Pinnacle North LLC v. Keith a White

CourtMichigan Court of Appeals
DecidedMarch 24, 2026
Docket370640
StatusUnpublished

This text of Pinnacle North LLC v. Keith a White (Pinnacle North LLC v. Keith a White) is published on Counsel Stack Legal Research, covering Michigan Court of Appeals primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Pinnacle North LLC v. Keith a White, (Mich. Ct. App. 2026).

Opinion

If this opinion indicates that it is “FOR PUBLICATION,” it is subject to revision until final publication in the Michigan Appeals Reports.

STATE OF MICHIGAN

COURT OF APPEALS

PINNACLE NORTH, LLC, UNPUBLISHED March 24, 2026 Plaintiff-Appellee, 11:46 AM

v No. 370640 Oakland Circuit Court KEITH A. WHITE, LC No. 2020-183261-CB

Defendant-Appellant.

Before PATEL, P.J., and SWARTZLE and MARIANI, JJ.

PER CURIAM.

Defendant Keith White appeals by right the trial court’s opinion and order granting plaintiff Pinnacle North, LLC’s motion for settlement of attorney fees. The attorney fees stem from efforts by plaintiff to recover for the breach of a commercial real estate lease between plaintiff and defendant’s company, Marketplace Home Mortgage, LLC (MHM). On appeal, defendant also challenges the trial court’s earlier rulings that concluded plaintiff could hold defendant personally liable under an alter-ego theory for the liability of MHM, and that a payment of $50,000 to defendant from MHM amounted to a voidable transfer under the Uniform Voidable Transfers Act (UVTA), MCL 566.31 et seq. Finding no errors warranting reversal, we affirm.

I. BACKGROUND

Plaintiff is a limited-liability company that owns the leased real property at issue, which is commonly known as the Pinnacle North Office Center. Defendant is the sole member and president of MHM, a limited-liability company which was no longer in operation at the time of this litigation.1 When it was an active business entity, MHM had been engaged in the business of soliciting mortgage loans in several states, including Michigan. In April 2018, plaintiff and MHM entered into a three-year commercial lease in which MHM agreed to lease space in the Pinnacle

1 There had previously been another member of MHM who held a 1% interest in the company, but at all times defendant was the sole decisionmaker for the company.

-1- North Office Center. During the summer months of 2018, however, MHM defaulted on its payment obligations under the lease.

In the fall of 2018, MHM entered into negotiations to sell its assets to a third party, New American Funding (NAF). The agreement between NAF and MHM closed on December 31, 2018. By that time, MHM was insolvent. As part of the sale, NAF assumed certain of MHM’s liabilities, but the lease between plaintiff and MHM was not among them.2 When plaintiff contacted MHM about overdue rent in January 2019, MHM informed plaintiff of the sale, including that it did not include plaintiff’s lease and that MHM was no longer in operation and had no revenue or employees. In December 2019, defendant wrote himself a check from MHM for $50,000. According to defendant, this was a partial reimbursement for the significant financial contributions he had previously made to MHM. Plaintiff subsequently filed suit against MHM to recover for its breach of the lease. When MHM failed to appear, plaintiff secured a default judgment against it “in the amount of $52,548.24, plus interest, costs, and attorney fees from the date of th[e] judgment going forward.”

After plaintiff was unsuccessful in collecting the default judgment from MHM, it filed the instant lawsuit against defendant in his individual capacity, seeking (1) to pierce MHM’s corporate veil and hold defendant personally liable for the default judgment, (2) to challenge the $50,000 payment to defendant as an impermissible transfer under the UVTA, and (3) to recover interest, costs, and attorney fees.3 Following a two-day bench trial, the trial court entered judgment in favor of plaintiff.4 The court concluded that the $50,000 payment was a voidable transfer under the UVTA, that plaintiff had shown MHM’s corporate veil should be pierced, and that defendant was “liable for the entire amount of the default judgment against MHM, plus costs, attorney fees, and interest.” The trial court also set forth a process to determine the amount of plaintiff’s fee award. Consistent with that process, the court received submissions from the parties and heard argument on the fee request. The court then entered an order awarding plaintiff approximately $92,000 in attorney fees, which comprised fees plaintiff incurred in both the instant lawsuit and the prior one against MHM.

This appeal followed.

II. APPLICABLE LAW

As a preliminary matter, defendant contends that it is Minnesota law, rather than Michigan law, that should govern this dispute. We disagree.

2 Defendant also became an employee of NAF but, “after less than a year,” he and NAF “parted ways.” 3 Plaintiff also brought claims against NAF, but NAF was subsequently dismissed from the lawsuit via stipulated order and is not involved in this appeal. 4 The trial court initially issued its judgment, along with findings of fact and conclusions of law, on March 27, 2023. After both parties moved to amend the judgment, the court issued an amended judgment, with additional findings of fact and conclusions of law, on June 13, 2023.

-2- As noted by plaintiff, MCR 2.112(J) requires a party who intends to rely on the law of another state to “give notice of that intention either in his or her pleadings or in a written notice served by the close of discovery.” Defendant, however, admittedly did not raise the potential application of Minnesota law until after the trial in this case had concluded. Defendant has not attempted to square this timing with MCR 2.112(J)’s requirements, nor has he offered any colorable basis for overlooking his noncompliance with those requirements here. Cf. Zantop Int’l Airlines, Inc v Eastern Airlines, 200 Mich App 344, 352; 503 NW2d 915 (1993) (overlooking the plaintiff’s failure to provide formal notice of the application of Florida law when the defendant drafted the contract providing that Florida law governed the transaction at issue and “and even argued Florida law in its motion for summary disposition”).

Furthermore, in Sutherland v Kennington Truck Serv, Ltd, 454 Mich 274, 286; 562 NW2d 466 (1997), our Supreme Court instructed that we are to apply Michigan law unless a rational reason to apply the law of a foreign jurisdiction exists. To determine this, the first question is whether a foreign state has an interest in its law being applied. Id. If not, the party seeking to apply the law of a foreign state cannot overcome the presumption that Michigan law applies. Id. If a foreign state does have such an interest, then we must determine if Michigan’s own interests nonetheless mandate that Michigan law be applied. Id. Here, the only apparent connection that Minnesota has to this litigation is that MHM was organized under Minnesota law and had its resident agent registered in Minnesota. But the mere fact that a party has its residence in a foreign state, without more, “is insufficient to support the choice of a state’s law.” Id. at 287. Accordingly, even if MCR 2.112(J) did not foreclose defendant’s argument, defendant has failed to show that Minnesota has an interest in the application of its law to this dispute that would be sufficient to overcome the presumption that Michigan law applies.

III. ALTER EGO LIABILITY

Turning to the substance of defendant’s claims of error on appeal, defendant first argues that the trial court erred in concluding that MHM’s corporate veil should be pierced in this case so that he could be held personally liable for MHM’s liability to plaintiff. We disagree.

Following a bench trial, the trial court’s findings of fact are reviewed by this Court for clear error and its conclusions of law are reviewed de novo. Midwest Valve & Fitting Co v Detroit, 347 Mich App 237, 250; 14 NW3d 826 (2023).

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Pinnacle North LLC v. Keith a White, Counsel Stack Legal Research, https://law.counselstack.com/opinion/pinnacle-north-llc-v-keith-a-white-michctapp-2026.