January 16th, 2013
Introduction:
Rewards programs have become an increasingly popular and important way for businesses to attract new customers and retain their most profitable clientele. In addition, these programs provide companies with a wealth of data related to consumer purchases that can be used to forecast demand and create targeted marketing initiatives. Read More
November 5th, 2012
Michigan continues to foster an environment for businesses to grow and flourish. Michigan’s most recent effort to generate favorable business conditions has been the creation of the Michigan business court system. Michigan business courts were created to ensure accurate, consistent and predictable results for business and commercial disputes, despite the complexities routinely involved in these matters. The new courts seek to intertwine business expertise with technology to efficiently provide low-cost dispute resolution.
The Michigan business court system goes into effect on January 1, 2013. However, the State Court Administrative Office (“SCAO”) anticipates that all required, new business courts will not begin placing cases on their business dockets until July 1, 2013.
Michigan business courts will have jurisdiction over commercial disputes in which the amount involved exceeds $25,000. Because the jurisdiction of the courts is limited to commercial disputes, only certain types of cases will qualify for this new system. In order for a matter to be resolved by a business court, it must involve a claim related to:
The business courts will not resolve a case where the claims are based solely on:
It should be noted that the business courts will take cases that involve a mix of commercial and non-commercial claims. However, it is possible that a case could be transferred between a business court and the applicable circuit court during the litigation process based on the addition or removal of parties and claims.
The business courts aim to increase the efficiency and effectiveness of the judicial process in several ways. First, the parties to a case in the business court system will have the option to have their dispute resolved by a business judge, who will likely have significant knowledge and experience with business cases.
Second, the court system will integrate electronic communications into its operations. The courts will utilize audio, video and internet conferencing to conduct hearings and proceedings. Virtual court rooms and electronic filings will help reduce the costs and increase the efficiency of the litigation process.
Finally, it is anticipated that the business courts will have an alternative dispute resolution process to help parties resolve disputes before a trial is necessary. This process is just one of the procedures and minimum standards currently being developed by the SCAO for the Michigan business courts. The proposed rules for the Michigan business courts are scheduled to be distributed by January 1, 2013.
Each Michigan circuit court with three or more judges is required to establish a business court. The SCAO has indicated that each qualifying circuit court must submit a business court plan to the SCAO and Supreme Court for approval by May 1, 2013. Circuits with less than three judges are permitted to seek approval for a business court at any time. To date, Kent, Macomb, Oakland and Wayne counties have already established business courts. Michigan businesses should anticipate additional business courts in communities such as Washtenaw, Genesee, Ingham, Saginaw and Kalamazoo counties. It is also likely that a few Northern Michigan communities will establish business courts under the new system.
To find out more about the Michigan business court system and its impact on business litigation, please contact an attorney in Fraser Trebilcock’s Litigation Practice Group or Michael James at mjames@fraserlawfirm.com, 517-377-0823 or www.fraserlawfirm.com. Michael James, a senior attorney at Fraser Trebilcock provides representation and counseling related to all facets of business enterprise and healthcare matters.
December 27th, 2011
Auto dealers frequently use car shuttlers to deliver vehicles to a customer, auction, or another dealer. Dealers have historically treated the car shuttlers as independent contractors and have not paid Michigan Unemployment Tax on their compensation. The Michigan Employment Security Commission (MESC) has instructed its auditors to treat car shuttlers as employees, and compensation to them as wages subject to the Michigan Unemployment Tax. However, the MESC has acknowledged that although the MESC policy is that car shuttlers are employees, a car shuttler may nevertheless qualify as an independent contractor. In making its determination, the MESC will look at all of the facts and circumstances of each case to determine whether a car shuttler is an employee or an independent contractor. In two cases, auto dealer car shuttlers were determined by the MESC to be independent contractors and not employees.
Dealers should familiarize themselves with the criteria that will increase the likelihood that car shuttlers will be treated as independent contractors for MESC purposes, and select car shuttlers that meet these criteria.
This article first appeared in Car Shuttlers and was published by the Michigan Association of Auto Dealers, in their Fast Facts publications. To contact Edward Castellani J.D., C.P.A. of Fraser Trebilcock please contact him directly at ecastellani@fraserlawfirm.com or 517.377.0845.
(Please click here for the full article and criteria.)
October 4th, 2011
The Michigan Court of Appeals recently issued a decision related to willfully unfair and oppressive conduct by majority shareholders against minority shareholders in Berger v Katz. In that case, the minority shareholder moved from Michigan to California and was no longer involved in the day-to-day operations of the Michigan corporation. Thereafter, the majority shareholders stopped making distributions and rental payments from business-owned property to the minority shareholder claiming that the company was losing business and no longer profitable. The majority shareholders also were responsible for issuing a capital call in an attempt to squeeze the minority shareholder out of the company. However, the company was actually financially doing fairly well and the majority shareholders gave themselves raises during the same period. Upon review of this case, the Michigan Court of Appeals held that the majority shareholders violated Section 489 of the Michigan Business Corporation Act by engaging in “willfully unfair and oppressive conduct.”
This important case should make majority shareholders carefully evaluate their corporate situation prior to engaging in an action which may interfere with the interests of other shareholders.
For more information, please contact Fraser Trebilcockor Lansing attorney Samantha A. Kopacz at 517-377-0868 or skopacz@fraserlawfirm.com.
© 2010 Fraser Trebilcock Davis & Dunlap, P.C.
