Stop Costly Michigan Business Disputes—Commercial Litigation
Michigan businesses can reduce risk and control costs by addressing disputes early, using tailored contracts, and pursuing efficient litigation strategies when necessary. Learn how commercial litigation works in Michigan, common dispute types, and practical steps to protect your company.
Why Early Action Matters
Business disputes can escalate quickly—driving up legal spend, straining relationships, and distracting leadership from operations. Early engagement with counsel helps you assess exposure, preserve evidence, and pursue business-focused solutions such as negotiated resolutions, mediation, or other ADR. Michigan courts encourage court-connected ADR, including case evaluation and mediation. See MCR 2.410 (ADR) and MCR 2.411 (mediation). The goal is cost control and certainty, not conflict for its own sake.
Quick Tips to Cut Costs
- Escalate internally before litigating: set a brief executive-to-executive call to frame issues.
- Narrow the scope: agree early on custodians, date ranges, and search terms for e-discovery.
- Document the business case: define settlement ranges and walk-away points before mediation.
- Leverage phased discovery tied to dispositive issues.
Common Michigan Commercial Disputes
- Contract claims (payment, delivery, warranties, termination, and force majeure)
- Shareholder and LLC member disputes (deadlock, books and records, oppressed shareholders)
- Non-compete, non-solicit, and confidentiality matters
- Supply chain and UCC sales of goods issues
- Real estate and commercial lease disputes
- Business torts (fraud, misrepresentation, tortious interference)
- Trade secret misappropriation and IP-related conflicts
- Insurance coverage for business losses
Michigan Litigation Basics
Commercial cases in Michigan state courts follow the Michigan Court Rules (Chapter 2: Civil Procedure). Cases typically begin with a complaint, service, and an answer or other responsive pleading. Parties engage in discovery—including document exchange, depositions, and expert work—followed by dispositive motions and, if needed, trial. Many disputes are resolved through settlement conferences or mediation along the way. Venue can be state or federal court depending on the claims and parties. Appeals are generally available after final judgments, and some interlocutory orders can be reviewed in limited circumstances under the Michigan Appellate Rules (Chapter 7).
Contract Clauses That Help Prevent Disputes
- Clear scope of work, pricing, and change-order processes
- Express warranties and exclusive remedies aligned with the Michigan UCC (for goods transactions), e.g., MCL 440.2316 (warranty disclaimers) and MCL 440.2719 (limitation of remedies)
- Limitations of liability and damages caps that comply with Michigan law
- Forum selection, governing law, and (if enforceable) jury trial waiver provisions tailored to the parties and claims
- Notice and cure provisions and structured escalation (e.g., executive meeting, mediation)
- Confidentiality and IP ownership terms
- Well-drafted restrictive covenants tailored to legitimate business interests (see MCL 445.774a); enforceability depends on reasonableness and current law
Evidence Wins Cases: Preserve It Early
Once a dispute is reasonably anticipated, implement a litigation hold. Identify custodians, suspend routine deletion, and capture emails, messaging data, cloud documents, and relevant device data. Poor preservation can increase costs and risk adverse inferences or sanctions. Michigan courts authorize sanctions for discovery failures (see MCR 2.313), and Michigan recognizes adverse-inference instructions when evidence is not preserved under appropriate circumstances (Brenner v. Kolk, 226 Mich App 149 (1997)).
Efficient Resolution Options
- Negotiated settlement with targeted information exchange
- Mediation with a neutral experienced in your industry (Michigan courts facilitate mediation under MCR 2.411)
- Arbitration where speed, privacy, or expertise are priorities
- Early dispositive motions on threshold legal issues
- Bifurcation or phased discovery to manage cost
Shareholder and LLC Member Conflicts
Michigan law provides remedies when owners are treated unfairly. For closely held corporations, shareholders may seek relief under the oppression statute (MCL 450.1489). In LLCs, outcomes are strongly influenced by the operating agreement and the Michigan LLC Act; for example, members have records and information rights (MCL 450.4510). Clear buy-sell triggers, valuation methods, information rights, and dispute mechanisms reduce uncertainty.
Trade Secrets and Employee Mobility
Protect know-how with NDAs, access controls, and exit procedures. Move quickly if misappropriation is suspected: secure devices, audit access logs, and assess whether injunctive relief is warranted. Michigan recognizes trade secret protections for information that derives independent economic value from not being generally known and that is subject to reasonable secrecy measures. See MCL 445.1901 and injunctive remedies under MCL 445.1903. Non-compete and non-solicit covenants must be reasonable to be enforceable in Michigan (MCL 445.774a), and the legal landscape continues to evolve.
Insurance and Indemnity
Review coverage for business disputes, including CGL, EPL, D&O, cyber, and specialized policies. Provide timely notice and cooperate with insurers. Align contractual indemnities with insurance and consider additional insured requirements to shift and manage risk.
How We Help
We blend proactive counseling with decisive litigation when necessary. Our team drafts and updates contracts, investigates disputes, preserves and analyzes ESI, and pursues efficient resolutions—settlement where it saves money, trial when it protects value. We align strategy with your business goals and budget.
What To Do If You Anticipate a Dispute
- Contact counsel early for a risk assessment
- Issue a tailored litigation hold and map key custodians and systems
- Collect and organize contracts, amendments, messages, and financials
- Avoid unilateral “self-help” that could breach agreements
- Evaluate ADR options and negotiation frameworks
- Consider insurance notice and tender
- Maintain internal communications discipline—assume they may be discoverable
Frequently Asked Questions
Do we have to sue?
Not necessarily. Many disputes resolve through negotiation or ADR once facts are clarified, and Michigan courts encourage ADR (MCR 2.410–2.411).
How long does a case take?
Timelines vary by court, complexity, discovery scope, and motion practice. Early strategic decisions (e.g., targeted discovery or motions) can shorten the path.
Can we recover attorneys’ fees?
Under Michigan’s American Rule, attorneys’ fees are generally not recoverable unless allowed by statute, court rule, or contract (Haliw v. City of Sterling Heights, 471 Mich 700 (2005)).
What will it cost?
Cost depends on scope. We use budgets, phased work plans, and targeted discovery to create predictability.
Ready to reduce risk and control costs? Talk with our Michigan commercial litigation team.
Disclaimer: This post provides general information about Michigan commercial litigation and is not legal advice. Laws change and outcomes depend on specific facts and the forum. Reading this post does not create an attorney-client relationship. If you are outside Michigan, your rules may differ. Consult a licensed Michigan attorney about your situation.