statute context.	Certified threshold issue to NY Court of Appeals; not decided here.
If so, do death-benefit proceeds count as personal property not disposed of by will under 3-5.1(b)(2)?	Proceeds may fall within 3-5.1(b)(2) scope as non-probate property.	Application depends on interpretation of 3-5.1(b)(2) and the governing-law clause.	Certified to NY Court of Appeals; no resolution on merits.

IRB-Brasil Resseguros, S.A. v. Inepar Invs., S.A., 20 N.Y.3d 310 (2012) (conflict between large-contract statute and choice-of-law; applies NY law under 5-1401)
Osterweil v. Bartlett, 706 F.3d 139 (2d Cir. 2013) (threshold certification considerations)
State Farm Mut. Auto. Ins. Co. v. Mallela, 372 F.3d 500 (2d Cir. 2004) (public policy and conflict-of-laws considerations)
Fieger v. Pitney Bowes Credit Corp., 251 F.3d 386 (2d Cir. 2001) (de novo review standard; certification considerations)
Nguyen v. Holder, 743 F.3d 311 (2d Cir. 2014) (caution on framing and scope of certified questions)
10 Ellicott Square Court Corp. v. Mountain Valley Indent. Co., 634 F.3d 112 (2d Cir. 2011) (certification factors and controlling NY law questions)
Barenboim v. Starbucks Corp., 698 F.3d 104 (2d Cir. 2012) (certification and NY law interplay)
Michalski v. Home Depot, Inc., 225 F.3d 113 (2d Cir. 2000) (predicting state-law resolution absent controlling authority)