Michigan Supreme Court

Lansing, Michigan

Stephen J. Markman,

 Chief Justice

Brian K. Zahra

Bridget M. McCormack

David F. Viviano 

Richard H. Bernstein

Kurtis T. Wilder

Elizabeth T. Clement,

Justices

Order 

December 21, 2018

156341

SEJASMI INDUSTRIES, INC.,

Plaintiff/CounterdefendantAppellee,

v SC: 156341

COA: 336205

A+ MOLD, INC., d/b/a TAKUMI Macomb CC: 2014-004273-CB

MANUFACTURING COMPANY,

Defendant/Cross-Defendant,

and

QUALITY CAVITY, INC.,

Defendant/Counterplaintiff/CrossPlaintiff/Third-Party PlaintiffAppellant,

and

NKL MANUFACTURING, INC.,

Third-Party Defendant. 

_________________________________________/

On October 9, 2018, the Court heard oral argument on the application for leave to 

appeal the July 27, 2017 order and the April 5, 2016 judgment of the Court of Appeals. 

On order of the Court, the application is again considered, and it is DENIED, because we 

are not persuaded that the question presented should be reviewed by this Court. 

MARKMAN, C.J. (dissenting). 

I respectfully dissent from this Court’s order denying leave to appeal. Plaintiff 

Sejasmi Industries contracted with defendant A+ Mold, Inc. (doing business as Takumi 

Manufacturing) for the construction of several molds for the fabrication of plastic parts 

by plaintiff. Takumi in turn contracted with defendant Quality Cavity for it to perform 

some of the construction work. The molds were duly constructed and delivered to 

plaintiff. Plaintiff then paid Takumi on a timely basis; however, Takumi failed to pay 

defendant in full. Consequently, defendant sought to enforce its statutory moldbuilder’s 

liens against the molds possessed by plaintiff, see MCL 445.619, and plaintiff filed a 

declaratory action seeking a court order stating that the liens had been extinguished. The 

trial court granted summary disposition in favor of plaintiff, and the Court of Appeals 

affirmed in part and remanded to the trial court for further proceedings in a split decision, 

with Judge HOEKSTRA dissenting in part. Sejasmi Indus, Inc v A+ Mold, Inc, 

unpublished per curiam opinion of the Court of Appeals, issued April 5, 2016 (Docket 

No. 328292). This Court then scheduled oral argument on defendant’s application for 

leave to appeal. 501 Mich 968 (2018). 

This case concerns statutory protections for moldbuilders in the tool-and-die 

industry, in particular the proper understanding of MCL 445.619, which establishes a 
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nonpossessory moldbuilder’s lien. This provision is a part of the statutory scheme set 

forth by 2002 PA 17, which added MCL 445.611 through MCL 445.620c to 1981 PA 155 

as amended by 1986 PA 103, entitled “An act to provide for ownership rights in dies, 

molds, and forms for use in the fabrication of plastic parts under certain conditions and to 

establish a lien on certain dies, molds, and forms.” The provisions within the act 

specifically concerning moldbuilder’s liens are MCL 445.619 through MCL 445.620c. 

The remaining provisions are not directly relevant here.

To better understand why the Legislature enacted MCL 445.619-- a law that 

remains unexamined by this Court in the 16 years since its enactment in 2002-- I find 

helpful the amicus curiae brief filed by the American Mold Builders Association, 

explaining as the rationale for the law that “prior to the 2002 lien law, mold and tool 

builders had a practice of waiting until an unpaid tool came back to the toolmaker for 

service, or engineering changes, and then holding it hostage until the molder . . . paid 

past-due balances.” Amicus Curiae Brief of the American Mold Builders Association et 

al, p 7. “Granting a nonpossessory lien virtually stopped that practice overnight, for 

those toolmakers that took the time to file liens, resulting in fewer disruptions to the 

supply chain.” Id. “The tooling company . . . can [now] charge less for the mold or tool, 

begin production sooner, and accept deferred payment arrangements, all of which allow 

for faster time to market and lower pricing for the supply chain and ultimately the end 

consumer.” Id. Put simply, MCL 445.619 not only protects moldbuilders by establishing 

security for payment through a nonpossessory lien, but also provides benefits for the tooland-die industry as a whole. 

With that in mind, MCL 445.619 sets forth the creation and attachment of a 

moldbuilder’s lien:

(1) A moldbuilder shall permanently record on every die, mold, or 

form that the moldbuilder fabricates, repairs, or modifies the moldbuilder’s 

name, street address, city, and state.

(2) A moldbuilder shall file a financing statement in accordance with 

the requirements of [MCL 440.9502].

(3) A moldbuilder has a lien on any die, mold, or form identified 

pursuant to subsection (1). The amount of the lien is the amount that a 

customer or molder owes the moldbuilder for the fabrication, repair, or 

modification of the die, mold, or form. The information that the 

moldbuilder is required to record on the die, mold, or form under 

subsection (1) and the financing statement required under subsection (2) 

shall constitute actual and constructive notice of the moldbuilder’s lien on 

the die, mold, or form.
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(4) The moldbuilder’s lien attaches when actual or constructive 

notice is received. The moldbuilder retains the lien that attaches under this 

section even if the moldbuilder is not in physical possession of the die, 

mold, or form for which the lien is claimed.

(5) The lien remains valid until the first of the following events takes 

place:

(a) The moldbuilder is paid the amount owed by the customer or 

molder.

(b) The customer receives a verified statement from the molder that 

the molder has paid the amount for which the lien is claimed.

(c) The financing statement is terminated. [Emphasis added.]

Here, the parties do not dispute that Takumi is the “customer,” defendant the 

“moldbuilder,” and plaintiff the “molder.” See MCL 445.611(a) through (c). Nor do the 

parties dispute that defendant possessed valid liens against the molds because the 

requirements of MCL 445.619(1), (2), and (4) had been satisfied. The sole issue is 

whether the liens possessed by defendant were extinguished pursuant to MCL 

445.619(5)(b) when plaintiff sent a “verified statement” to Takumi indicating that 

plaintiff had paid Takumi for the construction of the molds. That is, the issue is whether 

the “customer receive[d] a verified statement from the molder that the molder has paid 

the amount for which the lien is claimed.” Plaintiff contends that MCL 445.619(5)(b) 

does not require a verified statement that payment was made to the moldbuilder for the 

lien amount, while defendant argues that the provision does, in fact, require such a 

statement. For the following reasons, I agree with defendant that MCL 445.619(5)(b) 

requires a verified statement that payment was made to the moldbuilder for the lien 

amount.

First, while it is true that MCL 445.619(5)(b) does not explicitly identify to whom 

the payment must be made by the molder, when that section is read in its entirety, it is 

apparent that MCL 445.619(5)(b) requires a verified statement that payment was made to 

the moldbuilder for the lien amount. In particular, MCL 445.619(3) states in relevant 

part that “[t]he amount of the lien is the amount that a customer or molder owes the 

moldbuilder” for the mold. That is, “the amount” refers to the amount owed to the 

moldbuilder. This makes sense, as the entirety of this statute, MCL 445.619, concerns 

the subject of moldbuilder’s liens. Furthermore, although “paid” is not specifically 

defined in the statute, the pertinent definition is “to [have] discharge[d] or settle[d] (a 

debt, obligation, etc.), as by transferring money or goods, or by doing something.” 

Random House Webster’s College Dictionary (2001). Consequently, for a molder to 

have “paid the amount for which the lien is claimed,” it must have discharged a debt to 

the moldbuilder. Thus, where MCL 445.619(5)(b) refers to a statement that “the molder 
4

has paid the amount,” it seems best understood to refer to a statement that the molder has 

paid the amount owed to the moldbuilder for the mold. This undisputedly did not occur 

here.

Second, when interpreting statutes, “the entire act must be read and the 

interpretation to be given to a particular word in one section arrived at after due 

consideration of every other section so as to produce, if possible, a harmonious and 

consistent enactment as a whole.” Detroit Trust Co v Hartwick, 278 Mich 139, 148 

(1936), quoting Grand Rapids v Crocker, 219 Mich 178, 182-183 (1922). Here, taking a 

slightly broader look at the context of the statute of which MCL 445.619(5)(b) is a part, 

this too seems to contemplate payment to the moldbuilder. MCL 445.620 provides that 

to enforce a lien acquired under MCL 445.619, the moldbuilder must provide notice to 

the customer and the molder stating that “a lien is claimed, the amount that the 

moldbuilder claims it is owed for fabrication, repair, or modification of the die, mold, or 

form, and a demand for payment.” (Emphasis added.) There can be little doubt that a 

“demand for payment” by the moldbuilder pertains to payment of the amount owed to the 

moldbuilder itself. And MCL 445.620a further provides that “if the moldbuilder has not 

been paid the amount claimed in the notice . . . within 90 days . . . , the moldbuilder has a 

right to possession of the die, mold, or form . . . .” (Emphasis added.) MCL 445.620a 

thus also seemingly contemplates payment to the moldbuilder. Furthermore, MCL 

445.620c(1) provides that “[i]f the proceeds of the sale are greater than the amount of the 

lien, the proceeds shall first be paid to the moldbuilder in the amount necessary to satisfy 

the lien. All proceeds in excess of the lien shall be paid to the customer.” (Emphasis 

added.) Once again, MCL 445.620c(1) seemingly and altogether logically contemplates 

payment to the moldbuilder. Put simply, if MCL 445.619(5)(b) did not contemplate 

payment to the moldbuilder, it would stand alone as the only provision within a statutory 

scheme concerning moldbuilder’s liens that contemplated payment to someone other than 

the moldbuilder.

In concluding otherwise, the Court of Appeals reasoned that if MCL 445.619(5)(b) 

required a verified statement that the moldbuilder had been paid in full, then that 

provision would be duplicative. Sejasmi, unpub op at 5 (“To require, as suggested by 

[defendant], that the verified statement in subsection (5)(b) submitted by the molder to 

the customer must indicate that the molder paid the moldbuilder would be merely a 

duplication of and an additional step effectuating subsection (5)(a) rather than a separate 

and distinct mechanism to invalidate the lien . . . .”). That is, according to the Court of 

Appeals’ understanding of defendant’s argument, MCL 445.619(5)(a) would require that 

the moldbuilder had been paid in full and MCL 445.619(5)(b), immediately following, 

would require that the moldbuilder had been paid in full and that the customer had 

received a verified statement of that fact. Consequently, the receipt of a verified 

statement by the customer would never be a relevant occurrence in actually extinguishing 

a lien because such lien necessarily would already have been extinguished by the 

preceding circumstance that the moldbuilder had been paid in full. Thus, according to the 
5

Court of Appeals, MCL 445.619(5)(b) would serve no purpose in the overall statutory 

scheme because the lien would already have been extinguished under MCL 

445.619(5)(a). 

Respectfully, the Court of Appeals’ reasoning here is flawed because it fails to 

recognize the industry-specific purpose of MCL 445.619(5)(b). “When an OEM 

[original equipment manufacturer, i.e., a customer such as an automobile manufacturer] 

contracts with a tier-1 supplier [i.e., a molder], the contract often requires that the tier-1 

provide legal documentation that there are no liens on the mold or tool.” Amicus Curiae

Brief of the American Mold Builders Association at 9.1 “This ensures there will be no 

interruptions in the supply chain later from a foreclosure on the lien.” Id. In some cases, 

however, even when the molder has fully paid the moldbuilder for the mold, the 

moldbuilder will fail or refuse to acknowledge that the lien has or should be extinguished. 

See id. That is, the moldbuilder will not cooperate with the molder by confirming in 

writing that it has been “paid the amount owed,” MCL 445.619(5)(a), or by terminating

the financing statement, see MCL 445.619(5)(c). Perhaps, for example, the moldbuilder 

believes that it is owed more money for the mold. See Amicus Curiae Brief of the 

American Mold Builders Association, id. at 15. In such a case, the molder need not sue 

the moldbuilder to establish that the lien has been extinguished to satisfy its contract with 

the OEM. Id. at 9. Rather, under MCL 445.619(5)(b), “[o]nce the molder has paid the 

moldbuilder for the lien, it can confirm to the OEM . . . that the lien is extinguished by 

sending the verification, and the OEM can rely on that verification because the 

verification itself extinguishes the lien by operation of law.” Amicus Curiae Brief of the 

American Mold Builders Association at 9. Stated otherwise, once “[t]he customer 

receives a verified statement from the molder that the molder has paid the amount for 

which the lien is claimed,” MCL 445.619(5)(b), the lien is extinguished, and the molder 

and the moldbuilder can litigate any dispute in court without the threat of an interruption 

in the supply chain because of a foreclosure on the lien. Put simply, it appears that the 

purpose of MCL 445.619(5)(b) is to facilitate commerce in the tool-and-die industry even 

when the moldbuilder fails or refuses to acknowledge that it has been paid in full and that 

the lien is accordingly extinguished. Because the Court of Appeals did not recognize that 

MCL 445.619(5)(b) has a purpose independent from MCL 445.619(5)(a), its analysis of 

the former provision was deficient. 

Moreover, an assessment of the Court of Appeals’ reasoning further illustrates the 

flaw in its interpretation. MCL 445.619(5)(a) does not explicitly specify to whom the 

 

1

I recognize that in this particular case, the “customer” is not the end-user of the molded 

parts, such as an automobile manufacturer that uses molded parts to build an automobile. 

However, in most instances, “[t]he customer is . . . the manufacturer desiring an end 

product made by the molder using a mold.” Amicus Curiae Brief of the American Mold 

Builders Association at 16. “The money for the mold typically flows from the customer 

to the molder and then to the moldbuilder . . . .” Id.
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“amount” is owed. Rather, it is only implicit within MCL 445.619(5)(a) that the 

“amount” is owed to the moldbuilder. That is, although MCL 445.619(5)(a) only 

explicitly states that the lien is extinguished when the “moldbuilder is paid the amount 

owed by the customer or molder,” it means that the lien is extinguished when the 

“moldbuilder is paid the amount owed to the moldbuilder by the customer or molder.” 

The Court of Appeals thus had no difficulty in understanding MCL 445.619(5)(a) to 

include such an implicit limitation, yet failed to recognize that MCL 445.619(5)(b) 

encompasses the same implicit limitation. 

The Court of Appeals also reasoned that interpreting MCL 445.619(5)(b) as 

requiring a verified statement that payment has been made to the moldbuilder would 

“read into the statutory provision language that is absent.” Sejasmi, unpub op at 5. I 

respectfully disagree. “[T]he Legislature is not required to be overly repetitive in its 

choice of language.” Robinson v City of Lansing, 486 Mich 1, 16 (2010). See also Rock 

v Crocker, 499 Mich 247, 266 (2016) (“[I]t was unnecessary for the Legislature to repeat 

the phrase ‘the time of the occurrence’ in every instance given that the context of MCL 

600.2169(1)(a), (b), and (c) makes it clear that the time of the occurrence is the relevant 

point in time.”). As already explained, MCL 445.619, as well as the broader context of 

the statute concerning moldbuilder’s liens, contemplates payment to the moldbuilder. 

The Legislature was not required to repeat “to the moldbuilder” throughout the statute, 

when the context sufficiently makes clear that payment “to the moldbuilder” is the 

obvious and manifest subject of these provisions. Indeed, if the Court of Appeals was 

correct that MCL 445.619(5)(b) did not contemplate payment to the moldbuilder, there 

would then be no textual or otherwise principled reason why a moldbuilder’s lien could 

not be extinguished under that provision whenever a customer receives a verified 

statement from the molder that it has paid the amount for which the lien is claimed to 

anyone. For example, if the moldbuilder claimed a lien in the amount of $100,000, a 

verified statement from the molder to the customer that the molder has paid $100,000 in 

taxes to the federal government would apparently extinguish the lien by the Court of 

Appeals’ reasoning since that amount constitutes “the amount for which the lien is 

claimed.” Such an interpretation of MCL 445.619(5)(b), however, is obviously absurd 

and unreasonable and contrary to the principle that “[w]hen undertaking statutory 

interpretation, the provisions of a statute should be read reasonably and in context.” 

McCahan v Brennan, 492 Mich 730, 739 (2012). 

Adhering to the reasoning of the Court of Appeals, which suggests that any 

statutory reference to payment must expressly identify the party to whom the payment 

must be made, would lead to other peculiar and potentially chaotic outcomes concerning 

liens in the tool-and-die industry. In addition to cases such as the instant one, in which a 

moldbuilder’s lien can be extinguished by a molder without the moldbuilder having 

received any payment or notice, consider MCL 445.618, which states concerning the 

molder’s lien:
I, Larry S. Royster, Clerk of the Michigan Supreme Court, certify that the

foregoing is a true and complete copy of the order entered at the direction of the Court.

 December 21, 2018 

a1218

7

Clerk

A molder has a lien, dependent on possession, on any die, mold, or 

form in the molder’s possession belonging to a customer for the amount 

due the molder from the customer for plastic fabrication work performed 

with the die, mold, or form. A molder may retain possession of the die, 

mold, or form until the amount due is paid. [Emphasis added.]

It strikes me as reasonably clear that the molder retains a possessory lien until the amount 

due to the molder has been paid. However, because MCL 445.618 also does not 

explicitly specify to whom the amount due must be paid, the possessory lien is again 

seemingly extinguished whenever anyone has been paid the amount due, at least 

according to the reasoning of the Court of Appeals. I respectfully submit that no 

reasonable person would interpret MCL 445.618 in such an odd manner. Instead, when 

MCL 445.618 is also read reasonably and in context, it is clear that payment is again 

contemplated to the molder. And I discern no principled reason why MCL 445.619(5)(b) 

should be interpreted any differently. When that statute is read reasonably and in context, 

it is clear that it contemplates payment to the moldbuilder. 

As a consequence of our decision not to correct what I view as the incorrect 

opinion below, it will stand as the only authority of this state concerning MCL 

445.619(5)(b). Moldbuilders will as a result be left in a position of uncertainty in which 

their nonpossessory liens may be unilaterally extinguished by the molder absent payment 

or even notice being made to the moldbuilder, despite the commands of an industryfocused statute designed to afford specific lien protections to those engaged in this 

industry. Such an outcome, I believe, is inconsistent with the Legislature’s intentions in 

MCL 445.619 to afford actual, not illusory, protections for participants in the industry 

that is the subject of this provision. Accordingly, I respectfully dissent from this Court’s 

order of denial and instead would reverse the judgment of the Court of Appeals and 

remand to the trial court for further proceedings consistent with the analysis herein. 

VIVIANO, J., did not participate due to a familial relationship with the presiding 

circuit court judge in this case.