Monetary damages on a breach of contract claim; Great weight of the evidence; Tolling under MCL 600.5855 due to fraudulent concealment; Damages award & evidence; Business Advisory Services (BAS); Elixir Advisory Services (EAS)

The court held that the trial court correctly ruled that plaintiff could seek money damages for his breach of contract claim. It also held that the jury’s (1) finding that there was a contract breach, (2) finding that defendant-CIG engaged in fraudulent concealment, and (3) $3 million damages award were not against the great weight of the evidence. The contract contained two equity-earning provisions that formed the basis of the dispute. Defendant asserted that plaintiff was improperly allowed to seek money damages. It first contended that this put him “in a better position than if defendant had performed under the contract.” But the court saw nothing in the record showing that allowing him “to recover the monetary value of his owed equity puts him in a better position than having the equity. In both instances, plaintiff would recover the same value, just different forms—money, or a property interest that has the same value—of it.” Second, the court rejected defendant’s argument that the trial court erred in “declining to award specific performance.” As to the great weight of the evidence, defendant first challenged the jury’s finding that there was a breach. It asserted that nothing showed “plaintiff met the revenue hurdles required to obtain an equity interest in BAS.” The court disagreed. Evidence indicating that he did so included (1) his testimony that defendant’s founder (M) “assured him at the annual reviews that he had earned equity; (2) no performance reviews explicitly mentioned plaintiff failing to meet any hurdle rate or failing to accrue equity; (3) the performance reviews had numerous references to revenue targets being met; and (4) CIG created a spreadsheet showing plaintiff earning 3.33% equity every year.” While there was opposing evidence, the trial court did not abuse its discretion in determining “the overwhelming weight of the evidence did not favor defendant.” It likewise failed to show the great weight of evidence favored it on the fraudulent concealment issue. Finally, as to the damages calculation, the amount of revenue a CIG subsidiary (EAS) had was relevant where plaintiff’s case was based “on the view that defendant was hiding or sheltering consulting income by allocating it to EAS instead of BAS [.]” The court noted that “plaintiff had sought nearly $6 million in damages, and the jury awarded $3 million.” Affirmed.