Standing to enforce deed restrictions; Comparing Civic Ass’n of Hammond Lake Estates v Hammond Lake Estates No 3 Lots 126-135 & Bloomfield Estates Improvement Ass’n, Inc v City of Birmingham; Deed Restriction Article II preapproval requirement; Restrictive-covenant interpretation; Thiel v Goyings; Article VI reasonable-promptness clause; MCR 1.109(E)(6) sanctions

The court held that the trial court erred by concluding defendants did not “alter” their home within the meaning of the deed restrictions when they installed cedar siding without plaintiff’s prior approval, requiring partial vacatur and remand. But the trial court properly granted summary disposition on all remaining claims and counterclaims. The case arose after defendants replaced deteriorated stucco on the street-facing portion of their Tudor-style home with cedar without first submitting plans to plaintiff, the subdivision’s civic association. Defendants stopped work when notified and later removed the cedar during litigation. The trial court dismissed plaintiff’s enforcement action and defendants’ counterclaims. On appeal, the court first found that plaintiff had standing because an association may enforce deed restrictions on behalf of its members, citing Hammond Lake Estates and noting that Bloomfield Estates did not disturb that principle. On the merits, the court held that installing bright cedar siding in place of stucco significantly changed the home’s character and composition, constituted an “alteration,” and therefore required preapproval under Article II. It rejected the trial court’s reasoning that the small portion at issue and its removable nature negated an alteration, noting that the change “significantly” departed from the Tudor appearance. The court emphasized that defendants’ later removal of the siding did not moot the violation. As to Article II’s conformity-and-harmony clause, it affirmed dismissal because that clause governs the association’s review process, and defendants did not challenge the association’s review determinations. Regarding Article VI, the court found no violation of the “reasonable promptness” requirement because defendants ceased work after receiving a cease-and-desist and awaiting approval, and removal-time arguments were outside the clause’s focus on carrying forward construction. It also rejected the argument that woodpecker damage was a “casualty” requiring repair within four months, explaining that “casualty” in context refers to accidental events similar to fire, not gradual deterioration. The court affirmed dismissal of plaintiff’s contract and fraud counts, finding no enforceable contract because the plan-review form lacked mutuality, consideration, and any binding obligation before approval. And in the absence of a contract, the fraud claim had no merit. The court also upheld the denial of sanctions, concluding nothing showed defendants’ attorney failed to conduct a reasonable inquiry before filing the counterclaims. Remanded solely for the trial court to determine appropriate remedies for the Article II preapproval violation.