Subject-matter jurisdiction; Family division jurisdiction; MCL 600.1021(1)(a); Divorce judgment; Corporate separateness; Piercing the corporate veil; Conversion; Statutory conversion; MCL 600.2919a; Civil embezzlement; Summary disposition under MCR 2.116(C)(4) & (C)(8)

The court held that the trial court erred by dismissing plaintiff-corporation’s conversion and civil-embezzlement claims for lack of subject-matter jurisdiction and for failure to state a claim. Plaintiff alleged defendant, the ex-wife of plaintiff’s sole shareholder, withdrew more than $68,000 from plaintiff’s corporate accounts after the divorce. The trial court treated the case as a disguised divorce-property dispute, but the court held that was error because a corporation is presumed to be a “separate and distinct legal entity from its owner, ‘even when a single individual owns and operates the entity.’” Because plaintiff was not a party to the divorce, the family division lacked authority to adjudicate plaintiff’s claims, and the civil division had jurisdiction over the conversion action. The court also rejected the trial court’s alternative conclusion that defendant could not convert funds because she remained an authorized signatory. Accepting the complaint as true, plaintiff alleged it held legal title to the funds, defendant lacked actual authority to withdraw them, and she procured cashier’s checks payable to herself. The court reasoned that authorized access did not defeat conversion or civil embezzlement as a matter of law because embezzlement involves a person who obtains possession through a position of trust and then “dishonestly converts the money” to personal use. Reversed and remanded.