Aludyne, Inc. v. Anderton Indus.
| Decision Date | 17 February 2022 |
| Docket Number | 356030,356014 |
| Parties | ALUDYNE, INC., Plaintiff v. ANDERTON INDUSTRIES, INC., and ANDERTON CASTINGS, SAS, Defendants-Appellees. and DMI AUTOMOTIVE SPAIN, SLU, Plaintiff-Appellant, ALUDYNE, INC., Plaintiff-Appellant and DMI AUTOMOTIVE SPAIN, SLU, Plaintiff, v. ANDERTON INDUSTRIES, INC., and ANDERTON CASTINGS, SAS, Defendants-Appellees. |
| Court | Court of Appeal of Michigan — District of US |
UNPUBLISHED
Oakland Circuit Court LC No. 2020-183205-CB.
Before: Kirsten Frank Kelly, P.J., and David H. Sawyer and Michael F. Gadola, JJ.
In these consolidated appeals, [1] plaintiff Aludyne, Inc. ("Aludyne"), and plaintiff DMI Automotive Spain SLU ("DMI Automotive"), appeal as of right the trial court's order granting summary disposition of defendants, Anderton Industries, Inc. ("Anderton Industries" and, collectively, "plaintiffs") and Anderton Castings, SAS ("Anderton Castings" and, collectively, "defendants"). Finding no error warranting reversal, we affirm.
In 2015, Aludyne, then known as Chassix, Inc., and Anderton Industries, entered into two "Master Supply Agreements" ("MSAs") on behalf of themselves and their subsidiaries for the purchase and sale of automotive parts. The MSAs incorporated separate "Terms & Conditions of Purchase" ("Terms"), which, among other provisions, included a "Termination for Convenience" provision. In June 2016 and November 2016, Aludyne's Spanish subsidiary, DMI Automotive, issued four purchase orders to Anderton Industries's French subsidiary, Anderton Castings, for the purchase of automotive component parts. While the MSAs stated that disputes between the parties would be subject to Michigan law, the MSAs also stated that "Purchase Orders will be . . . subject to the local laws of the plants included on any such Purchase Order."
On June 29, 2020, Aludyne notified Anderton Industries of its intent to terminate the MSAs under the termination-for-convenience provision in the Terms. Anderton Castings subsequently initiated a summary proceeding for preliminary injunctive relief in the Commercial Court of Lyon, in Lyon, France, regarding Aludyne's purported termination. Anderton Castings prevailed in the summary proceeding and, while that proceeding was pending on appeal, plaintiffs brought the instant action in Oakland Circuit Court.
In their complaint, plaintiffs asserted that defendants breached the MSAs by initiating the French proceedings. Defendants moved for summary disposition under MCR 2.116(C)(6), asserting that judgment in their favor was proper because there was already another action involving the same parties and claims. Before the trial court ruled on the motion, defendants filed a second French action to resolve the merits of Anderton Castings's claim.[2] The trial court granted summary disposition in favor of defendants, concluding both French actions satisfied MCR 2.116(C)(6). This appeal followed.
"This Court . . . reviews de novo a trial court's decision on a motion for summary disposition." Dell v Citizens Ins Co of America, 312 Mich.App. 734, 739; 880 N.W.2d 280 (2015). Summary disposition under MCR 2.116(C)(6) is appropriate if "[a]nother action has been initiated between the same parties involving the same claim." For another action to justify summary disposition under MCR 2.116(C)(6), it must have been initiated and pending at the time the trial court rules on the motion for summary disposition. Fast Air, Inc v Knight, 235 Mich.App. 541, 545; 599 N.W.2d 489 (1999). Moreover, "a pending appeal is equivalent to a pending action." Planet Bingo, LLC v VKGS, LLC, 319 Mich.App. 308, 323; 900 N.W.2d 680 (2017). The other action need not be pending in a Michigan court or a federal court located in Michigan; an action pending in a foreign jurisdiction can warrant summary disposition. Id. at 324.
Plaintiffs argue the trial court erred when it granted summary disposition under MCR 2.116(C)(6), challenging each of the three elements. First, plaintiffs argue only the French summary proceeding was pending at the time this action was filed. Thus, according to plaintiffs, only that proceeding could be the basis of summary disposition; the French merits proceeding, while pending at the time the trial court granted summary disposition, was not an appropriate basis for the motion. Second, plaintiffs argue the French proceedings were not between the same parties since neither party's parent corporations (i.e., Aludyne and Anderton Industries) were parties to that proceeding. Third, plaintiffs argue the French summary proceeding did not involve the same claims because that court's jurisdiction was limited to injunctive relief. While we agree the French summary proceeding could not satisfy MCR 2.116(C)(6), we disagree with plaintiffs' other arguments.
Plaintiffs commenced this action shortly after an appeal regarding the French summary proceeding was filed. Defendants moved for summary disposition, and, shortly thereafter, filed the French merits proceeding. The trial court decided defendants' motion while both French proceedings were ongoing. The trial court found both French proceedings were proper bases for summary disposition under MCR 2.116(C)(6). The court disagreed with plaintiffs' argument that the French merits proceeding should not be considered for purposes of deciding the motion since it was filed after plaintiffs filed the complaint in this case, concluding the language of the rule only required an action be pending at the time of the court's decision. In dismissing plaintiffs' argument that the same parties were not involved in the French litigation, the court observed that the MSAs were entered into by the parent corporations on behalf of themselves and their subsidiaries. In addition, plaintiffs did not distinguish between each side's parent and subsidiary corporations in their complaint. Finally, the trial court disagreed with plaintiffs' argument that the same claims were not involved in the French summary proceeding since both actions required resolution of the parties' breach-of-contract dispute.
Summary disposition under MCR 2.116(C)(6) is a codification of the former plea of abatement by prior action. Frohriep v Flanagan, 275 Mich.App. 456, 464; 739 N.W.2d 645 (2007), rev'd in part on other grounds 480 Mich. 962 (2007). "The plea of abatement protected parties from being harassed by new suits brought by the same plaintiff involving the same questions as those in pending litigation." Id. To abate an action, the two actions must be based on "substantially the same facts" and "the same or substantially same cause of action, and as a rule the same relief must be sought." Id. (quotation marks and citation omitted).
At the outset, we conclude only the French merits proceeding involved the "same claims" for purposes of MCR 2.116(C)(6). While both the French summary proceeding and this proceeding involve the same cause of action-breach of contract-the relief sought and underlying facts are different. In the French summary proceeding, Anderton Castings sought preliminary injunctive relief on the basis of DMI Automotive's decision to terminate the purchase orders. In this action, however, plaintiffs allege defendants breached the MSAs by filing the French summary proceeding and also seek declaratory relief. Moreover, the French summary court was limited to awarding injunctive relief, whereas plaintiffs here seek damages. Thus, we conclude the French summary proceeding could not be the basis for summary disposition under MCR 2.116(C)(6). Accordingly, to the extent the trial court relied on the French summary proceeding when it granted summary disposition in defendants' favor, it erred. However, the French merits proceeding is before a court that can provide plaintiffs with damages, and plaintiffs have not demonstrated the merits proceeding involves different claims from those brought here.
Moreover the French merits proceeding qualifies as "another action"...
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