Breach of an employment contract; Whether the contract was void as against public policy; Hazel Park v Potter; Davis v Public Sch of Escanaba; Terrien v Zwit; A township board’s statutory power to select & appoint a township employee under MCL 41.75a; MCL 41.187; The Whistleblowers’ Protection Act (WPA); MCL 15.362; McNeill-Marks v Midmichigan Med Ctr-Gratiot; Causation; “Adverse employment action”; “Employer” (MCL 15.361(b)); The “economic-reality” test; Public policy-based retaliation claim; Distinguishing Janetsky v Saginaw Cnty

Holding that plaintiff’s employment contract was void as against public policy, the court affirmed summary disposition of his breach of contract claim. It also concluded that his WPA claim against defendant-Township failed on the causation element, that he could not show an adverse employment action by defendant-former township supervisor, and that defendant-township clerk “was not an ‘employer’ or an ‘agent of an employer’ for purposes of the WPA.” Finally, finding Janetsky distinguishable, the court upheld summary disposition of his public policy-based claims. Plaintiff was formerly the Township’s general counsel and human resources director. The trial court granted defendants summary disposition of all his claims. As to his breach of contract claim, the trial court ruled that his “employment contract violated public policy under the reasoning of” the court’s decision in Potter, “because the ‘just-cause’ provision . . . improperly bound successor township boards.” He contended its reliance on Potter was error because it was inconsistent with the Supreme Court’s earlier ruling in Davis. The court disagreed. “Under the rule established in Potter, plaintiff’s contract is void because it deprived the Board of its statutory power to select and appoint a township employee under MCL 41.75a.” That case was “binding precedent and analogous to the facts” here. And the court determined that the “trial court did not err by applying Potter, rather than Davis. The facts of Davis are distinguishable because that case concerned a school superintendent, rather than a township attorney, and the Court’s analysis was dependent on a statute that has since been repealed.” In addition, “Davis did not involve a ‘just cause’ termination provision, which is before us in this case, and which made plaintiff’s contract indefinite in nature in the absence of just cause.” He alternatively relied on an exception recognized in Potter, “that a contract authorized by statute is exempt from the majority rule that an employment contract that extends past the life of the board is void as against public policy.” He cited MCL 41.187 as such a statute. But “because the plain language of MCL 41.187 does not give the Board authority to enter contracts extending beyond the terms of the members, the exception does not apply.” As to his WPA claim against the Township, the vote that resulted in his termination occurred about 10 months after he distributed his memo and the “Board that actually voted to terminate plaintiff was comprised of several new members[.]” Affirmed in all respects.