## Facts

- Twelve graduates sued Thomas M. Cooley Law School in a putative class action alleging the school’s published employment and salary statistics misled them into enrolling and paying tuition.
- Cooley published annual employment reports and marketing materials stating, among other things, that a high percentage of graduates were employed within nine months and reporting an average starting salary (e.g., an overall employment rate of 76% and an average starting salary around $54,796).
- The reported figures were based on graduate survey responses and did not clearly separate full-time from part-time work, legal from non-legal jobs, or jobs requiring/prefering a J.D. from unrelated positions.
- Plaintiffs alleged they understood the statistics to reflect strong prospects for full-time legal employment and that they suffered economic harm when they did not obtain the advertised outcomes.
- Plaintiffs asserted claims under the Michigan Consumer Protection Act (MCPA) and Michigan common-law theories including fraudulent misrepresentation, silent fraud, and negligent misrepresentation.
- The district court dismissed all claims under Rule 12(b)(6), holding the MCPA did not apply and plaintiffs’ reliance was unreasonable as a matter of law.

## Issues

1. Whether the MCPA applied to a law school’s marketing and publication of employment statistics, or whether the conduct was exempt as “specifically authorized” by regulatory oversight.
2. Whether plaintiffs plausibly alleged actionable misrepresentation or omission regarding employment and salary outcomes.
3. Whether plaintiffs’ reliance on Cooley’s aggregate employment and salary statistics as assurances of full-time legal employment was reasonable under Michigan law.

## Decision

- The Sixth Circuit affirmed dismissal of the complaint in full.
- The court held the MCPA did not apply because Cooley’s conduct fell within the statute’s regulatory-authorization exemption.
- The court concluded plaintiffs failed to state fraud-based claims because at least one key challenged statement (the overall employment rate) was objectively true as pleaded and, in any event, plaintiffs’ reliance on the statistics as guarantees of legal employment outcomes was unreasonable as a matter of law.

## Legal Principles

- Under Michigan law, the MCPA’s exemption for transactions or conduct “specifically authorized” is construed broadly and can apply where the general type of transaction is subject to regulatory oversight, even absent approval of the particular challenged practice.
- Fraudulent misrepresentation, silent fraud, and negligent misrepresentation require, among other elements, reasonable reliance by the plaintiff.
- Where a plaintiff’s own pleadings and incorporated materials show a challenged statement is factually accurate as presented, allegations of affirmative falsity are undermined.
- Generalized, aggregated outcome statistics and marketing statements about post-graduation employment cannot reasonably be treated as guarantees of any individual’s future job type or salary.

## Conclusion

The Sixth Circuit held that Michigan’s consumer-protection statute did not reach the law school’s challenged conduct and that the graduates’ interpretation of aggregated employment statistics as promises of full-time legal employment was legally unreasonable, warranting dismissal of all claims at the pleading stage.


MacDonald v. Thomas M. Cooley Law Sch., 724 F.3d 654 (6th Cir. 2013)