Summary disposition under MCR 2.116(C)(7); Applicable statutes of limitations; LLC member oppression; MCL 450.4515(1)(e); Breach of fiduciary duty; MCL 600.5805(2); Unjust enrichment; Fraud; MCL 600.5813; Accrual; Fraudulent-concealment exception; MCL 600.5855; Duty to disclose; MCL 450.4409(1)(c); Summary disposition under MCR 2.116(C)(10); Silent fraud; Accounting under MCL 450.4503(5)

The court held that plaintiff-trustee’s claims for LLC member oppression, breach of fiduciary duty, and unjust enrichment were time-barred, that its fraud claim was timely but failed on the merits, and that it was not entitled to an accounting of a separate entity’s financial affairs. Plaintiff served as successor trustee of two trusts that became minority members of defendant-LLC (RCM II). RCM II loaned substantially all of its funds (including funds received from the trusts) to another Rose family business, ERC, which invested in other family entities in which defendant-manager (Warren) or his family, but not the trusts, had interests. Plaintiff later sued Warren and RCM II. On appeal, the court concluded that MCL 450.4515(1)(e)’s two-to-three-year limitations period governed both the member-oppression and unjust-enrichment claims because the latter arose from Warren’s allegedly self-interested actions as RCM II’s manager. The fiduciary-duty claim carried a three-year period under MCL 600.5805(2), while the fraud claim was governed by MCL 600.5813’s six-year period. Because the claims accrued when RCM II was formed in 12/16, the first three claims were untimely, but the trial court erred by finding the fraud claim time-barred. The fraudulent-concealment exception in MCL 600.5855 did not save the untimely claims. Plaintiff failed to establish that Warren affirmatively concealed information, and MCL 450.4409(1)(c) did not create a fiduciary duty requiring an LLC manager to disclose self-interested transactions. The fraud claim failed under MCR 2.116(C)(10) because there was no evidence Warren suppressed a material fact he had a duty to disclose. Finally, MCL 450.4503(5) did not entitle RCM II’s members to an accounting of ERC’s financial affairs merely because Warren managed one entity and served as president of the other. Affirmed.