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BlogsPublications | November 2, 2021
1 minute read

COA Opinion: Flint Cold Storage v. Michigan Dep’t of Treasury

On September 8, 2009, the Court of Appeals published an opinion in Flint Cold Storage v. Michigan Department of Treasury, No. 286921, in a decision written by Judge Jansen. The Court affirmed a grant of summary disposition to the Treasury Department on the basis that Flint Cold Storage lacked capacity to sue, and therefore could not maintain an action to recover unclaimed property held by the Treasury. The opinion can be found here.

Flint Cold Storage dissolved in 1975, and the Court agreed that while the Business Corporations Act provides for a reasonable time to continue winding up affairs, that period is not indefinite (even though no specific time limit is found in the statute, as was the case with the predecessor law). The Court agreed that more than 30 years later was an unreasonable period of time to claim to be winding up affairs, even though the closely held corporation filed an action for the property shortly after its former insurer placed it in trust with the Treasury. The Court did suggest that the historic stockholders or their estates could attempt to maintain an action in their own names, but discussion of the proceedings below suggested there might be proof problems in determining exact ownership of shares at the time of dissolution.