ELIA COMPANIES, LLC v UNIVERSITY OF MICHIGAN REGENTS

Docket No. 162830. Argued on application for leave to appeal December 7, 2022. Decided 

May 2, 2023.

Elia Companies, LLC, brought an action in the Washtenaw Circuit Court against the 

University of Michigan Regents, alleging breach of contract; violations of Michigan’s anti-lockout 

statute, MCL 600.2918; breach of covenant for quiet possession; constructive eviction; conversion; 

and unjust enrichment. In 2013, plaintiff entered into a 10-year lease with defendant to obtain 

space at the Michigan Union for establishing a coffee shop. In March 2017, defendant disclosed 

its plans to renovate the Union. Plaintiff’s complaint alleged that the parties’ lease required that 

they negotiate a relocation of the leased premises. However, defendant terminated the lease on 

April 20, 2018, based on plaintiff’s alleged default and ordered plaintiff to vacate the premises. 

Plaintiff brought the instant action in August 2018, and defendant, over plaintiff’s objection, filed 

a notice of transfer removing the case to the Court of Claims pursuant to MCL 600.6404(3) and 

MCL 600.6419(1) of the Court of Claims Act (the COCA), MCL 600.6401 et seq. Defendant 

moved for summary disposition, arguing that plaintiff’s action must be dismissed because plaintiff 

failed to comply with the notice and verification requirements of MCL 600.6431 of the COCA. 

The Court of Claims, CHRISTOPHER M. MURRAY, J., agreed and dismissed plaintiff’s case. 

Plaintiff appealed, and the Court of Appeals, SWARTZLE, P.J., and RONAYNE KRAUSE and RICK, 

JJ., affirmed in part and reversed in part. 335 Mich App 439 (2021). The panel affirmed the 

dismissal of plaintiff’s ancillary claims on governmental-tort-immunity grounds but reversed the 

dismissal of plaintiff’s contract claim. In doing so, the Court of Appeals relied on Progress Mich 

v Attorney General, 506 Mich 74 (2020), to hold that plaintiff could verify its complaint as required 

by MCL 600.6431(1) by filing an amended, verified complaint in the ordinary course of the 

proceedings, notwithstanding the fact that the one-year period for filing a verified notice or claim 

set forth in MCL 600.6431(1) had lapsed. Defendant sought leave to appeal the reinstatement of 

plaintiff’s contract claim in the Supreme Court, and the Supreme Court ordered and heard oral 

argument on whether to grant the application or take other action. 508 Mich 1004 (2021).

In a unanimous per curiam opinion, the Supreme Court, in lieu of granting leave to appeal,

held:

The Court of Appeals erred when it excused plaintiff’s failure to timely comply with MCL 

600.6431. All parties with claims against the state, except those exempted in MCL 600.6431 itself, 

Michigan Supreme Court

Lansing, Michigan

Syllabus Chief Justice:

Elizabeth T. Clement

Justices:

Brian K. Zahra

David F. Viviano

Richard H. Bernstein

Megan K. Cavanagh

Elizabeth M. Welch

Kyra H. Bolden

This syllabus constitutes no part of the opinion of the Court but has been 

prepared by the Reporter of Decisions for the convenience of the reader.

Reporter of Decisions:

Kathryn L. Loomis
must comply with the requirements of MCL 600.6431. MCL 600.6431 states that except as 

otherwise provided in this section, a claim may not be maintained against this state unless the 

claimant, within one year after the claim has accrued, files in the office of the clerk of the Court 

of Claims either a written claim or a written notice of intention to file a claim against this state or 

any of its departments, commissions, boards, institutions, arms, or agencies. Plaintiff did not 

timely comply with MCL 600.6431 because it failed to file, in the office of the clerk of the Court 

of Claims, a written claim or a written notice of intention to file a claim within one year after its 

claims accrued. The Court of Appeals erroneously applied Progress Mich to reason that plaintiff 

could correct any defect in its complaint in order to comply with the requirements of MCL 

600.6431 and MCL 600.6434 during the pendency of the proceedings and in accordance with the 

court rules even after the one-year period set forth in MCL 600.6431 had expired. Progress Mich

pertained to a distinct statute-of-limitations issue and did not purport to detract from Michigan

jurisprudence requiring complete compliance with MCL 600.6431 to avoid dismissal of claims 

against the state. The plaintiff in Progress Mich had filed an amended and verified complaint well 

before the expiration of the one-year period set forth in MCL 600.6431; accordingly, the Progress 

Mich Court was not tasked with considering whether a party can cure a defective complaint after 

that one-year deadline has lapsed. The Court of Appeals thus misapplied the rationale of Progress 

Mich to excuse plaintiff’s failure to comply with MCL 600.6431. Plaintiff’s failure to comply 

with the notice and verification requirements of MCL 600.6431 mandated dismissal of this case.

Reversed and remanded to the Court of Claims for reinstatement of summary disposition 

in favor of defendant.

Justice BERNSTEIN did not participate in the disposition of this case due to a familial 

relationship.

Justice BOLDEN did not participate in the disposition of this case because the Court 

considered it before she assumed office.
FILED May 2, 2023

S T A T E O F M I C H I G A N

SUPREME COURT

ELIA COMPANIES, LLC,

Plaintiff-Appellee/

Cross-Appellant,

v No. 162830

UNIVERSITY OF MICHIGAN REGENTS,

Defendant-Appellant/

Cross-Appellee.

BEFORE THE ENTIRE BENCH (except BERNSTEIN and BOLDEN, JJ.)

PER CURIAM.

At issue is whether plaintiff’s claims must be dismissed due to plaintiff’s failure to 

timely comply with the notice and verification requirements of MCL 600.6431 of the Court 

of Claims Act (the COCA).1

 We hold that they must. In concluding to the contrary, the

Court of Appeals erred by applying this Court’s decision in Progress Mich v Attorney 

1 MCL 600.6401 et seq.

Michigan Supreme Court

Lansing, Michigan

OPINION Chief Justice:

Elizabeth T. Clement

Justices:

Brian K. Zahra

David F. Viviano

Richard H. Bernstein

Megan K. Cavanagh

Elizabeth M. Welch

Kyra H. Bolden
2

General2 to reason that plaintiff could “correct any defect in its complaint in order to 

comply with [the requirements of MCL 600.6431 and MCL 600.6434] during the pendency 

of the proceedings and in accordance with the court rules” even after the one-year period 

set forth in MCL 600.6431 had expired.

3

 Progress Mich pertained to a distinct statute-oflimitations issue and did not purport to detract from our jurisprudence requiring complete 

compliance with MCL 600.6431 to avoid dismissal of claims against the state. 

Accordingly, we reverse the judgment of the Court of Appeals and remand this case to the 

Court of Claims for reinstatement of summary disposition in favor of defendant. We deny 

plaintiff’s application for leave to appeal as cross-appellant.

I. BASIC FACTS AND PROCEDURAL HISTORY

In 2013, plaintiff, Elia Companies, LLC, entered into a 10-year lease with 

defendant, the University of Michigan Regents, to obtain space at the Michigan Union, 

where it would establish a coffee shop. In March 2017, defendant disclosed its plans to 

renovate the Union. According to plaintiff’s complaint, the parties’ lease required that they 

negotiate a relocation of the leased premises. Plaintiff asserts that, rather than enter into 

good-faith negotiations, defendant sent it a long list of relatively old grievances on 

April 17, 2018, and terminated the lease on April 20, 2018, based on plaintiff’s alleged 

default. Defendant ordered plaintiff to vacate the premises, and plaintiff was barred from

entering the building.

2 Progress Mich v Attorney General, 506 Mich 74, 94, 97-98; 954 NW2d 475 (2020).

3 Elia Cos, LLC v Univ of Mich Regents, 335 Mich App 439, 459; 966 NW2d 755 (2021).
3

In August 2018, plaintiff filed an action in the Washtenaw Circuit Court, alleging 

breach of contract, violations of Michigan’s anti-lockout statute,4 breach of covenant for 

quiet possession, constructive eviction, conversion, and unjust enrichment. Defendant, 

over plaintiff’s objection, filed a notice of transfer removing the case to the Court of Claims 

pursuant to MCL 600.6404(3) and MCL 600.6419(1) of the COCA. Defendant ultimately 

moved for summary disposition pursuant to MCR 2.116(C)(7), (C)(8), and (C)(10), arguing, 

in pertinent part, that plaintiff’s entire action must be dismissed because plaintiff failed to 

comply with the notice and verification requirements of MCL 600.64315 of the COCA. The 

Court of Claims agreed and dismissed plaintiff’s case pursuant to MCR 2.116(C)(7).6

Plaintiff appealed as of right, and the Court of Appeals affirmed in part and reversed 

in part in a published opinion. The panel affirmed the dismissal of plaintiff’s ancillary 

claims on governmental-tort-immunity grounds but reversed the dismissal of plaintiff’s 

contract claim. In doing so, the Court of Appeals relied on this Court’s decision in Progress 

Mich to hold that plaintiff could verify its complaint as required by MCL 600.6431(1) by 

filing an amended, verified complaint in the ordinary course of the proceedings, 

4 MCL 600.2918.

5 MCL 600.6431(1) states that “[e]xcept as otherwise provided in this section, a claim may 

not be maintained against this state unless the claimant, within 1 year after the claim has 

accrued, files in the office of the clerk of the court of claims either a written claim or a 

written notice of intention to file a claim against this state or any of its departments, 

commissions, boards, institutions, arms, or agencies.” MCL 600.6431(2) then sets forth 

the requirements for the claim or notice required under Subsection (1).

6 The Court of Claims also reasoned that most of plaintiff’s claims would have been 

independently subject to dismissal as a matter of law because they were torts barred by 

governmental immunity, duplicative, or controlled by the lease contract.
4

notwithstanding the fact that the one-year period for filing a verified notice or claim set 

forth in that statute had lapsed.7

 Defendant sought leave to appeal the reinstatement of 

plaintiff’s contract claim in this Court.8

II. STANDARD OF REVIEW

A trial court’s ruling on a motion for summary disposition is reviewed de novo.9

Issues of statutory interpretation are also reviewed de novo.10

III. ANALYSIS

As an initial matter, we reject plaintiff’s argument that it was not required to comply 

with the notice and verification requirements of MCL 600.6431 because plaintiff initially 

filed suit in the circuit court rather than in the Court of Claims. As this Court held in 

Christie v Wayne State Univ,

11 all parties with claims against the state, except those 

exempted in MCL 600.6431 itself, must comply with the requirements of MCL 600.6431. 

This includes claims initiated in the circuit court. Plaintiff did not timely comply with this 

7 Elia Cos, 335 Mich App at 459-460.

8 Plaintiff cross-appealed, arguing that the Court of Appeals erred by upholding the Court 

of Claims’ dismissal of its claim alleging statutory conversion, MCL 600.2919a, and its 

claim that defendant violated the anti-lockout statute, MCL 600.2918. Plaintiff also argued 

that the Court of Appeals incorrectly applied tort immunity under the governmental tort 

liability act (the GTLA), MCL 691.1401 et seq., even though defendant’s leasing of the 

commercial space to plaintiff was a proprietary function excluded from the GTLA’s 

immunity, see MCL 691.1413.

9 Maiden v Rozwood, 461 Mich 109, 118; 597 NW2d 817 (1999).

10 Fairley v Dep’t of Corrections, 497 Mich 290, 296; 871 NW2d 129 (2015).

11 Christie v Wayne State Univ, ___ Mich ___, ___; ___ NW2d ___ (2023) (Docket No. 

162706).
5

provision, as it failed to file, in the office of the clerk of the Court of Claims, “a written claim 

or a written notice of intention to file a claim” within one year after its claims accrued.12

The Court of Appeals excused plaintiff’s failure to timely comply with MCL 

600.6431, citing Progress Mich to conclude that plaintiff could “correct any defect in its 

complaint in order to comply with [the requirements of MCL 600.6431 and MCL 

600.6434] during the pendency of the proceedings and in accordance with the court rules” 

even after the one-year period set forth in MCL 600.6431 had expired.13 This was in error 

and contrary to our jurisprudence. As we explained in Christie, this Court has stated that 

adherence to the conditions set forth in MCL 600.6431 is necessary “to successfully expose 

the defendant state agencies to liability.”14 In the context of the GTLA, this Court in

12 MCL 600.6431(1). Plaintiff argues that it satisfied the notice and verification

requirements of MCL 600.6431 with an affidavit from Zaid Elia, plaintiff’s managing 

member, which was filed with plaintiff’s November 2018 response to defendant’s first 

motion for summary disposition. While the affidavit was signed and verified before an 

officer authorized to administer oaths, we agree with the Court of Claims that the affidavit 

was neither a “written notice of intention to file a claim” nor a “written claim.” We agree 

with the reasoning of the Court of Claims that

[t]he affidavit did not state an intent to file a claim in [the Court of Claims], 

nor was it the “claim” itself. Nor was the affidavit “file[d] in the office of the 

clerk of the court of claims,” see § 6431(1), in a way that would indicate it was 

intended to put defendant on notice of a claim. Rather, it was attached at the 

end of a response to a dispositive motion, and it was intended to offer 

evidentiary support for the assertions plaintiff made in its briefing. A 

document offered as evidentiary support to a responsive brief does not satisfy 

the purposes of the notice requirement. See [McCahan v Brennan, 492 Mich 

730, 744 n 24; 822 NW2d 747 (2012)] (describing the purposes served by the 

notice required in § 6431).

13 Elia Cos, 335 Mich App at 459.

14 Fairley, 497 Mich at 298.
6

Rowland v Washtenaw Co Rd Comm held that the 120-day notice provision in MCL 

691.1404 of the GTLA “was constitutional,” that “no ‘saving construction’ was necessary 

or allowed,” and that “the engrafting of [a] prejudice requirement onto the statute was 

entirely indefensible.”15 Five years later, this Court held in McCahan v Brennan that the 

reasoning of Rowland equally applied to the notice provision in MCL 600.6431 of the 

COCA, holding that “statutory notice requirements must be interpreted and enforced as 

plainly written and . . . no judicially created saving construction is permitted to avoid a 

clear statutory mandate.”16 Ultimately, the Court concluded that the “[f]iling [of a] notice 

outside the statutorily required notice period does not constitute compliance with the 

statute.”17 In 2015, in Fairley v Dep’t of Corrections,this Court explained that, by enacting 

MCL 600.6431, “the Legislature has qualified a claimant’s ability to bring a claim against 

the state by requiring that ‘the claim or notice shall be signed and verified by the claimant 

before an officer authorized to administer oaths.’ ”18 In holding that the plaintiffs’ claims 

had to be dismissed, the Court ruled that, when a “notice [is] either unverified but timely 

or untimely but verified, . . . it fails to meet the conditions precedent to maintaining a suit 

against the [state].”19 Accordingly, under our well-established jurisprudence, a party 

bringing suit against the state must fully comply with the terms of MCL 600.6431, 

15 Rowland v Washtenaw Co Rd Comm, 477 Mich 197, 211; 731 NW2d 41 (2007).

16 McCahan, 492 Mich at 733.

17 Id. at 747.

18 Fairley, 497 Mich at 298, quoting MCL 600.6431(1), as enacted by 1961 PA 236.

19 Fairley, 497 Mich at 300.
7

regardless of a finding of prejudice. Under this caselaw, plaintiff’s failure to comply with 

MCL 600.6431 mandates the dismissal of its claims. This should have been the end of the 

Court of Appeals’ inquiry.

Instead, the Court of Appeals applied this Court’s decision in Progress Mich to 

conclude that plaintiff’s claims need not be dismissed despite plaintiff’s failure to timely 

comply with MCL 600.6431. But Progress Mich did not purport to detract from our 

jurisprudence requiring complete compliance with MCL 600.6431 to maintain a claim 

against the state. In Progress Mich, the plaintiff’s original complaint filed under the 

Freedom of Information Act (FOIA)20 failed to comply with the verification requirement 

of MCL 600.6434.21 Unlike in this case, the plaintiff in Progress Mich subsequently filed 

an amended and verified complaint well before the expiration of the one-year period set 

forth in MCL 600.6431. Thus, the Progress Mich Court was not tasked with considering 

whether a party can cure a defective complaint after that one-year deadline has lapsed. The 

distinct issue presented was whether the initial filing of the unverified complaint tolled the 

applicable statute of limitations to prevent dismissal of the case on statute-of-limitations 

grounds. This Court held that an unverified complaint can toll the 180-day FOIA 

limitations period, as “nothing in the language of [FOIA] suggests that the verification 

requirement of MCL 600.6434 (or MCL 600.6431) has any bearing on the question of when 

20 MCL 15.231 et seq.

21 MCL 600.6434(2) of the COCA provides that a party’s complaint “shall be verified,” 

and MCL 600.6434(3) and (4) provide instruction as to how the complaint shall be served 

and filed. The Court in Progress Mich stated that the “[d]efendant did not address 

verification under MCL 600.6434 separately from verification under MCL 600.6431, and 

while the statutes function slightly differently, there is no difference between their 

verification requirements.” Progress Mich, 506 Mich at 93.
8

an action is commenced or whether the statutory period of limitations is tolled.”22 The Court 

did not alter its previous holdings that compliance with MCL 600.6431 is required to avoid 

dismissal of claims against the state. The Court of Appeals thus misapplied the rationale of 

Progress Mich to excuse plaintiff’s failure to comply with MCL 600.6431.

IV. CONCLUSION

We conclude that plaintiff’s failure to comply with the notice and verification 

requirements of MCL 600.6431 mandates dismissal of this case. Accordingly, we reverse 

the judgment of the Court of Appeals and remand this case to the Court of Claims for 

reinstatement of summary disposition in favor of defendant. We deny plaintiff’s 

application for leave to appeal as cross-appellant.23

Elizabeth T. Clement

Brian K. Zahra

David F. Viviano

Megan K. Cavanagh

Elizabeth M. Welch

BERNSTEIN, J., did not participate in the disposition of this case due to a familial 

relationship.

BOLDEN, J., did not participate in the disposition of this case because the Court 

considered it before she assumed office.

22 Progress Mich, 506 Mich at 98.

23 In light of our conclusion that plaintiff’s claims fail due to plaintiff’s failure to comply 

with MCL 600.6431, we need not consider the issues set forth in plaintiff’s cross-appeal.