Fraser Trebilcock Davis & Dunlap Pc v. Boyce Trust 2350
497 Mich. 265
| Mich. | 2015Background
- Fraser Trebilcock is a Michigan professional corporation law firm that represented itself with its member lawyers in a breach-of-contract action for unpaid fees against Boyce Trust entities.
- The firm did not retain outside counsel or enter a retainer with its member lawyers; it identified itself as the Attorneys for Plaintiff throughout litigation.
- Case evaluation favored Fraser Trebilcock at $60,000; defendants rejected the evaluation, and the action proceeded to trial resulting in a verdict for Fraser Trebilcock totaling $73,501.90.
- Posttrial motions were filed: defendants sought a new trial, Fraser Trebilcock sought case-evaluation sanctions under MCR 2.403(O)(6)(b) including an attorney’s fee, and the court awarded sanctions.
- The trial court awarded Fraser Trebilcock approximately $102,000 in sanctions (attorney fees plus interest) and allowed supplemental fees for the sanctions litigation.
- The Court of Appeals affirmed most fee sanctions but reversed the portion related to time spent pursuing sanctions; the Michigan Supreme Court granted review.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Fraser Trebilcock may recover a reasonable attorney fee under MCR 2.403(O)(6)(b). | Trebilcock argued fees should be recoverable as a corporate entity for services of its members. | Fees cannot be recovered because no attorney-client relationship exists between firm and its member lawyers. | Cannot recover; no attorney-fee due to lack of agency/attorney-client relationship. |
| Whether an attorney-client relationship existed between Fraser Trebilcock and its member lawyers sufficient to support a fee. | There is sufficient separation between firm and members to create a recoverable relationship. | There is no separate client identity; the firm and members are conflated. | No; no distinct attorney-client relationship adequate for a fee. |
| Whether Kay v Ehrler and related federal authorities justify fees for an organization represented by its in-house or member counsel. | Kay supports the view that organizations can recover fees for in-house representation. | Omdahl and Michigan law preclude such recovery for self-representation. | Not controlling here; Michigan law governs and precludes recovery. |
| Does corporate status alone distinguish Fraser Trebilcock from an individual attorney-litigant for purposes of MCR 2.403(O)(6)(b)? | Corporate status plus agency-like representation by members creates a recoverable fee. | Status and representation do not create the required attorney-client identity. | Insufficient to create recoverable attorney fee. |
| What is the proper disposition of the Court of Appeals’ partial affirmance and the trial court’s award on remand? | Affirm the fee award as reasonable. | Reverse the fee award consistent with Omdahl and related principles. | Reversed; vacated the trial court’s attorney-fee award and remanded for further proceedings. |
Key Cases Cited
- Omdahl v West Iron Co Bd of Ed, 478 Mich 423 (2007) (attorney-fee requires attorney-client relationship; no fee for self-representation)
- Kay v Ehrler, 499 U.S. 432 (1991) (pro se attorney-fee limitation; organization-footnote dicta not controlling here)
- McAuley v Gen Motors Corp, 457 Mich 513 (1998) (reasonable attorney-fee under court rule is compensatory, not punitive)
- Watkins v Manchester, 199 Mich App 337 (1996) (case not intended to provide windfalls; sets context for costs shifting)
- Smith v Khouri, 481 Mich 519 (2008) (limits in costs/fees and role of mediation rulings)
- Detroit Bar Ass’n v Union Guardian Trust Co, 282 Mich 707 (1938) (corporate appearance restrictions and representation principles)