3. On July 27, 2016, SmithAmundsen terminated Respondent's employment.

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1 BEFORE THE HEARING BOARD OF THE ILLINOIS ATTORNEY REGISTRATION AND DISCIPLINARY COMMISSION In the Matter of: ELENA GALLO, Attorney-Respondent, Comm. No. 2017PR00101 No ANSWER TO FIRST AMENDED COMPLAINT Now comes Respondent, Elena Gallo, by her attorney, James A. Doppke, Jr., Robinson Law Group, LLC, and for her answer to the Administrator's Complaint, states as follows: ALLEGATIONS COMMON TO ALL COUNTS 1. Between February 8, 2016, and July 27, 2016, Respondent practiced law as a non equity partner at the law firm SmithAmundsen LLC ("SmithAmundsen"). During that time, she worked atsmithamundsen's office in Chicago, Illinois. Respondent admits the allegations contained in paragraph While Respondent was working as a partner at SmithAmundsen, she concentrated her law practice in real estate matters. Respondent admits the allegations contained in paragraph On July 27, 2016, SmithAmundsen terminated Respondent's employment. Respondent admits the allegations contained in paragraph 3.

2 COUNT I {Alleged dishonesty and changing fees without client's knowledge - Glanville/Wrightsale ofaurora property) 4. On April 4, 2016, SmithAmundsen, Crystal Glanville and Smauel [sic] Wright agreed that SmithAmundsen would represent Glanville and Wright in the sale of Glanville's and Wright's home located at 772 Four Seasons Road in Aurora ("the Aurora property") to James Acevedo. Respondent handled the representation of Glanville and Wright in this transaction as a partner of SmithAmundsen. Respondent, Glanville and Wright agreed that SmithAmundsen's fee for legal services related to the representation of Glanville and Wright in this transaction would be a flat fee of $875, to be collected at closing. Respondent admits the allegations contained in paragraph At no time betweenapril 4,2016, and June 23,2016, the date the parties closed, did Respondent advise Glanville or Wright that they would be responsible for any fees or payments to SmithAmundsen or Respondent, other than the $875 attorney fee. Further, at no time between April 4,2016, and June 23, 2016, did Glanville or Wright agree to a greater attorney fee with respect to the Aurora property transaction, other than the $875 attorney fee. Respondent denies the allegations contained in paragraph The parties had agreed that Citywide Title Corporation ("Citywide Title") would serve as title insurer and would prepare closing documents for the transaction. On June 16, 2016, Respondentsent an directing Citywide Title to add two charges in the closing documents: $1,500 payable to SmithAmundsen as the sellers' attorney fee, and $1,875 payable to SmithAmundsen for "reimbursements from Seller for closing and doc prep."

3 Respondent admits the allegations contained in paragraph Respondent's statement that the sellers' attorney fee was $1,500 was false, because the fee was only $875. Respondent's statement that SmithAmundsen was to be reimbursed $1,875 "for closing and doc prep" was false, because at no time did Respondent or SmithAmundsen spend money on closing or document preparation related to the Aurora property transaction that would entitle SmithAmundsen to reimbursement of$1,875. At the time Respondent made those statements, she knew they were false. Respondent denies the allegations contained in paragraph On June 23, 2016, the parties closed on the sale ofthe Aurora property. Prior to the closing, Respondent told Glanville and Wright that they did not need to attend the closing but instead could execute powers ofattorney authorizing Respondent to execute the closing paperwork on their behalf. Glanville and Wright followed Respondent's suggestion, executed powers of attorney, and did not attend the closing. At the closing, pursuant to Respondent's direction, and unbeknownst to Glanville and Wright, Glanville and Wright were debited $1,500 for sellers' attorney fees to SmithAmundsen, and $1,875 for "reimbursements from Seller for closing and doc prep" to SmithAmundsen. Citywide Title tendered to Respondent two checks payable to SmithAmundsen in the amounts of $1,500 and $1,875. Respondent admits the allegations contained in the first and second sentences of paragraph 8. Respondent admits the allegations contained in the third sentence of paragraph 8, except for any and all allegations contained in the words "unbeknownst to Glanville and Wright."

4 9. Sometime between June 23, 2016, and July 8, 2016, Respondent tendered to SmithAmundsen the $1,875 check, but notthe $1,500 check. Instead, Respondent altered the $1,500 check payable to SmithAmundsen so that the check read, "Pay to the order of Gallo Law Group Ltd. c/o SmithAmundsen LLC". Respondent then deposited the check into an account at JP Morgan Chase Bank in the name ofgallo Law Group Ltd., on which Respondent was the sole signatory. Respondent admits the allegations contained in paragraph Sometime between July 8, 2016, and July 18, 2016, Larry Schechtman, a partneratsmithamundsen, and Mari Ann Novy, SmithAmundsen's assistantgeneral counsel, discovered that Citywide Title issued a $1,500 check payable to SmithAmundsen which SmithAmundsen never received. At no time prior to this did Respondent notify anyone at SmithAmundsen about the existence ofthe $1,500 check. Respondent admits the allegations contained in the first sentence of paragraph 10, upon information and belief. Respondent denies the allegations contained in the second sentence ofparagraph 10 as alleged, and she specifically denies that she had any obligation to notify anyone at SmithAmundsen about the existence of the $1,500 check. Further answering, Respondent states that the file materials she maintained in connection with the Glanville-Wright transaction were in the possession of SmithAmundsen, and she did not conceal them from SmithAmundsen. 11. Respondent's conduct of altering the $1,500 check and depositing it into an account in the name of Gallo Law Group Ltd. without notifying SmithAmundsen was dishonest, because the check was issued to SmithAmundsen and Respondent was not entitled to the money.atthe time Respondent altered the $1,500 check and deposited it into

5 an account in the name of Gallo Law Group Ltd.without notifying SmithAmundsen, she knew that conduct was dishonest. Respondent denies the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. charging or collecting an unreasonable fee or an unreasonable amount for expenses, by conduct including charging and collecting from Glanville and Wright a $1,500 sellers' attorney fee, and a $1,875 fee for "reimbursements from Seller for closing and doc prep", with respect to the Aurora property transaction, in violation of Rule 1.5(a) of the Illinois Rules of Professional Conduct (2010); b. failure to communicate any changes in the basis or rate of the fee or expenses to the client, by conduct including failing to communicate to Crystal Glanville and Samuel Wright that Respondent changed the attorney's fee for the sale of the Aurora property from $875 to $1,500, in violation of Rule 1.5(b) of the Illinois Rules of Professional Conduct (2010); and c. conduct involving dishonesty, fraud, deceit or misrepresentation, including: (1) directing Citywide Title to include a sellers' attorney fee of $1,500 without Glanville's and Wright's knowledge or consent, (2) directing Citywide Title to include an additional charge of $1,875 for "reimbursements from Seller for closing and doc prep" without Glanville's and Wright's knowledge or consent, and (3) altering the $1,500 check and depositing it into an account in the name of Gallo Law Group Ltd. without SmithAmundsen's knowledge or consent, in violation of Rule 8.4(c) ofthe Illinois Rules of Professional Conduct (2010). The allegations contained in paragraph 12 are not factual, but rather state legal conclusions. Therefore, no answer is required. To the extentan answer is deemed required, Respondent denies the allegations contained in paragraph 12.

6 COUNT II (Alleged dishonesty and changingfees without client's knowledge - Glanville/Wright purchase ofplainfield property) 13. The Administrator realleges paragraphs 4 through 11 of Count I, above. Respondent repeats and realleges her answers to paragraphs 4 through 11 of Count I, above. 14. Between April 4, 2016 and April 12, 2016, SmithAmundsen, Glanville and Wright agreed that SmithAmundsen would represent Glanville and Wright in the purchase of a home located at 1817 Chestnut Hill Road in Plainfield ("the Plainfield property") from Robert and TanyaWeeks. Respondenthandled the representation of Glanville and Wright in this transaction as a partner of SmithAmundsen. Respondent and Glanville and Wright agreed that SmithAmundsen's fee for legal services related to the representation of Glanville and Wright in this transaction would be a flat fee of $875, to be collected at closing. Respondent admits the allegations contained in paragraph At no time between April 4,2016, and June 23,2016, the date the parties closed, did Respondent advise Glanville or Wright that they would be responsible for any fees or payments to SmithAmundsen or Respondent with respect to purchase of the Plainfield property, other than the $875 attorney fee. Further, at no time between April 4, 2016, and June 23, 2016, did Glanville or Wright agree that they would be responsible for any fees or payments to SmithAmundsen or Respondent with respect to the Plainfield property transaction, other than the $875 attorney fee. Respondentdenies the allegations contained in paragraph The parties had agreed that First American Title Insurance Company ("First American Title") would serve as title insurer and would prepare closing documents for the

7 transaction. On June 20, 2016, Respondent sent an directing First American Title to include two charges in the closing documents: $1,875 payable to SmithAmundsen as the buyers' attorney fee, and $1,025 payable to Elena Gallo for "closing documents reimbursement". Respondent admits the allegations contained in paragraph Respondent's statement to FirstAmerican Title that the buyers' attorney fee was $1,875 was false, because the fee was only $875. Respondent's statement that SmithAmundsen was to be reimbursed $1,025 closing documents reimbursement [sic] was false, because at no time did Respondent or SmithAmundsen spend money on closing documents related to the Plainfield property transaction that would entitle SmithAmundsen to reimbursement of $1,025. At the time Respondent made those statements, she knew they were false. Respondent denies the allegations contained in paragraph On June 21,2016, Lizzenid Cabassa ("Cabassa") of First American Title advised Respondent via that Glanville's and Wright's lender had requested invoices for SmithAmundsen's attorney fee and for the "closing documents reimbursement" charge referenced in paragraph 16, above. The same day, Respondent prepared a documententitled, "Invoice for Legal Services and Reimbursements for the Purchase of 1817 Chestnut Hill Rd., Plainfield, IL 60586". The invoice stated, "Elena Gallo - Direct reimbursement for closing documentation - Total $ ". Respondent then ed the invoice to Cabassa. Respondent admits the allegations contained in paragraph Respondent's statementin paragraph 18, above,thatshe was to be reimbursed for closing documentation was false, because at no time did Respondent spend money on

8 closing documents related to the Plainfield property transaction that would entitle her to reimbursement of$1,025. At the time Respondent made the statement, she knew it was false. Respondent denies the allegations contained in paragraph On June 23,2016, the parties closed on the purchase ofthe Plainfield property. Glanville and Wright attended the closing with Respondent. During the closing, Respondent directed Glanville and Wright to sign numerous documents, including the closing statement reflecting the increased buyers' attorney fee and the $1,025 for "closing documents reimbursement." However, Respondent did not identifyor explain those charges to Glanville and Wright. Glanville and Wright signed the documents, including the closing statement, unaware of those additional charges. Respondent admits the allegations contained in the first sentence of paragraph 20. Respondent admits the allegations contained in the second sentence of paragraph 20, except that she denies that she "directed" Glanville or Wright to sign any documents. Further answering, Respondent states that she explained each document requiring Glanville's and Wright's signatures to them, and they willingly signed the documents. Respondent denies the allegations contained in the third and fourth sentences of paragraph Pursuant to Respondent's direction, at the closing Glanville and Wrightwere debited $1,875 for buyers' attorney fees to SmithAmundsen, and $1,025 for "closing documents reimbursement" to Respondent. First American Title tendered two checks to Respondent: a check payable to SmithAmundsen in the amount of $1,875, and a check payable to Respondent in the amount of$1,025. 8

9 Respondent denies the allegations contained in the first sentence of paragraph 21 as alleged. Further answering, Respondent states that at Glanville's and Wright's direction, and pursuant to the closing statement they reviewed and signed, First American Title caused $1,875 to be disbursed via check to SmithAmundsen, and $1,025 to be disbursed via check to Respondent. Respondent admits the allegations contained in the second sentence ofparagraph On or about June 24, 2016, Respondent deposited the $1,025 check into an account at JP Morgan Chase Bank in the name of Gallo Law Group Ltd., on which Respondent was the sole signatory (Respondent's personal and business account). Respondent used this account for personal and business purposes. Respondent admits the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. charging or collecting an unreasonable fee or an unreasonable amount for expenses, by conduct including charging and collecting from Glanville and Wright a $1,875 buyers' attorney fee and a $1,025 charge for "closingdocuments reimbursement", with respect to the Plainfield property transaction, in violation of Rule 1.5(a) ofthe Illinois Rules of Professional Conduct (2010); b. failure to communicate any changes in the basis or rate of the fee or expenses to the client, by conduct including failing to communicate to Crystal Glanville and Samuel Wright that Respondent changed the attorney's fee for the purchase of the Plainfield property from $875 to $1,875, in violation of Rule 1.5(b) of the Illinois Rules of Professional Conduct (2010); and

10 c. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including: (1) directing First American Title to include a sellers' attorney fee of $1,875 without Glanville's and Wright's knowledge or consent, (2) directing First American Title to include an additional $1,025 charge for "closing documents reimbursement" without Glanville's and Wright's knowledge or consent, and (3) preparing and tendering to First American Title an invoice with the language, "Elena Gallo - Direct reimbursement for closing documentation Total $ ", in violation of Rule 8.4(c) of the Illinois Rules of Professional Conduct (2010). The allegations contained in paragraph 23 are not factual, but rather state legal conclusions. Therefore, no answer is required. To the extent an answer is deemed required, Respondent denies the allegations contained in paragraph 23. COUNT HI {Alleged dishonesty regarding SmithAmundsen's investigation ofrespondent's conduct in Glanville/Wright transactions) 24. The Administrator realleges paragraphs 4 through 11 of Count I and paragraphs 14 through 22 in Count II, above. Respondent repeats and realleges her answers to paragraphs 4 through 11 of Count I, above, and paragraphs 14 through 22 of Count II, above. 25. On July 8, 2016, Glanville called SmithAmundsen and left a voic message expressing concern about the amount of fees charged at the closings on the Aurora and Plainfield properties. That same day, Larry Schechtman ("Schechtman"), a partner at SmithAmundsen, received the voic and ed Respondent, requesting any billing information on Glanville's matter along with an explanation ofthe fees charged. 10

11 Respondent admits the allegations contained in the first sentence of paragraph 25, upon information and belief. Respondent admits the allegations contained in the second sentence ofparagraph That same day, Respondent called Glanville and asked why Glanville contacted another person at SmithAmundsen instead of contacting Respondent directly. During the conversation, Respondent said she would send Glanville $2,500 to settle the matter. Respondent also stated that she would send Schechtman an and include Glanville as a recipient, and told Glanville not to respond to the or tell Schechtman about the money Respondent was sending her. Respondent admits the allegations contained in the first sentence paragraph 26, but denies that that statement constituted the entirety of her conversation with Glanville. Respondent admits the allegations contained in the second sentence of paragraph 26. Respondent admits the allegations contained in the third sentence of paragraph 26 through the word "recipient," and denies the remainder. 27. On or about July 15, 2016, Respondent sent Glanville a package via UPS containing a bank envelope with $2,500 cash. The package contained no letter, receipt, release, or any identifying information other than the sender's address, which is Respondent's home address. Respondent admits the allegations contained in paragraph Respondent's conduct in sending $2,500 cash to Glanville, and directing Glanville not to tell Schechtman about the $2,500 or respond to Respondent's to Schechtman, was deceitful because Respondent intended to conceal from Schechtman the 11

12 [sic] all of the charges and fees Respondent collected from the Aurora and Plainfield property transactions. At the time Respondent engaged in this conduct, she knew it was deceitful. Respondent denies the allegations contained in paragraph On July 8, 2016, Respondent ed Schechtman and included Glanville as a recipient In the , Respondent stated, in part: She [Glanville] explained to me that she called because she was confused by some of the line item charges for fees and expenses related to each transaction. We reviewed the statements together, and I provided her with detailed explanations for the line items which included title fees, transfer stamps, attorney fees, and document preparation fees. We had reviewed the statements prior to closings, but when she went back to look at the statements post closing, she had questions about some of the required and typical fees associated with a sale and a purchase of a home. "After reviewing all of the documents, net sheet and charges with Crystal, she is now comfortable with the closing statements and the charges." Respondent admits the allegations contained in paragraph Respondent's statements referenced in paragraph 29 above were false, because at no time did Respondent review the closingstatements with Glanville or provide her with detailed explanations for the line items, and Glanville never indicated to Respondent that she was comfortable with the closing statements and the charges reflected in them. Atthe time Respondent made the statements referenced in paragraph 29 above, she knew they were false. Respondent denies the allegations contained in paragraph

13 31. On or about July 25, 2016, Mari Ann Novy ("Novy"), SmithAmundsen's assistantgeneral counsel, metwith Respondentto discuss Respondent's fees in the Glanville and Wright transactions. During the meeting, Respondent stated that the $1,025 charge from the Plainfield property transaction was for Respondent's out-of-pocket expenses, such as transfer stamps. Respondent admits the allegations contained in paragraph Respondent's statement that the $1,025 charge from the Plainfield property transaction was for her out-of-pocket expenses was false because at no time did Respondent spend money on expenses related to the Plainfield property transaction that would entitle her to reimbursement of $1,025. At the time Respondent made that statement, she knew it was false. Respondent denies the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. conduct involving dishonesty, fraud, deceit or misrepresentation, including: (1) sending $2,500 cash to Glanville, and directing Glanville not to tell Schechtman about the $2,500 or to respond to Respondent's to Schechtman, (2) stating in an to Schechtman that Respondent reviewed the closing statements with Glanville and provided herwith detailed explanations for the line items, and that Glanville was comfortable with the closing statements and the charges reflected in them, and (3) telling Novy that the $1,025 charge from the Plainfield property transaction was for Respondent's out-of-pocket expenses, such as transfer stamps, in violation of Rule 8.4(c) of the Illinois Rules of Professional Conduct (2010). 13

14 The allegations contained in paragraph 33 are not factual, but rather state legal conclusions. Therefore, no answer is required. To the extent an answer is deemed required, Respondent denies the allegations contained in paragraph 33. COUNT IV (Alleged dishonesty andchangingfees without client's knowledge - Ratner realestate matter) 34. On or about March 8, 2016, SmithAmundsen and Dalia Ratner agreed that SmithAmundsen would represent Ratner in the sale of her condominium located at 401 N. Wabash Avenue, #43G, in Chicago ("the condominium") to Markand Deborah Hellman ("the Hellmans"). Respondent handled the representation of Ratner in this transaction on behalf of SmithAmundsen. Respondent and Ratner agreed that SmithAmundsen's fee for legal services related to the representation of Ratner in this transaction would be $875, to be collected at closing. Respondentadmits the allegations contained in paragraph At no time between March 8, 2016, and May 27, 2016, the date the parties closed, did Respondent advise Ratner that Ratner would be responsible for any fees or payments to SmithAmundsen or Respondent, other than the $875 attorney fee. Further, at no time between March 8, 2016, and May 27, 2016, did Ratner agree that she would be responsible for any fees or payments to SmithAmundsen or Respondent with respect to the condominium transaction, other than the $875 attorney fee. Respondent denies the allegations contained in paragraph The parties had agreed that Greater Metropolitan Title Company ("Greater Metropolitan Title") would serve as title insurer and would prepare closing documents for the transaction. Sometime between May 9, 2016, and May 23, 2016, Respondent directed 14

15 Greater Metropolitan Title to include two charges in the closing documents: $1,875 payable to SmithAmundsen as the seller's attorney fee, and $5,000 payable to Elena Gallo for "consulting, RE/Leasing/Title/Due Diligence". Respondent admits the allegations contained in paragraph Respondent's act of directing Greater Metropolitan Title to include a seller's attorney fee of $1,875 was dishonest, because she had previously agreed with Ratner that the attorney fee would be a flat fee of $875, and at no time did Respondent request or obtain authority from Ratner to increase the attorney fee. At the time Respondent directed Greater Metropolitan Title to include a seller's attorney fee of $1,875, she knew that act was dishonest. Respondent denies the allegations contained in paragraph Respondent's act ofdirectinggreatermetropolitan Title to include a charge of $5,000 for "consulting, RE/Leasing/Title/Due Diligence" was dishonest, because at no time did Respondent advise Ratnerabout this charge, and at no time did Ratneragree to paythis charge. At thetime Respondent directed Greater Metropolitan Title to include a fee of$5,000 for "consulting, RE/Leasing/Title/Due Diligence", she knew that act was dishonest. Respondent denies the allegations contained in paragraph On May 27, 2016, the parties closed on the sale of the condominium. Prior to the closing. Respondent told Ratner that she did not need to attend the closing but instead could execute a document authorizing Respondent to execute the closing paperwork on her behalf. Ratner followed Respondent's suggestion and did not attend the closing. At closing, pursuant to Respondent's direction, and unbeknownst to Ratner, Ratner was debited $1,875 for buyers' attorney fees to SmithAmundsen, and $5,000 for "consulting, 15

16 RE/Leasing/Title/Due Diligence" to Respondent. Greater Metropolitan Title tendered two checks to Respondent: a check payable to SmithAmundsen in the amount of $1,875, and a check payable to Respondent in the amount of $5,000. Respondent admits the allegations contained in the first sentence of paragraph 39. Respondent admits the allegations contained in the second sentence of paragraph 39, except that she denies any allegation to the effectthat Ratner not attending the closing was Respondent's idea or suggestion. Respondent admits that Ratner did not attend the closing, and denies any remaining allegations contained in the third sentence of paragraph 39. Respondent denies the allegations contained in the fourth sentence of paragraph 39 as alleged. Further answering, Respondent states that at Ratner's direction, and pursuant to the closing statement she reviewed and authorized, Greater Metropolitan Title caused $1,875 to be disbursed via check to SmithAmundsen, and $5,000 to be disbursed via check to Respondent. Respondent admits the allegations contained in the fifth sentence of paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. charging or collecting an unreasonable fee or an unreasonable amount for expenses, by conduct including charging and collecting from Glanville and Wright a $1,875 seller's attorney fee and $5,000 charge for "consulting, RE/Leasing/Title/Due Diligence", with respect to the condominium transaction, in violation of Rule 1.5(a) of the Illinois Rules of Professional Conduct (2010); b. failure to communicate any changes in the basis or rate of the fee or expenses to the client, by conduct including failing to communicate to Dalia Ratner that Respondent 16

17 changed the attorney's fee for the sale of the condominium from $875 to $1,875, in violation of Rule 1.5(b) of the Illinois Rules of Professional Conduct (2010); and c. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including: (1) directing Greater Metropolitan Title to include a sellers' attorney fee of $1,875 without Ratner's knowledge or consent, and (2) directing Greater Metropolitan Title to include an additional $5,000 charge for "consulting, RE/Leasing/Title/Due Diligence" without Ratner's knowledge or consent, in violation of Rule 8.4(c) of the Illinois Rules ofprofessional Conduct (2010). The allegations contained in paragraph 40 are not factual, but rather state legal conclusions. Therefore, no answer is required. To the extent an answer is deemed required, Respondent denies the allegations contained in paragraph 40. COUNT V (Alleged dishonesty andconversion ofproperty taxcredit - Ratner realestatematter) 41. The Administrator realleges paragraphs 34 through 39 of Count IV, above. Respondent repeats and realleges her answers to paragraphs 34 through 39 of Count IV, above. 42. Prior to the May27, 2016 closing date, the parties did not know the amount of the property taxes owed on the condominium for the second half of 2015 or the first half of 2016, because the Cook CountyTreasurer's Office had not yet issued property tax bills for those time periods. On April 8, 2016, since the parties did not expect the Treasurer's Office to issue a property tax bill before the closing date, the parties entered into an agreement regarding a property tax credit at closing. Specifically, the parties used a formula which estimatedthe outstanding property taxes, which the Hellmans would receive as a credit at 17

18 closing. The parties agreed that if the credit for the second half of the 2015 property taxes exceeded the actual amount owed, then the Hellmans would pay Ratner the difference. Respondent admits the allegations contained in paragraph At the May 27, 2016, closing on the condominium, the Hellmans received a property tax credit of $34,091.92, pursuant to the parties' agreement described in paragraph 42, above. Respondent admits the allegations contained in paragraph On July 6, 2016, Mark Hellman ed Respondent stating that he received the condominium's property tax bill for the second half of In the , Hellman informed Respondent that the property tax credit at closing exceeded the actual amount owed. Hellman stated that based upon the parties' agreement, he owed Ratner $10,978.55, and could pay by writing a check. Respondent admits the allegations contained in paragraph On July 7, 2016, Respondent ed Mark Hellman telling him to make the check payable to "GLG LTD.", and stating, "This will go into my escrow/trust account for Dalia." Respondent admits the allegations contained in paragraph On July 13,2016, Mark Hellman wrote a checkfor $10, payable to "GLG LTD.", with the memo,"ratner tax credit". OnJuly 15,2016, Respondent deposited the check into her personal and business account Respondent admits the allegations contained in paragraph

19 47. At no time between July 13, 2016, and the date of the filing of this complaint did Respondent notify Ratner that Ratner was owed moneyfrom the property tax credit, or that Respondent received the $10, check from Mark Hellman. Respondent denies the allegations contained in paragraph OnDecember 5, 2016, prior to paying any portion of the $10, to Ratner, Respondent's personal and business account was overdrawn in the amount of-$ Respondent admits the allegations contained in paragraph As of December 5, 2016, Respondent had used $10, of Ratner's funds for Respondent's own business or personal purposes. Respondentadmits that she used the $10, for her own business or personal purposes, but she denies that she did so without Ratner's authority, and that the funds belonged to Ratner at the time that Respondent used them. Respondent denies any remaining allegation contained in paragraph At no time did Ratner authorize Respondent to use any portion of the $10, for Respondent's own business or personal purposes. Respondent denies the allegations contained in paragraph Respondent's use of the $10, without Ratner's authority constitutes conversion ofthose funds. The allegations contained in paragraph 51 are not factual, but rather statelegal conclusions. Therefore, no answer is required. To the extent an answer isdeemed required, Respondent denies the allegations contained in paragraph At the time Respondent used the $10,978.55, she knew she was using those funds without authority. 19

20 Respondent denies the allegations contained in paragraph As of the date of the filingof this complaint, Respondent has not paid any ofthe $10, to Ratner. Respondent admits the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. failure to hold property of clients or third persons that is in a lawyer's possession in connection with a representation separate from the lawyer's own property, by conduct including: (1) failing to hold the $10, received from Mark Hellman separate from Respondent's own property, and (2) converting $10, received from Mark Hellman, which belonged to Ratner, to Respondent's own business or personal use by causing the balance in Respondent's client fund account to fall below the amount then belonging to Ratner, in violation of Rule 1.15(a) of the Illinois Rules of Professional Conduct (2010); b. upon receiving funds in which the client has an interest, failure to promptly notify the client, or promptly deliver the funds to the client, by conduct including: (1) failing to notify Ratner that Respondent received the $10, check from Mark Hellman, and (2) failing to promptly deliver the $10, to Ratner, in violation of Rule 1.15(d) of the Illinois Rules of Professional Conduct (2010); and c. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including knowingly converting $10, received from Mark Hellman, which belonged to Ratner, to Respondent's own business or personal use, in violation of Rule 8.4(c) of the Illinois Rules ofprofessional Conduct (2010). 20

21 The allegations contained in paragraph 54 are not factual, but rather state legalconclusions. Therefore, no answer is required. To the extent an answer is deemed required, Respondent denies the allegations contained in paragraph 54. COUNT VI (Concurrent conflict ofinterest - Middletons to Paulus real estate matter) 55. On or about March 16, 2016, SmithAmundsen and Jacqueline Paulus agreed that SmithAmundsen would represent Paulus in the purchase of a residence located at 2942 North Riverwalk Drive, in Chicago. Respondent handled the representation of Paulus in this transaction as a partner of SmithAmundsen. Respondent and Paulus agreed that SmithAmundsen's fee for representing Paulus in this transaction would be $875, to be collected at closing. Respondent admits the allegations contained in paragraph The purchase of the residence at 2942 North Riverwalk Drive did not occur, and Paulus then decided to proceed with the purchase of a residence located at 1307 South Wabash Avenue, Unit 402 and P36, in Chicago ("the 1307 South Wabash Avenue residence") from Joseph Middleton and Mary Rankin Middleton ("the Middletons"). Sometime between March 16, 2016, and April 22, 2016, SmithAmundsen and Paulus agreed that SmithAmundsen would represent Paulus in the purchase of the 1307 South Wabash Avenue residence. Once again, Respondent handled the representation of Paulus in this transaction as a partner of SmithAmundsen. Respondent and Paulus agreed that SmithAmundsen's fee for representingpaulus in this transactionwould be $875, to be collected at closing. Respondent admits the allegations contained in paragraph

22 57. Onor prior to April 22,2016, Respondent also agreed with the Middletons that either Respondent or SmithAmundsen would represent the Middletons in the sale of the 1307 South Wabash Avenue residence to Paulus. Respondent admits that she agreed to represent the Middletons in connection with the sale of 1307 South Wabash to the Middletons. Respondent denies any remaining allegations contained in paragraph On April 25, 2016, Respondent sent an to Katee Stahl, conflicts coordinator at SmithAmundsen, advising that Respondent was representing Paulus in the purchase of the 1307 South Wabash Avenue residence, and that Respondent was also representing the Middletons as sellers of the same property. On the same day, Stahl sent Respondent a response stating, in part, "Although I did not find any conflict issues in our records for Mary Middleton or Joseph Middleton, please note that representation of parties that are adverse to one another in a transaction is generally considered an ethical conflict of interest." Respondent admits the allegations contained in the first sentence of paragraph 58. Respondent admits the allegations contained in the second sentence of paragraph 58, but she denies that the quoted portion ofthe constituted the entirety of the , or the entirety of Respondent's correspondence with Stahl with respect to the Middleton/Paulus transaction. 59. Later on April 25, 2016, Respondent met with Stahl and SmithAmundsen's assistant general counsel, Mari Ann Novy, to discuss Respondent's representation of both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. During the meeting, Respondent stated that she would not represent the Middletons in the 22

23 transaction. The sameday, Stahl sentan to Respondent, stating, "Thankyou for making time to chat earlier with Mari Ann and I regarding this matter. Since you will not be representing the sellers in this deal, I wanted to confirm that no conflict issues remain with respect to their involvement as adverse parties in this matter." Respondent admits the allegations contained in the first sentence of paragraph 59. Respondent denies the allegations contained in the second sentence of paragraph 59. Respondent admits the allegations contained in the third sentence of paragraph As a non-equity partner of SmithAmundsen, Respondent stood in a position of a fiduciary to SmithAmundsen that required her to exercise the utmost good faith and fair dealing with respect to SmithAmundsen. As a fiduciary, Respondent was required to give SmithAmundsen information relevant to the affairs entrusted to her, to obey SmithAmundsen's reasonable directions, and not to act in SmithAmundsen's affairs except as authorized. The allegations contained in paragraph 60 are not factual, but rather state legal conclusions. Therefore, no answer is required. 61. After Respondent told Stahl and Novy that she would not represent the Middletons, between April 25, 2016, and June 22, 2016, the date the parties closed, Respondent continued to represent both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent represented both Paulus and the Middletons during the attorney review period, during which time the parties were able to negotiate modifications to the contract. Between May 5, 2016, and May 10, 2016, during the attorney review period, Respondent represented both Paulus and the Middletons in 23

24 negotiations with each other to make certain repairs to the 1307 South Wabash Avenue residence. Respondent denies the allegations contained in paragraph At no time between April 25, 2016, and June 22,2016, did Respondent inform Stahl, Novy, or anyone at SmithAmundsen that Respondent had continued to represent both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent denies the allegations contained in paragraph At no time did Respondent inform Paulus that Respondent was also representing the Middletons as sellers in the 1307 South Wabash Avenue residence transaction. Respondent denies the allegations contained in paragraph At no time did Respondent explain to Paulus the material risks of and reasonably available alternatives to Respondent representing both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent denies the allegations contained in paragraph At no time did Respondent advise Paulus to seek the advice of other counsel before agreeing to have Respondent represent both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent admits the allegations contained in paragraph Sometime between April 25, 2016, and June 22, 2016, Respondent did inform the Middletons that Respondent was also representing Paulus as buyer in the 1307 South Wabash Avenue residence transaction. However, at no time did Respondent explain to the Middletons the material risks of and reasonably available alternatives to Respondent 24

25 representing both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent admits the allegations contained in the first sentence of paragraph 66. Respondent denies the allegations contained in the second sentence of paragraph At no time did Respondent advise the Middletons to seek the advice of other counsel before agreeing to have Respondent represent both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction. Respondent admits the allegations contained in paragraph The parties had agreed that Greater Metropolitan Title would serve as title insurer and would prepare closing documents for the transaction. On June 21, 2016, Respondent sent an to Greater Metropolitan Title asking, "Does the closing costs include attorney fees for both sides?" The same day, a representative from Greater Metropolitan Title responded to Respondent via , answering, "Yes, please review attached." The representative from Greater Metropolitan Title attached to the a settlement statement for the 1307 South Wabash Avenue residence transaction, reflecting an $875 attorney fee to SmithAmundsen to be debited from Paulus as buyer, and a $500 attorney fee to Respondent to be debited from the Middletons as sellers. Respondentadmits the allegations contained in paragraph On June 22, 2016, the parties closed on the 1307 South Wabash Avenue residence. At the closing, Paulus was debited $875 for buyer's attorney fees to SmithAmundsen, and the Middletons were debited $500 for sellers' attorney fees to Respondent. Greater Metropolitan Title tendered to Respondent a check payable to 25

26 SmithAmundsen in the amount of $875, and a check payable to Respondent in the amount of $500. Respondent admits the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. representing a client when the representation involves a concurrent conflict of interest where the representation ofone client will be directly adverse to another client, by conduct including representing Paulus and buyer and the Middletons as sellers in the 1307 South Wabash Avenue residence transaction, without obtaining informed consent from both Paulus and the Middletons, in violation of Rule 1.7(a)(1) of the Illinois Rules of Professional Conduct (2010); b. representing a client when the representation involves a concurrent conflict of interest where there is a significant risk that the representation of one or more clients will be materially limited by the lawyer's responsibilities to another client, by conduct including representing Paulus and buyer and the Middletons as sellers in the 1307 South Wabash Avenue residence transaction, without obtaining informed consent from both Paulus and the Middletons, in violation of Rule 1.7(a)(2) of the Illinois Rules of Professional Conduct (2010); and c. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including: (1) making a misrepresentation by omission by failing to inform anyone at SmithAmundsen after April 25, 2016, that Respondent continued to represent both Paulus and the Middletons in the 1307 South Wabash Avenue residence transaction, and (2) failing to inform Paulus that Respondent was also representing the Middletons as sellers in the 1307 South Wabash Avenue residence 26

27 transaction, in violation of Rule 8.4(c) of the Illinois Rules of Professional Conduct (2010). The allegations contained in paragraph 70 are not factual, but rather statelegal conclusions. Therefore, noanswer is required. To the extent an answer is deemed required, Respondent denies the allegations contained in paragraph 70. COUNT VII (Conversion andfailure tosafeguardfunds - Tartara real estate matter) 71. Sometime after SmithAmundsen terminated Respondent's employment on July 27, 2016, but prior to December 9, 2016, Respondent and Christopher Tartara agreed that Respondent would represent Tartara in the sale of his residence located at 1516 N. Cleveland Avenue, #1, in Chicago ("the Cleveland Avenue residence") to Gregory Gallagher. Respondent and Tartara agreed that Respondent's fee for representing Tartara in this transaction would be $750, to be collected at closing. Respondent admits the allegations contained in paragraph The closing on the sale of the Cleveland Avenue residence was scheduled for January 13, On the scheduled closing date, the parties entered into a "Use and Occupancy Agreement" that allowed the seller, Tartara, to remain at the Cleveland Avenue residence for two days after the closing date. The agreement called for Tartara to place $5,000 in escrow to guarantee that he would deliver possession of the Cleveland Avenue residence by January 15, Tartara and Gallagher agreed to have Respondent serve as escrowee and hold $5,000 of the proceeds of the Cleveland Avenue residence sale, until the $5,000 was distributed pursuant to the terms ofthe Use and Occupancy Agreement. Tartara and Gallagher entrusted Respondent to safeguard these funds for use towards Tartara's post-closing possession, pursuant to the agreement ofthe parties. 27

28 Respondent admits the allegations contained in paragraph On January 13,2017, the closing on the Cleveland Avenue residence took place. At the closing, Respondent received Greater Metropolitan Title check number 88592, payable to Gallo Law Group, Ltd., in the amount of $5,000, as the funds to be held pursuant to the parties' Use and Occupancy Agreement, described in paragraph 72, above. The same day, Respondent deposited the check into her personal and business account. At no time did Respondent deposit the funds into a client trust account. Respondent admits the allegations contained in paragraph By January 15, 2017, Tartara had delivered possession of the Cleveland Avenue residence to Gallagher. Pursuant to the parties' Use and Occupancy Agreement, Tartara was entitled to the full $5,000 that the parties had entrusted Respondent to hold in escrow. OnJanuary 17,2017, Gallagher's attorney, Cole Stremmel, sent Respondent an confirming that the escrowed funds may be released to Tartara. Respondent admits the allegations contained in paragraph On February 6, 2017, prior to any payment of funds from the Use and Occupancy Agreement to Tartara, Respondent's personal and business account was overdrawn in the amount of-$1, Respondentadmits the allegations contained in paragraph As of February 6, 2017, Respondent had used the $5,000 from the Use and Occupancy Agreement to which Tartara was entitled, for Respondent's own business or personal purposes. Respondent admits the allegations contained in paragraph 76. Further answering, Respondent states that she paid $5,000 to Tartara by March 8,

29 77. At no time did Tartara or Gallagher authorize Respondent to use any portion of the funds from the Use and Occupancy Agreement for Respondent's own business or personal purposes. Respondent admits the allegations contained in paragraph By using the the funds from the Use and Occupancy Agreement without authority, Respondent engaged in conversion of those funds. The allegations contained in paragraph 78 are not factual, but rather state legal conclusions. Therefore, noansweris required. To the extentan answeris deemed required, Respondent denies the allegations contained in paragraph In converting the funds from the Use and Occupancy Agreement without authority, Respondent acted with knowledge that she was converting the funds of Tartara and, in doing so, she acted dishonestly. The allegations contained in paragraph 79 are not factual, but rather statelegal conclusions. Therefore, no answer is required. To the extent an answer isdeemed required, Respondent denies the allegations contained in paragraph Between January 20,2017,and February 9,2017, Tartara ed Respondent at least twice asking when he would receive a check for the $5,000 in escrow funds. On February 9, 2017, Respondent ed a response to Tartara stating that she had sent it to Tartara "a while ago". Respondent admitsthe allegations contained in paragraph Respondent's statement that she had sent a check for the $5,000 in escrow funds totartara "awhile ago" was false, because at the time Respondent made the statement, she had not sent a check to Tartara,and at notime betweenjanuary 20, 2017, and February 29

30 9,2017, did Respondent's personal and business account have sufficient funds to paytartara $5,000. Respondent admits the allegations of paragraph 81, except the allegation that her statement was "false." Answering further, Respondent admits that her statement was incorrect. 82. At the time Respondent made the statement that she sent a check for the $5,000 in escrow funds to Tartara "a while ago", she knew it was false. Respondent denies the allegations contained in paragraph By reason of the conduct described above, Respondent has engaged in the following misconduct: a. failure to hold property of clients or third persons that is in a lawyer's possession in connection with a representation separate from the lawyer's own property, by conduct including: (1) failing to hold escrow funds related to the Use and Occupancy Agreement separate from Respondent's own property, and (2) converting escrow funds related to the Use and Occupancy Agreement, which belonged to Tartara or Gallagher, to Respondent's own business or personal use by causing the balance in her personal and business account to fall below the amount then belonging to clients or third persons, in violation of Rule 1.15(a) of the Illinois Rules of Professional Conduct (2010); b. failure to promptly deliver to the client any funds thatthe client is entitled to receive, by conduct including failing to promptly deliver the $5,000 in escrow funds that Tartara was entitled to receive, in violation of Rule 1.15(d) of the Illinois Rules of Professional Conduct (2010); and c. conduct involving dishonesty, fraud, deceit or misrepresentation, by conduct including: (1) knowingly 30