In the Matter of Susan Michele Brown

Susan Brown, a Georgia lawyer, agreed to serve as successor trustee of two South Carolina family trusts, not as anyone's attorney. Disputes arose among the beneficiaries, she was removed as trustee, missed deadlines to provide an accounting, and made a loan of trust money to fund her daughter's home purchase without properly securing the debt. She later filed a petition asking the State Bar of Georgia to discipline her, and the Bar sought a three to six month suspension, arguing that two Rules of Professional Conduct governing how lawyers handle client and trust funds apply to any lawyer acting as a fiduciary, even outside the practice of law. The Supreme Court of Georgia had to decide whether those rules reach a lawyer's conduct when she is not practicing law or representing a client. Because the rules' wording could reasonably support either reading, the court applied a legal principle that favors interpretations avoiding constitutional problems, and concluded the rules apply only to fiduciary conduct connected to practicing law. Since Brown was not practicing law, the court rejected her petition and imposed no discipline.

Rules 1.15(I)(c) and 1.15(II)(b) of the Georgia Rules of Professional Conduct do not apply to a lawyer's conduct as a fiduciary, such as a trustee, when that conduct is unconnected to representing a client or practicing law, so Brown's conduct as trustee did not violate those rules.

The ruling limits the State Bar's disciplinary reach, meaning Georgia lawyers who serve as trustees, family fiduciaries, or in other non-legal roles cannot be disciplined under these trust-account rules unless their conduct connects to practicing law or representing a client.

Petition for voluntary discipline rejected

1. The court read the text of Rules 1.15(I)(c) and 1.15(II)(b), the professional conduct rules on handling client and trust funds, and found the wording ambiguous about whether they cover a lawyer's fiduciary work done outside representing a client or practicing law.
2. One plausible reading treated the rules broadly, since they mention 'third persons' and 'any other fiduciary capacity' without expressly limiting themselves to legal representation, which could sweep in unrelated fiduciary roles like serving as a family trustee.
3. A second plausible reading, supported by placing the rules in context with related provisions and by the principle of interpreting related legal text together in harmony (in pari materia), limited the rules to funds a lawyer receives while representing a client or practicing law.
4. Because the Bar's broad reading could extend the court's disciplinary authority over lawyers' purely personal or non-legal fiduciary conduct, the court found this could raise serious concerns about exceeding its constitutional authority to regulate only the practice of law.
5. Applying the canon of constitutional doubt, a rule of interpretation that favors a reading avoiding constitutional problems when a rule's text plausibly supports two readings, the court adopted the narrower interpretation limiting the rules to conduct connected to practicing law.
6. Because Brown's trustee work was not connected to practicing law, the court concluded her conduct did not violate the rules and declined to impose any discipline.

• State Bar discipline
• trust account rules
• fiduciary duty
• canon of constitutional doubt
• voluntary discipline petition