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Philip G. Henderson (WSBA No. 19135, admitted 1989), of Bend, OR, was ordered to receive a reprimand, effective October 2, 2003, pursuant to an order from the Washington State Supreme Court imposing reciprocal discipline based on an order from the state of Oregon. This discipline was based on conflicts on interest and contacting represented parties in a corporate-dissolution matter.
Mr. Henderson represented an interior-design business. Mr. Henderson's wife (S) and another person (G) each owned half the stock in the business. In May 1993, a dispute arose between S and G, and they began to discuss dissolving the business. Mr. Henderson advised the business on this dispute on one occasion, but did not disclose to his client that his judgment might be affected by his marital relationship to one of the shareholders. By June 1993, G retained counsel and Mr. Henderson continued to represent the corporation and S individually. The corporation's interest in continuing to exist may have conflicted with S's interest in dissolving the corporation. Mr. Henderson did not disclose this conflict to his clients. In July 1993, Mr. Henderson knew that G was represented by counsel, but he communicated directly with her on corporate matters.
Mr. Henderson's conduct violated DRs 5-101(A), by giving advice about dissolving to a two-shareholder corporation while married to one of the shareholders, without disclosure of the conflict and consent to continue the representation; 10-101(B), by continuing to represent the corporation and S individually when their interests were likely conflicting, without disclosing the conflict or obtaining consent to continue the representation; and 7-104(A)(1), by contacting G directly when he knew that she was represented by counsel
Felice Congalton represented the Bar Association. Mr. Henderson represented himself. |