BEFORE THE HEARING BOARD OF THE ILLINOIS ATTORNEY REGISTRATION AND DISCIPLINARY COMMISSION ANSWER TO COMPLAINT

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1 «v BEFORE THE HEARING BOARD OF THE ILLINOIS ATTORNEY REGISTRATION AND DISCIPLINARY COMMISSION In the Matter of: G. TIMOTHY LEIGHTON, Attorney-Respondent, Commission No. 2018PR00054 No ANSWER TO COMPLAINT Now comes G. TIMOTHY LEIGHTON, by his attorney, SAMUEL J. MANELLA, and for his Answer to the Complaint, states as follows: COUNT 1 (Conversion of $30, from the Betty L Turpin Trust) 1. In June 2011, Respondent and Betty L. Turpin ("Turpin"), who was then 83 years of age, agreed that Respondent would represent Turpin in revising her estate plan. At that time, Turpin was the grantor, trustee, and lifetime beneficiary of the Betty L. Turpin Revocable Living Trust, which she created in 2001, and which held most of her assets. Respondent and Turpin agreed that, in addition to other changes in her estate plan, Respondent would prepare a revised trust that would change the distribution of her income and assets following her death and would appoint Respondent as a trustee. Respondent admits the first and second sentences, and further answering states that Respondent did not know that atthe time, and subsequently learned that many assets were not titled in the trust. Respondent admits the third sentence except to deny that the engagement in June contemplated appointment of Respondent as a trustee. Mrs. Turpin went through several drafts and several trustee alternatives; she did not ask Respondent to serve in that capacity until sometime in August.

2 2. On August 9, 2011, Turpin executed a revised revocable living trust that Respondent prepared, which replaced the 2001 trust. The revised trust incorporated a number of changes and designated Respondent as co-trustee with Turpin. Subsequently, Respondent and Turpin determined to make additional changes in her estate plan, including that her trust should be irrevocable, and that Respondent should be the sole trustee. Respondent prepared an irrevocable trust titled the "Betty L. Turpin Trust" (hereinafter, "the trust" or "the Turpin trust"), which Turpin executed on September 15, The trust replaced Turpin's previous trusts and appointed Respondent to serve as sole trustee. On the same date, Turpin executed a pour-over will that devised to the trust all of her assets that the trust did not already hold, and appointed Respondent as her executor. Respondent admits in part and denies in part. Between June and August, Mrs. Turpin went through many drafts and revisions, each of which replaced the 2001 trust. The August 9, 2011 version is as stated in the second sentence. Respondent denies that he determined to make any changes. Mrs. Turpin made all determinations and decisions; Respondent advised her as to options for how to accomplish her stated objectives; Respondent also asked many questions, including about alternatives, in order to help Mrs. Turpin clarify her objectives and decisions. The requirement for making her trust irrevocable was the result of an Agreed Order resolving the guardianship proceedings over her strenuous opposition. Again, Respondent was not Mrs. Turpin's initial choice for trustee, and admits he was the trustee appointment in the final version. 3. On December 21, 2011, Turpin passed away. Respondent admits the allegations contained in Paragraph 3 of Count I of the 4. At all times alleged in this complaint, Respondent served as legal counsel for the Turpin trust as well as serving as its trustee and, following Turpin's death, he 2

3 served as legal counsel for her decedent's estate as well as serving as the estate's executor. At all times alleged in this complaint, Respondent had an attorney-client relationship with the Turpin trust and, after Turpin's death, with Turpin's decedent's estate. Respondent admits and further answering states that he was not the sole legal counsel. During the pendency of the Estate, a Florida lawyer was counsel to the ancillary estate in Florida. There were also other lawyers involved in other capacities. 5. On the date of her death, the main assets that Turpin or the Turpin trust owned (the "Turpin" assets) were bank deposits that totaled approximately $470,000; mutual funds with a market value of approximately $340,000; and other stock and financial holdings with a value of approximately $250,000. Turpin also owned a house with a market value of approximately $115,000. The net value of the trust was approximately $1,200,000. The beneficiaries of the trust were Turpin's friends, nieces and nephews, and a church. Respondent admits, but further answering, states the main assets were more precisely of: bank deposits of $437,789; mutual funds $579,671; other stock/financial $65,074; IL residence net proceeds of $102,223 net proceeds (although contract price was $115,000); personal property and Florida land proceeds and other miscellaneous of $28,235. Combined net value was approximately $1,200,000 as stated in Paragraph 5. Additionally, there were other beneficiaries than those named in Paragraph Beginning in January 2012, Respondent removed the funds in the Turpin bank accounts and deposited them into two IOLTA trust accounts that Respondent maintained and controlled. One was account number * *0333 at Regions Bank, titled "Leighton Legal Group, LLC, IOLTA." The other was account number * *0179 at PNC Bank (f/wa National City Bank), titled "G. Timothy Leighton, Attorney and Counselor at Law, Client Trust Account." Also beginning in January 2012, Respondent sold most of the 3

4 Turpin trust's securities and other financial assets and deposited the proceeds of those sales into the two IOLTA accounts. Respondent admits and further answering, states that Respondent also deposited funds to the Turpin Trust account at Heartland Bank and Trust. Some holdings, such as Certificates of Deposit, matured and were not rolled into new Certificates. Some holdings were sold to fund testamentary distributions and expenses of administration. Some funds went into the 813 reserve that Dixie Enterprises, LLC administered until resolution with contractors and/or maturity of the statute of limitations period. After these payments and distributions, most of the remaining cash was then transferred electronically into the new E*Trade account in order to acquire securities with a primary focus on income for the ongoing beneficiaries along with some growth to benefit both the ongoing income beneficiaries and also the future principal beneficiary. During 2012, approximately $330,000 was infused into the new Turpin Trust E*Trade account. [March 2012 approx. $100,000 into new E*Trade account; April 2012 $120,000; July 2012 $90,000; October 2012 $20,000]. Then after the 813 reserve had served its purposes, the remaining $71,000 was moved to the Turpin Trust money market account at Ally Bank. 7. In March 2012, Respondent opened investment account number * *6454 for the Turpin trust at E-Trade Securities, LLC. Respondent titled the account "Betty L. Turpin Trust." Beginning in March 2012, Respondent deposited portions of the Turpin trust's funds into the ETrade account and used those funds to purchase bonds and securities for the trust. Respondent admits the allegations contained in Paragraph 7 of Count I of the 8. At all times relevant to the matters alleged in this complaint, Respondent owned checking account number* *6068 at Regions Bank, titled "Dixie Enterprises LLC," and checking account number * *8323 at PNC Bank (previously National City Bank), also titled "Dixie Enterprises LLC" (collectively, the "Dixie accounts"). Respondent used the Dixie accounts for his own business and personal purposes. The accounts held 4

5 Respondent's business and personal funds, and neither account was a separate and identifiable trust account for the holding of clients' or third persons' funds. Respondent admits the allegations in Paragraph 8 of Count I of the Complaint but denies holding personal funds in these LLC accounts. The LLC held only business funds, not personal funds. One ofthe business purposes was to administer the 813 Reserve at the request of Mrs. Turpin during her lifetime, continuing after her passing. 9. Between November 2012 and May 2013, Respondent electronically transferred $21, of funds that belonged to the Turpin trust into Dixie account number * *6068 at Regions Bank. Respondent transferred the funds from his IOLTA account number **0333 at Regions Bankand from the Turpin trust's E-Trade account, in nine transactions, as described in the following chart: Deposits into Dixie account number * *6068: Date Deposit Source 11/9/12 $3, Regions IOLTA 4/18/12 3, Regions IOLTA 1/16/13 $1, E-Trade Account 1/22/13 $4, Regions IOLTA * *0333 2/6/13 $1, E-Trade Account 3/20/13 $1, E-Trade Account * 6454

6 4/24/13 $1, E-Trade Account 5/8/13 $1, E-Trade Account 5/20/13 $5, Regions IOLTA * 0333 Total $21, Respondent admits the allegations contained in Paragraph 9 of Count I that those transfers were made. Further answering, Respondentstates that six ofthe transfers that total $10, (1/16/13; 2/6/13; 3/20/13; 4/24/13; 5/8/13; 5/20/13) were made as payments to cover costs for reimbursement and fees for services rendered, per invoices produced during the federal litigation and otherwise previously reported. 10. Between November 2012 and June 21, 2013, Respondent made no disbursements of funds from Dixie account number * *6068 to the Turpin trust or in furtherance of the Turpin trust's interests. Respondent denies the allegations contained in Paragraph 10 of Count I of the Complaint and further answering states that reimbursement of costs incurred and payment of fees for services rendered did benefitthe Trust and further its interests. Further, the purpose of the 813 reserve was at the Grantor's request and in furtherance of the trust's interests, pending resolution of claims by contractors and/or running of the statute of limitations period on any of the potential claims. 11. On June 21, 2013, Respondent drew down the balance of funds in account number **6068 to $3,074.48, as he disbursed funds from the account for his own personal and business uses.

7 Respondent denies that he used any of the disbursed funds for his own purposes as alleged in Paragraph 11 of Count I of the 12. As of June 21, 2013, Respondent used a total amount of at least $18, of the funds in Dixie account number * *6068 that belonged to the Turpin trust ($21, $3, = $18,672.29), for his own purposes. Respondent denies the allegations contained in Paragraph 12 of Count I of the Complaint, and further answering states the entire 813 reserve accumulated balance was transferred to the Turpin Trust money market account after the purposes of the reserve were fulfilled. The Dixie Enterprises, LLC accounts that held 813 reserve were not IOLTA accounts. At the relevant time, Respondent honored the request of Mrs. Turpin, his client, to deal with the 813 contractor issues separately from Trust Administration by delegating to Dixie Enterprises, LLC at lower billing rates, and to preserve her privacy. The transfers for 813 reserve combined to $9, The other transfers were to Dixie Enterprises, LLC as cost reimbursements and professional fee payments. The bills supporting those transfers also reported $10, of no-charged legal time of Respondent which further benefited Turpin Trust by saving Turpin Trust that amount. 13. Between March 2012 and June 2013, Respondent also deposited $18, of funds that belonged to the Turpin trust into Dixie account * *8323 at PNC Bank. Specifically, Respondent drew three checks on the trust's funds in his IOLTA account number * *0179 at PNC Bank and deposited the checks into Dixie account ** 8323, as described in the following chart: Deposits into Dixie account number * *8323: Date Deposit Source 3/15/12 $5, Check No. 332 PNC IOLTA

8 1/23/13 $8, Check No. 334 PNC IOLTA 6/25/13 $5, Check No. 336 PNC IOLTA *0179 Total $18, Respondent admits the allegations contained in Paragraph 13 of Count I of the 14. Between March 2012 and June 27, 2013, Respondent made no disbursements of funds from Dixie account number * *8323 to the Turpin trust or in furtherance of the Turpin trust's interests. Respondent admits the allegations in Paragraph 14 of Count I of the Complaint, and in further answering, states again that Mrs. Turpin during her lifetime had requested separate action and Respondent honored her request. In retrospect, Respondent wishes he had proceeded differently, but Respondent was trying to honor the Client's request and direction for privacy and savings. There was a $15 expense reimbursement in May On June 27, 2013, Respondent drew down the balance of funds in Dixie account number * *8323 to $6,577.58, as he disbursed funds from the account for his own personal and business uses. Respondent denies the allegations contained in Paragraph 15 of Count I of the Complaint, and further answering, states that on June 27, 2013, the combined balances of Dixie Enterprises, LLC financial accounts was $36, This combined balance amount exceeds $11,104.76, the sum of transfers into this account for 813 reserve.

9 16. As of June 27, 2013, Respondent used a total amount of at least $12, of the funds in Dixie account number **8323 that belonged to the Turpin trust ($ 18, $6, = $12,027.18) for his own purposes. Respondent denies the allegations contained in Paragraph 16 of Count I of the Complaint, and further answering, states that on June 27, 2013, the combined balances of Dixie Enterprises, LLC financial accounts was $36, This combined balance amount exceeds $11,104.76, the sum of transfers into this account for 813 reserve. That entire amount was included in transfers to Turpin Trust money market after conclusion ofthe purposes for which the 813 reserve was established. 17. At no time did the beneficiaries of the Betty L. Turpin Trust authorize Respondent to remove from trust or use the funds described in paragraphs 9 through 16, above, for Respondent's own purposes. Respondent admits the allegations in Paragraph 17 of Count Iofthe Complaint, and further answering, states that through Dixie Enterprises, LLC administered the 813 reserve for the benefit of Mrs. Turpin and her Trust per her request and authorization as well as the authorization in the Trust instrument. After fulfillment of the purposes of the reserve, the balances were transferred to the Turpin money market account. It is correct that Respondent did not ask the beneficiaries to authorize what Mrs. Turpin and her Trust instrument authorized in this regard. 18. Respondent's conduct in removing from trust and using the funds that he had received in connection with the representation of a client as set forth in paragraphs 9 through 17, above, without authority, constituted conversion. Respondent denies the allegations contained in Paragraph 18 of Count I of the 19. When Respondent removed from trust and used the funds described in paragraphs 9 through 17, above, for his own business and personal purposes,

10 Respondent knew that the funds belonged to a client or third party, and he knew that he had no authority to remove from trust or use the funds for his own purposes. Respondent denies the allegations contained in Paragraph 19 of Count I of the 20. By reason of the conduct described above, Respondent has engaged in the following misconduct: a. failing to hold $40, ($21, $18, $40,351.53) of the Betty L. Turpin Trust's funds, which were property of a client or third person that was in Respondent's possession in connection with a representation, separate from Respondent's own property, by conduct including that he transferred $40, of the trust's funds into two personal and business accounts, and that he converted at least $30, ($18, , = $30,699.47) of those funds by removing from trust and expending at least that amount of them for his own purposes, without authority, in violation of Rule 1.15(a) of the Illinois Rules of Professional Conduct (2010); and b. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including that Respondent knowingly converted to his own uses $30, of the Betty L. Turpin Trust's funds, without authority, in violation of Rule 8.4(c) of the Illinois Rules of Professional Conduct (2010). Respondent denies the allegations contained in Paragraph 20 (a) and (b) of Count I of the Complaint COUNT II (Conflict of interest and deception) 21. The Administrator realleges all allegations of Count I, above. 10

11 Respondent realleges and incorporates his answers to Paragraphs 1 through 20 of Count I above. 22. On August 9, 2013, Betty Turpin's brother Ernest Radley, Turpin's nephews Stephen Radley and Douglas Radley, and Turpin's niece Connie Huggins, filed a lawsuit against Respondent to compel an accounting of the assets of the Turpin trust and obtain damages that the accounting might indicate, and obtain damages on the basis of Respondent's alleged tortious interference with the plaintiffs' interests and expectations. The action was docketed in the United States District Court for the Central District of Illinois (on the basis of diversity jurisdiction because the plaintiffs resided in the State of Tennessee) as case number 13-cv-01350, and titled "Douglas Radley, Stephen Radley, Ernest Radley, and Connie Huggins, Plaintiffs, vs. G. Timothy Leighton, Defendant." Respondent admits the allegations contained in Paragraph 22 of Count I of the 23. Ernest Radley, Stephen Radley and Connie Huggins were beneficiaries of the Turpin trust, which granted a 3% share of the trust's net assets to each of them. At the time the lawsuit was filed, Respondent had given them partial distributions of their shares. In Counts I and III of the complaint as amended, Ernest Radley, Stephen Radley and Connie Huggins alleged that Respondent refused to provide them a copy of the Turpin trust agreement and refused to provide an accounting of receipts and disbursements for the trust or an inventory of its assets. For relief, Counts I and III requested that Respondent be ordered to provide an accounting and a copy of the trust 11

12 agreement. Count I also requested damages "based on the accounting after its completion." Respondent admits the first and second sentences of Paragraph 23 of Count II of the Complaint, but further answering, states that there was a cap of $15,000 per these three individuals. Respondent admits the balance of the paragraph as to what was alleged/requested in the 24. Douglas Radley was not a beneficiary of the Turpin trust, but he was a beneficiary of Turpin's 2001 trust whom Turpin excluded when she replaced the trust in In Counts II, IV, V and VI of the complaint as amended, all four plaintiffs alleged that Respondent intentionally interfered in their relationships with Betty Turpin and their expectancies in Turpin's estate plans, causing Turpin to reduce the beneficial interests of Ernest Radley, Stephen Radley and Connie Huggins in her trust or in her will, and to completely exclude Douglas Radley as a beneficiary. Counts II, IV, V and VI requested damages based on the alleged tortious conduct. ANSWER; Respondent admits the allegations contained in Paragraph 24 of Count II of the Complaint, and further answering, states that the referenced Counts II, IV, V, VI of the Complaint were dismissed with prejudice by the Federal Court. 25. The complaint as amended in case number 13-cv named Respondent as the single defendant. It did not name the Turpin trust as a defendant. The complaintdid not allege that the trust was invalid or improper, did not request a declaratory judgment concerning terms ofthe trust, and did not request relief against the trust or claim damages from the trust. 12

13 Respondent admits the allegations contained in Paragraph 25 of Count II of the 26. Respondent was insured under a lawyer's professional liability insurance policy issued by ISBA Mutual Insurance Company ("ISBA Mutual"). ISBA Mutual agreed to defend Respondent in case number 13-cv subject to a reservation of rights under the policy's exclusion of certain claims. ISBA Mutual assigned the law firm of Heyl, Royster, Voelker and Allen ("Heyl Royster") to represent Respondent. Respondent admits the allegations contained in Paragraph 26 of Count II of the 27. In September 2013, Heyl Royster filed a motion to dismiss the complaint in case number 13-cv In November 2013, the court denied the motion. Subsequently, the parties engaged in extensive discovery. In May 2015, while discovery continued, the court granted a motion for injunctive relief that required Respondent to provide an accounting but denied part of the motion that requested that Respondent be removed as trustee. In March 2016, the Radley Revocable Trust, for which plaintiffs Douglas Radley, Stephen Radley and Connie Huggins were trustees, was substituted as plaintifffor Ernest Radley, who had passed away. Respondent admits the allegations contained in Paragraph 27 of Count II of the 28. As a result of the accountings that Respondent produced and other evidence, including expert opinions that the plaintiffs obtained, the plaintiffs gave notice of a claim for damages against Respondent under Count I that exceeded $200,000, on the basis of Respondent's alleged "profit" from the Turpin trust. As a result, on March 15, 13

14 2016, ISBA Mutual sent a letter to Respondent notifying him that it also reserved its rights to exclude coverage for damages related to fees, costs and expenses for which Respondent wrongfully obtained payment. Respondent neither admits nor denies the allegations contained in Paragraph 28 of Count II of the Complaint as to why Plaintiffs gave notice as Respondent has insufficient knowledge. Respondent denies that there was any "evidence" since there was none entered in the court record in the absence of a trial following dismissal with prejudice. This claim for damages was part of what the Court dismissed with prejudice. Further answering, Respondent and counsel prepared their own analyses showing substantial errors by plaintiffs and their so-called experts. The process of claim/challenge is part of what led to the settlement. 29. In September 2016, Respondent and the plaintiffs in case number 13-cv agreed to a settlement of the litigation. Under the terms of the settlement agreement, ISBA Mutual and Respondent would pay $275,000 to the plaintiffs, and, in exchange, the plaintiffs would release Respondent (and ISBA Mutual) from any and all possible claims in relation to Respondent's conduct in the administration of the Turpin trust. The Radley plaintiffs and Huggins also agreed to relinquish the unpaid balances of their 3% interests in the trust. Respondent admits that there was a settlement as alleged in Paragraph 29 ofcount II of the Complaint, and further answering, states that the Federal Court sealed the terms of the settlement agreement. Respondent is aware that Plaintiffs counsel broughtthe settlement to the ARDC's attention, but Respondent feels compelled to honor the Federal Court's directive sealing the terms of the settlement agreement. 30. ISBA Mutual and Respondent agreed that ISBA Mutual would contribute $75,000 of the settlement funds, and that Respondent would contribute the balance of $200,

15 Respondent denies the allegations contained in Paragraph 30 of Count II of the Complaint and further answering states that during ongoing discussions between Respondent and counsel, counsel identified at least four sources of funding: ISBA Mutual; trust resources; and Respondent's resources, both personal and business/professional. 31. On September 30, 2016, the court in case number 13-cv entered an order dismissing the action while retaining jurisdiction to enforce compliance with the settlement agreement. Respondent admits the allegations contained in Paragraph 31 of Count II of the Complaint, and further answering, states that the Court ultimately dismissed the Amended Complaint with prejudice, and that the Court required Plaintiffs to withdraw their motion for sanctions before proceeding to bring the matter to closure. 32. As the Turpin trust's attorney and its trustee, Respondent owed fiduciary duties to the trust, including the duty to avoid conflicts with the interests of the trust, and including duties to preserve trust assets and not expend or diminish them for purposes that did not benefit the trust, not to self-deal with the trust's assets, and not to expend trust assets for his own financial benefit or subordinate the interests of the trust to his own interests. Respondent admits the allegations contained in Paragraph 32 of Count II of the 33. On October 11, 2016, Respondent drew check number 1002 on the Turpin trust's E-Trade account number * *6454 in the amount of $200,000, made payable to Heyl Royster's IOLTA account. The check consisted of money that belonged to the Turpin trust. Respondent delivered check number 1002 to Heyl Royster to be used to fund 15

16 Respondent's portion of the above-described settlement. Heyl Royster deposited the check into its client trust account. Respondent admits the first and second sentences of Paragraph 33 of Count II of the Respondent neither admits nor denies the third sentence due to insufficient knowledge. 34. ISBA Mutual delivered $75,000 directly to the plaintiffs' attorney in case number 13-cv On November 1, 2016, Hey Royster drew a check on its client trust account in the amount of $200,000, made payable to the plaintiffs' attorney's client trust account, and delivered it to the plaintiffs' attorney. The Heyl Royster check consisted of the funds of the Turpin trust that Respondent provided to the law firm to fund the settlement, as described above. Subsequently, the settlement was completed, and Respondent was released from liability in relation to his conduct in the administration of the Turpin trust, including his alleged wrongful profit from the trust. Respondent neither admits nor denies the first three sentences of Paragraph 34 of Count II of the Complaint due to insufficient knowledge. Respondent admits the fourth sentence and further answering, states that the release covered more than just releasing Respondent personally. The Court dismissed all claims of plaintiffs with prejudice. 35. The settlement of case number 13-cv served Respondent's personal financial interests. Respondent admits the allegations in Paragraph 35 of Count II of the Complaint, and further answering, states that the settlement was not an exclusive benefit to him. As trustee, Respondent wrote to the beneficiaries on November 15, 2015, noting that settlement could benefit the trust and beneficiaries through (1) immediate termination of adversary proceedings, (2) distribution of settlement payments to the plaintiffs, despite Mrs. Turpin's clearwishes, to replace undefined exposure, (3) potential subsequent distribution of principal to the four ongoing 16

17 beneficiaries, (4) preparation and filing of final tax return, account to beneficiaries, and other wrap-up, and (5) distribution of remainder to St. Matthew's Episcopal Church, charitable beneficiary. The ongoing beneficiaries would benefit by receiving immediate, substantial distributions instead of ongoing income. 36. The settlement of case number 13-cv did not benefit the Turpin trust. Respondent denies the allegation contained in Paragraph 36 of Count II of the Further answering, Respondent states that the settlement terminated unpredictable, costly litigation, capped financial exposure, ended costly and unpredictable exposure since the plaintiffs kept raising additional arguments and claims, and removed a huge distraction from ongoing trust administration and/or potential early termination of the trust. 37. The settlement of case number 13-cv favored the beneficiaries who were the plaintiffs in the lawsuit, because those beneficiaries received substantially more money than was due to them under the terms of trust, and disfavored the other beneficiaries of the trust, because it diminished the corpus of the trust available for their benefit by the amount of $200,000. Respondent denies as this assertion is incomplete and ignores many realities. As previously stated, settlement brought closure and capped exposure. The ongoing income beneficiaries have not received diminished benefit because the trustee has adjusted income calculations to split the impact of the $200,000 between the income beneficiaries and charitable beneficiary. There have been ongoing discussions with leadership of the charitable beneficiary, who have encouraged that approach. 38. In relation to Respondent's use of money that belonged to the Turpin trust to fund the settlement of case number 13-cv-01350, Respondent's personal financial interests conflicted with the interests of the trust and with his duties to preserve trust assets, not to expend trust assets for purposes that did not benefit the trust, not to selfdeal with the trust's assets, not to expend trust assets for his own financial benefit, and not to subordinate the interests of the trust to his own interests. 17

18 I <» * Respondent denies the allegations contained in Paragraph 38 of Count II of the 39. In relation to Respondent's use of money that belonged to the Turpin trust to fund the settlement of case number 13-cv-01350, Respondent did not inform the beneficiaries of the trust, in writing or otherwise, that his personal financial interests conflicted with his interests as the trust's attorney and trustee, and that they were entitled to seek the advice of independent legal counsel and have a reasonable opportunity to do so. Respondent denies as to not informing the beneficiaries of the trust of potential conflict and as to seeking advice of counsel. Further answering, Respondent relied on advice of his own counsel in communicating with the beneficiaries of the trust. Respondent provided his counsel with various drafts of proposed correspondence to the beneficiaries of which his counsel directed the removal of substantial amounts of language Respondent had included in the initial drafts. The final version of the correspondence that was sent to the beneficiaries was a version approved by Respondent's counsel. 40. In relation to Respondent's use of money that belonged to the Turpin trust to fund the settlement of case number 13-cv-01350, Respondent did not obtain the beneficiaries' informed consent, in a writing or writings signed by the beneficiaries, to the essential terms of the transaction and Respondent's role in the transaction, including whether he was representing the Turpin trust in the transaction, and the amount of the trust's funds that he was taking. Respondent denies as to the allegation that he did not obtain consent; Respondent admits as to not obtaining the consent in writing. Additionally, guidance from Respondent's counsel was to not put all the salient terms in writing but, instead to discuss orally with the beneficiaries, which Respondent did.

19 Kt 41. At no time did Respondent disclose to the beneficiaries of the Turpin trust that he intended to take, and that he did take, $200,000 from the corpus of the trust in order to fund the settlement of case number 13-cv Respondent denies the allegations contained in Paragraph 41 of Count II of the 42. Respondent had no authority to use assets belonging to the Turpin trust to fund the settlement of case number 13-cv Respondent denies the allegations contained in Paragraph 42 of Count II of the 43. By reason of the conduct described above, Respondent has engaged in the following misconduct: a. representing a client when there is a significant risk that the representation of the client will be materially limited by a personal interest of the lawyer, by conduct including that, while representing the Turpin trust, he determined to use, and he did use, money that belonged to the trust to fund the settlement of case number 13-cv in which Respondent was the defendant, in violation of Rule 1.7(a)(2) of the Illinois Rules of Professional Conduct (2010); Respondent denies the allegation contained in Paragraph 43 (a) of Count II of the b. entering into a business transaction with a client, by conduct including that, while representing the Turpin trust, he obtained $200,000 from the trust for the purpose of funding the settlement of case number 13-cv in which he was the defendant, without informing the trust beneficiaries in writing that they may seek the advice of independent legal counsel and have a reasonable opportunity to do so; and without obtaining the informed consent of the trust beneficiaries, in writings signed by the beneficiaries, to the essential terms of the transaction and Respondent's role in the transaction, including whether he was representing the trust in the transaction, and the amount of the trust's funds that he was taking, 19

20 * A. in violation of Rule 1.8(a) of the Illinois Rules of Professional Conduct (2010); and Respondent admits as to not obtaining written consent of the beneficiaries and denies the balance of Paragraph 43 (b) of Count II of the c. conduct involving dishonesty, fraud, deceit, or misrepresentation, by conduct including that he knowingly did not disclose to the beneficiaries of the Turpin trust that he intended to take, and did take, $200,000 from the corpus of the trust to fund the settlement of case number 13-cv-01350; and that he took and used the funds knowing that he lacked authority to take and use the funds for that purpose. Respondent denies the allegations contained in Paragraph 43 (c) of Count II of the WHEREFORE, the Respondent requests that the Complaint be dismissed. Respectfully submitted, SAMUEL J. MANELLA, Attorney for Respondent SAMUEL J. MANELLA ATTORNEY FOR RESPONDENT 77 WEST WASHINGTON STREET SUITE 705 CHICAGO, ILLINOIS (708)