William Elias v. Federal Home Loan Mortgage Corporation, a corporation chartered by the United States…

NOT RECOMMENDED FOR FULL-TEXT PUBLICATION
File Name: 14a0563n.06
Case No. 13-2392
UNITED STATES COURT OF APPEALS
FOR THE SIXTH CIRCUIT
WILLIAM ELIAS; ELIAS REAL ESTATE LLC;
TAXFASTER LLC; MOODY, KEEGAN,
NELSON & ASSOCIATES PLLC,
Plaintiffs-Appellants,
v.
FEDERAL HOME LOAN MORTGAGE
CORPORATION, a corporation chartered by the
United States Congress,
Defendant-Appellee.
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ON APPEAL FROM THE
UNITED STATES DISTRICT
COURT FOR THE EASTERN
DISTRICT OF MICHIGAN
O P I N I O N
BEFORE: BOGGS, COLE, and STRANCH, Circuit Judges.
COLE, Circuit Judge. In October 2012, the Federal Home Loan Mortgage Corporation,
better known as Freddie Mac, added plaintiff William Elias and his real-estate businesses to its
Exclusionary List. The List identifies individuals and businesses whom Freddie Mac suspects of
engaging in fraud or whose business practices are deemed to present an “undue risk” to Freddie
Mac. After an entity has been placed on the List, it may no longer participate, directly or
indirectly, in any mortgage transaction involving Freddie Mac. Elias alleges that his inclusion on
the List has caused his real-estate businesses to collapse because third-party mortgage servicers
will no longer deal with them. He filed suit alleging (1) tortious interference with a business
relationship or expectancy and with contracts, (2) defamation, (3) state and federal antitrust

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violations, and (4) civil conspiracy. The district court granted Freddie Mac’s motion to dismiss
for failure to state a claim. We affirm.
I. OVERVIEW
A. Factual Background
William Elias, a Michigan real-estate broker, is the chief executive officer and owner of
Elias Realty LLC, as well as the single-member owner of Taxfaster LLC, which does business as
Moody, Keegan, Nelson & Associates, PLLC (“Moody Keegan”). Before the events underlying
this suit, much of Elias’s business involved facilitating short sales of real estate as an alternative
to foreclosure. As one of the nation’s largest holders of mortgages, Freddie Mac is often
involved in short sales, typically through its mortgage servicers, and has guidelines as to when it
will approve a short sale or permit its servicers to do so. These guidelines seek to minimize
Freddie Mac’s losses and require, among other things, that the borrower demonstrate an eligible
hardship and be delinquent on his or her mortgage payments.
On October 1, 2012, Elias received a notice from Freddie Mac stating that it was
considering adding Elias and his business entities to its Exclusionary List. As Freddie Mac
explains, an entity may be added to the List because Freddie Mac believes it has engaged in
unlawful or unethical conduct, such as fraud or regulatory violations. Additionally, an entity can
be added due to “[o]ther grounds that in Freddie Mac’s judgment may adversely affect Freddie
Mac,” such as business practices that pose an “undue risk” to the corporation. After being placed
on the List, entities are barred from (1) selling any loan to Freddie Mac, (2) servicing any
Freddie Mac loan or property, and (3) participating in the origination, transfer, or servicing of
any loan subsequently acquired by Freddie Mac, or participating in the transfer of the associated
real-estate property. Under the third limitation—which is particularly broad—Freddie Mac will

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not acquire a loan if an excluded entity was involved at any stage in the associated property’s
chain of title, regardless of who presently holds the loan or property.
Freddie Mac’s notice to Elias contained three main allegations: (1) that Elias, and his
alias Thomas Glassman, had instructed at least five short-sale sellers whose mortgages were held
by Freddie Mac to buy a new home before engaging in a short sale, thereby misrepresenting their
financial situation in order to qualify for the sale; (2) that Moody Keegan kept fees from some
short-sale transactions that should have been remitted to Freddie Mac, while attempting to
conceal this practice; and (3) that a business entity affiliated with Elias impermissibly accepted
up-front fees from a seller. Freddie Mac instructed Elias that he had ten days to respond to the
letter and that he would not be added to the List until his response had been reviewed. Elias
responded, denying all allegations, and submitted an affidavit among other extensive supporting
documents. On October 31, 2012, Freddie Mac notified Elias that his name, as well as his
business entities Elias Realty, Taxfaster, and Moody Keegan, would be added to the List “to
prevent undue risk to the company.”
Additionally, after Freddie Mac had notified Elias that he might be added to the List, but
before Elias’s ten-day response period ended, Freddie Mac notified at least three mortgage
servicers that it was considering placing Elias on the List. One of these servicers, CitiMortgage,
passed this information along to a client of Elias. In response to Freddie Mac’s concerns, these
servicers refused to complete pending short-sale transactions with Elias Realty.
Elias alleges that placement on the List has irreparably harmed his businesses because
mortgage servicers will no longer transact with them. Not only has Elias had to cancel
“hundreds of short sale transactions” and lose the revenue associated with those deals, his realty
firm has collapsed, resulting in the layoff of over one hundred employees.

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B. Procedural History
Elias and his businesses filed a complaint in the United States District Court for the
Eastern District of Michigan on January 31, 2013, along with a motion for a temporary
restraining order. The court denied Elias’s request for a TRO but set a date for a hearing on the
preliminary injunction that Elias had requested in his complaint. In the meantime, Freddie Mac
filed a motion to dismiss for failure to state a claim, as well as responses opposing Elias’s request
for injunctive relief. The court then cancelled the preliminary injunction hearing and instead
scheduled a hearing on Freddie Mac’s motion to dismiss.
On the day of the hearing, Freddie Mac sought to file with the court public records in
support of its motion to dismiss. These records included an affidavit for a search warrant on
Elias’s business addresses, which was approved by a federal magistrate judge in February 2013.
Elias moved to strike the records, and the court granted Freddie Mac’s motion to dismiss without
any discussion of the records or the allegations they contained. See Elias v. Federal Home Loan
Mortg. Corp., No. 13-10387, 2013 WL 5372887 (E.D. Mich. Sept. 25, 2013). Elias timely
appealed. Although Freddie Mac asks us to consider the public records on appeal, we do not
find it necessary to do so.
II. ANALYSIS
A. Standard of Review
This court reviews de novo a district court’s dismissal of a plaintiff’s complaint for
failure to state a claim under Federal Rule of Civil Procedure 12(b)(6). See, e.g., Kottmyer v.
Maas, 436 F.3d 684, 688 (6th Cir. 2006). The court will “accept as true all the allegations
contained in the complaint and construe the complaint liberally in favor of the plaintiff,” but it is
not required to credit “legal conclusions or unwarranted factual inferences.” Id. A complaint

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must “contain either direct or inferential allegations respecting all material elements” of the
plaintiff’s claims, Bishop v. Lucent Techs., 520 F.3d 516, 519 (6th Cir. 2008) (internal quotation
marks omitted), and must “raise a right to relief above the speculative level” such that the
plaintiff’s claim is “plausible on its face.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555, 570
(2007). In assessing the claims raised in a complaint, the court may consider any “document
referred to or attached to the pleadings, and integral to the plaintiff’s claims.” Burns v. United
States, 542 F. App’x 461, 466 (6th Cir. 2013) (per curiam).
Because the parties are diverse, this court applies the substantive law of Michigan, the
forum state. Savedoff v. Access Grp., Inc., 524 F.3d 754, 762 (6th Cir. 2008). We must follow
the precedent of the state’s highest court but may also consider decisions from intermediate-level
appellate courts as persuasive so long as they do not contradict those of the highest court. Id.
B. Tortious Interference
As his first claim, Elias alleges that Freddie Mac tortiously interfered with his and his
entities’ business relationships and contracts by notifying certain third parties that it was
considering adding Elias to the Exclusionary List, and then by actually adding him. As a result,
various mortgage servicers halted their pending transactions involving Elias and refused to
negotiate new deals with him. The district court dismissed Elias’s tortious-interference claims
after concluding that Elias had raised “no plausible allegations that Freddie Mac was motivated
by anything other than its legitimate business purpose” in placing Elias on the List. Elias, 2013
WL 5372887, at *3. We agree.
Under Michigan law, a claim of tortious interference in a business relationship or
expectancy consists of the following elements: “[1] the existence of a valid business relationship
or expectancy, [2] knowledge of the relationship or expectancy on the part of the defendant, [3]

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intentional interference by the defendant inducing or causing a breach or termination of the
relationship or expectancy, and [4] resultant damage to the plaintiff.” Cedroni Ass’n, Inc. v.
Tomblinson, Harburn Assocs., Architects & Planners, Inc., 821 N.W.2d 1, 3 (Mich. 2012)
(internal quotation marks omitted); Mino v. Clio Sch. Dist., 661 N.W.2d 586, 597 (Mich. Ct.
App. 2003). A claim of tortious interference with a contract consists of similar, but not identical,
elements. See Knight Enters., Inc. v. RPF Oil Co., 829 N.W.2d 345, 348 (Mich. Ct. App. 2013).
Our analysis of Elias’s tortious-interference claims begins and ends with the third
element. For both types of tortious-interference claims, this element contains additional
requirements: the defendant’s interference must involve either “the intentional doing of a per se
wrongful act or the doing of a lawful act with malice and unjustified in law for the purpose of
invading the contractual rights or business relationship of another.” Badiee v. Brighton Area
Schs., 695 N.W.2d 521, 539 (Mich Ct. App. 2005) (emphasis added) (internal quotation marks
omitted); see also Wilkinson v. Powe, 1 N.W.2d 539, 542 (Mich. 1942); Knight Enters.,
829 N.W.2d at 348. When a defendant’s acts are “motivated by legitimate business reasons,” it
does not act with malice and a lack of justification. Mino, 661 N.W.2d at 588 (quoting BPS
Clinical Labs. v. Blue Cross & Blue Shield of Mich., 552 N.W.2d 919, 925 (Mich. Ct. App.
1996)); see also Urban Assocs., Inc. v. Standex Elecs., 216 F. App’x 495, 514 (6th Cir. 2007)
(collecting cases).
Elias asserts both that Freddie Mac has committed a per se unlawful act and that it has
taken several actions indicative of malice. These two assertions are legal conclusions that the
court need not accept in the absence of supporting factual allegations. Kottmyer, 436 F.3d at
688. Michigan’s courts have explained that an act is considered per se wrongful if it is
“inherently wrongful” or “never justified under any circumstances.” Formall, Inc. v. Cmty. Nat’l

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Bank of Pontiac, 421 N.W.2d 289, 293 (Mich. Ct. App. 1988). But the courts have not been
quick to find malice under the per se standard, and, given the notable lack of cases relying on this
theory, it is not even clear what sorts of acts would qualify. Although Elias is not required to cite
legal precedent in his complaint, he has not identified, in his briefs or during argument, any
Michigan cases suggesting that Freddie Mac’s behavior would be considered per se wrongful.
We therefore reject this conclusory allegation.
Next, Elias argues that Freddie Mac’s disclosures were maliciously and unjustifiably
aimed at punishing him for failing to ensure that Freddie Mac gained as much of the short-sale
proceeds as possible, and for acting in the best interests of his clients, the short-sellers. Elias
further notes that he has identified specific, affirmative acts by Freddie Mac that are suggestive
of malice, as Michigan law requires. See BPS, 552 N.W.2d at 925. But Elias’s factual
allegations are deficient in two respects.
First and foremost, Elias admits—in the very text of his complaint—to having engaged in
a particular business practice that Freddie Mac identified as one of its grounds for investigating
him and then placing him on the Exclusionary List. In its notice to Elias, Freddie Mac explained
that it suspected Moody Keegan of collecting, as its fee, pro-rated property taxes paid in advance
by the short-sale seller that should have been remitted to Freddie Mac at the time of the sale, a
practice that “[Elias] knew Freddie Mac would not approve.” Elias does not dispute that he
collected fees in this roundabout manner—in fact, he acknowledges in his complaint that “[i]f a
loan servicer disallows the borrower-short seller from paying his counseling and mitigation fee
to [Moody Keegan] out of the settlement proceeds, then according to the contract between
[Moody Keegan] and the seller, the seller directs the purchaser to pay the pro-rated taxes to

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[Moody Keegan]” (emphasis added). Elias defends this practice by asserting that Freddie Mac is
not contractually entitled to tax pro-rations.
By confirming Moody Keegan’s collection of these taxes as fees, Elias has provided
Freddie Mac with a legitimate business reason for investigating him and for communicating this
information to third-party entities that would be affected by Elias’s inclusion on the List. See
Family Home & Fin. Ctr., Inc. v. Fed. Home Loan Mortg. Corp., 525 F.3d 822, 824, 826 (9th
Cir. 2008) (concluding that plaintiff’s practice of encouraging borrowers to apply for initial loans
with high interest rates, and then instructing them to refinance shortly thereafter, gave Freddie
Mac a legitimate reason to place plaintiff on the List even though this practice was not unlawful.)
Moreover, Elias makes no claim that Freddie Mac knowingly allowed other real estate agents to
collect pro-rated taxes as fees, which could support an inference that Freddie Mac’s reasons for
placing Elias on the List were pretextual.
A second problem afflicts Elias’s complaint: he does not plausibly support the conclusion
that Freddie Mac acted with malice. Elias argues that Freddie Mac was motivated by a desire to
punish Elias and shut down his real estate businesses because they did not put Freddie Mac’s
financial interests ahead of their clients’ interests. To support this contention, he argues that
Freddie Mac knowingly allowed other, larger mortgage servicers to provide sellers with advice
that would likewise cause Freddie Mac to lose money, and he claims that this disparate treatment
is prima facie evidence of malicious intent. But, accepting these allegations as true, Elias
provides no facts to indicate that Freddie Mac was aware that other servicers were giving
inappropriate advice. Elias also points out that Freddie Mac filed a complaint about Elias with
the Michigan Department of Licensing and Regulatory Affairs—but, similarly, he provides no
plausible reason to believe that this complaint was lodged for improper reasons, rather than to

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protect Freddie Mac from business practices it believed were questionable. And, lastly, Elias
argues that the timing of Freddie Mac’s disclosures is indicative of malice, since Freddie Mac
notified three servicers—Wells Fargo, CitiMortgage, and Fifth-Third Bank—of its investigation
before giving him time to respond. But these disclosures do not indicate malice in light of the
fact that, by Elias’s own admission, Freddie Mac had reason to believe that Elias was
circumventing its short-sale requirements and that Freddie Mac would therefore not approve the
pending transactions involving these three servicers. Cf. Coronet Dev. Co. v. FSW, Inc.,
150 N.W.2d 809, 812 (Mich. 1967) (finding “no wrongful act” where widow cancelled pending
sale, by husband’s corporation, of assets of husband’s estate, allowing the corporation to accept a
better offer); Via the Web Designs, L.L.C. v. Beauticontrol Cosmetics, Inc., 148 F. App’x 483,
487–88 (6th Cir. 2005) (no malice where cosmetics company instructed its independent
consultants not to advertise on plaintiff’s unauthorized website); Mino, 661 N.W.2d at 598 (no
malice where former colleagues of candidate for new job informed search committee of
candidate’s alleged acts of impropriety in his prior job).
Ultimately, Elias has failed to plead facts supporting his allegation that Freddie Mac
maliciously sought to interfere with his business relationships by placing his name on the List or
by informing mortgage servicers that it was investigating him. Rather, Elias’s complaint shows
that Freddie Mac had a legitimate business reason for placing Elias and his entities on the List.
The district court correctly dismissed this claim.
C. Defamation
Second, Elias alleges that Freddie Mac defamed him and his businesses by adding their
names to the List and by informing Wells Fargo, CitiMortgage, and Fifth-Third Bank that Elias’s
businesses were being considered for inclusion on the List. Elias claims that these actions were

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tantamount to accusing him of fraud or improper conduct and caused third parties to stop
transacting with him. The district court dismissed this claim on two grounds: first, it concluded
that Freddie Mac’s allegedly defamatory statements were not false, and second, it reasoned that
Freddie Mac’s communications were protected by a qualified privilege. Elias, 2013 WL
5372887, at *3. Again, we agree.
To succeed on a defamation claim in Michigan, a plaintiff must prove each the following:
(1) “a false and defamatory statement concerning the plaintiff”; (2) “an unprivileged
communication to a third party”; (3) “fault amounting to at least negligence on the part of the
publisher”; and (4) that the statement either amounts to defamation per se or that it caused
“special harm.” Rouch v. Enquirer & News of Battle Creek, Mich., 487 N.W.2d 205, 211 (Mich.
1992). “A communication is defamatory if it tends to lower an individual’s reputation in the
community or deters third persons from associating or dealing with that individual.” Ireland v.
Edwards, 584 N.W.2d 632, 636 (Mich. Ct. App. 1998). To constitute defamation, a statement
must purport to “stat[e] actual facts about the plaintiff” and must contain enough objective matter
to be “provable as false.” Id. at 636–37 (internal quotation marks omitted).
The district court concluded that Freddie Mac’s statements about Elias were not
“provably false” because they were not objective or specific enough to meet this standard. We
agree that the statements were not false, although we do not address the question of whether they
are categorically too subjective to count as defamation. As discussed above, Elias acknowledges
that Moody Keegan routinely collected fees which Freddie Mac disallows. In light of this
admission, Freddie Mac did not falsely represent that—according to its own criteria—Elias’s
business practices posed an undue risk, or that Elias failed to comply with its short-sale
requirements. And although Elias asserts that inclusion on the List is necessarily equivalent to

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an accusation of fraudulent or illegal business practices, his complaint and its attachments simply
do not demonstrate that this is the case.
Moreover, the district court properly concluded that Freddie Mac’s disclosures were
protected by Michigan’s qualified privilege, which applies when parties share an interest in the
information being transmitted, or when one party owes a duty to communicate information to the
other. Prysak v. R.L. Polk Co., 483 N.W.2d 629, 636 (Mich. Ct. App. 1992) (qualified privilege
applies where defendant shows “(1) good faith, (2) an interest to be upheld, (3) a statement
limited in its scope to this purpose, (4) a proper occasion, and (5) publication in a proper manner
and to proper parties only”); see also Trimble v. Morrish, 116 N.W. 451, 452 (Mich. 1908). The
qualified privilege can be overcome if the defendant acted with actual malice, meaning with
knowledge of the statement’s falsity or with reckless disregard of the truth. Frohriep v.
Flanagan, 754 N.W.2d 912, 923 (Mich. Ct. App. 2008), rev’d in part on other grounds,
763 N.W.2d 279 (Mich. 2009); see also Hall v. Pizza Hut of Am., 396 N.W.2d 809, 814 (Mich.
Ct. App. 1986) (defining malice as bad faith).
Freddie Mac and its mortgage servicers have a common interest in minimizing risk and
fraud in their short-sale transactions, and the public has an interest in ensuring the integrity and
stability of the secondary mortgage market, which provides liquidity for consumer loans. See
Family Home, 525 F.3d at 827 (holding that California’s common interest privilege applies to
disclosure of names on Exclusionary List); see also Prysak, 483 N.W.2d at 636 (qualified
privilege applies to communication between plaintiff’s employer and third party, where plaintiff
had access to third party’s confidential information at work and threatened to disclose it
improperly); Gonyea v. Motor Parts Fed. Credit Union, 480 N.W.2d 297, 300 (Mich. Ct. App.
1991). Furthermore, as Freddie Mac points out, Elias does not refute on appeal the argument

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that a common interest is shared by Freddie Mac, its mortgage servicers, and other real-estate
entities that transact with Freddie Mac and that have access to the Exclusionary List. Instead,
Elias claims that he has identified evidence of malice sufficient to overcome the privilege. If
malice is defined as knowing falsity or reckless disregard for the truth, see Frohriep,
754 N.W.2d at 923, it does not apply in light of Elias’s admission regarding Moody Keegan’s
fee-collecting practices. And if instead malice is defined more broadly as bad faith, see Hall,
396 N.W.2d at 814, the facts Elias alleges do not plausibly support a finding of malice, for the
reasons discussed above in regard to tortious interference.
Finally, the facts and allegations contained in Elias’s complaint also do not suggest that
Freddie Mac’s disclosures were unduly broad so as to defeat the privilege. See, e.g., Prysak,
483 N.W.2d at 636. Elias’s complaint and supporting materials establish that Freddie Mac
informed three mortgage servicers that it was investigating Elias, but do not demonstrate that
Freddie Mac provided them with any details about the investigation. And Elias’s allegation that
the Exclusionary List is not privileged or confidential is refuted by an exhibit attached to his
complaint and discussed in its text. Though Elias contends that Freddie Mac or its “agents”
informed one of Elias’s clients that he was being investigated for inclusion on this List, this
allegation is likewise contradicted by an email attached to his complaint, which shows that a
mortgage servicer—not Freddie Mac—notified the client. Elias’s complaint does not plausibly
allege that Freddie Mac publicized the List to parties not sharing a common interest with it, or
that Freddie Mac’s disclosures contained information broader than necessary to advance the
interests it shared with other mortgage servicers and real-estate entities. The district court
correctly dismissed Elias’s defamation claims.

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D. Antitrust Violations
Next, Elias alleges that Freddie Mac violated federal and state antitrust law by placing his
name on its Exclusionary List and thereby encouraging other market participants not to transact
with him. The district court rejected this claim after concluding, first, that Freddie Mac did not
violate antitrust law under the per se approach or the rule of reason approach, and second, that
Elias had failed to identify the relevant geographic market allegedly suffering anticompetitive
effects. Elias, 2013 WL 5372887, at *4.
We can affirm the district court’s conclusion on a simpler basis: Elias has not pleaded, let
alone plausibly claimed under the Twombly standard, that Freddie Mac’s actions harmed
competition in the relevant market, as the Sherman Act requires. See Indeck Energy Servs., Inc.
v. Consumers Energy Co., 250 F.3d 972, 977 (6th Cir. 2000); see also Abercrombie & Fitch
Stores v. Amer. Eagle Outfitters, Inc., 280 F.3d 619, 629 (6th Cir. 2002) (appellate court may
affirm dismissal on grounds different than district court’s). Elias’s complaint focuses almost
exclusively on harm allegedly done to Elias and his businesses. Although the complaint states
that “the Exclusionary List precludes [other] market participants, including servicers, from
dealing” with Elias, it does not claim that this outcome harms anyone other than Elias and his
businesses. And although the complaint adds that “the public interest suffers where entities are
excluded from the market and are unable to provide borrowers with short sale consultation
services,” it does not plead that prospective short-sellers have in fact been impeded from
obtaining the services they require.
In other cases with similarly deficient pleading, this court has held that the plaintiff
lacked antitrust standing—a concept distinct from Article III standing—and has affirmed the
district court’s dismissal. See Indeck Energy, 250 F.3d at 977 (affirming Rule 12(b)(6) dismissal

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and observing that “the record in this appeal presents no indication that competition itself was
harmed by any of the defendants.”); NicSand, Inc. v. 3M Co., 507 F.3d 442, 450 (6th Cir. 2007)
(en banc) (noting that this circuit “has dismissed numerous lawsuits for lack of antitrust standing
under Rule 12(b)(6)” and listing cases).
Elias’s state-law claim fails for the same reason. As Elias acknowledges in his
complaint, Michigan’s statutes parallel the Sherman Act. See Blair v. Checker Cab Co.,
558 N.W.2d 439, 442 (Mich. Ct. App. 1996) (looking to federal courts’ antitrust precedent to
resolve state-law claim); Mich. Comp. Laws § 445.784(2) (“[I]n construing all sections of this
act, the courts shall give due deference to interpretations given by the federal courts to
comparable antitrust statutes . . . .”); see also Mercy Mem. Hosp. v. Porter, No. 212223, 1999
WL 33326821, at *3 (Mich. Ct. App. Dec. 21, 1999) (quoting the United States Supreme Court’s
statement that “antitrust laws were enacted for the protection of competition, not competitors”
and affirming dismissal for failing to state an “antitrust injury” (alteration and internal quotation
marks omitted)).
Elias makes slightly more effort in the state-law section of his complaint to establish
market-wide harm. He claims that “Freddie Mac’s use of the Exclusionary List . . . further
cements [its] dominance in that market, constituting attempted monopolization.” But once again,
his allegations do not establish that anyone other than Elias and his businesses was injured by
Freddie Mac’s actions. Elias and Freddie Mac operate in related but distinct markets, and the
complaint does not provide any insight into how Freddie Mac’s refusal to deal with certain real-
estate brokers, such as Elias, allows it to monopolize the market in secondary mortgages and
mortgage-backed securities. Nor does it explain in even the most general terms how other real-

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estate agencies or consumers are hurt by Freddie Mac’s actions. We accordingly affirm the
dismissal of Elias’s federal and state antitrust claims.
E. Civil Conspiracy
Lastly, Elias alleges that Freddie Mac formed a civil conspiracy with mortgage servicers,
lenders, and other third parties, designed to exclude Elias and his companies from the real-estate
market. As the district court noted, “a claim for civil conspiracy may not exist in the air; rather,
it is necessary to prove a separate, actionable tort.” Advocacy Org. for Patients & Providers v.
Auto Club. Ins. Assocs., 670 N.W.2d 569, 580 (Mich. Ct. App. 2003) (quoting Early Detection
Ctr., P.C. v. New York Life Ins. Co., 403 N.W.2d 830, 836 (Mich. Ct. App. 1986)); see also
Admiral Ins. Co. v. Columbia Cas. Ins. Co., 486 N.W.2d 351, 358–59 (Mich. Ct. App. 1992).
Because we affirm the dismissal of Elias’s other claims, we must likewise affirm the dismissal of
this claim.
III. CONCLUSION
For the reasons addressed above, we affirm the district court’s dismissal of the plaintiffs’
claims.

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