In re: Brian Todd Goldstein, Respondent.

IN RE: BRIAN TODD GOLDSTEIN,

Respondent.

) ) ) ) Opinion issued January 23, 2026 No. SC101182

ORIGINAL DISCIPLINARY PROCEEDING

The Office of Chief Disciplinary Counsel ("OCDC") alleges Brian Todd Goldstein mishandled client funds belonging to his law firm and engaged in dishonest conduct in his acquiring and representing clients. Based on this conduct, OCDC charged Goldstein with violations of Rules 4-1.15(a) (safekeeping of property) and 4-8.4(c) (engaging in dishonesty, fraud, deceit, or misrepresentation). Following a de novo review of the evidence, this Court finds these violations occurred and, on that basis, orders Goldstein disbarred. BACKGROUND In 2014, Goldstein was hired as non-equity partner in the Kansas City office of the law firm of Cummings, McClorey, Davis & Acho ("CMDA"), which has its main office in Livonia, Michigan. His employment agreement provided for a base salary and an annual draw against revenue expectations for his book of business. Goldstein's billing target was his salary plus any advance and the overhead assessment for the year.

2

Goldstein had the ability to earn a bonus equal to 40 percent of the income earned in excess of the target, regardless of its origination. Goldstein, clearly unsatisfied with his compensation, began taking clients without informing CMDA but continued utilizing CMDA resources – including its associate attorneys – to work on those cases. Goldstein prepared retainer agreements on CMDA letterhead, and these agreements stated: "My firm will hold funds in my lawyer trust account." Goldstein invoiced clients on CMDA letterhead, requesting clients make their payments to Goldstein alone. Goldstein created files with fake client numbers and had CMDA's associate attorneys bill their time to Goldstein's individual practice management number. After CMDA inquired into the large number of hours billed to Goldstein's number, Goldstein directed associate attorneys to e-mail him their time instead. In addition, Goldstein did not complete conflict checks on these cases, relying instead on his own memory and instructing support staff to conduct incomplete checks through CMDA's system but not to complete the process (which would prompt the Michigan office to create a client file). CMDA began investigating Goldstein in 2023 and found he had taken a significant amount of client money without CMDA's knowledge. Goldstein received client payments by check, cash, money order, and credit card. Instead of creating an official matter and depositing money into the trust account, as he represented in the retainer agreements, Goldstein kept client checks in a safe in his basement until the funds were earned. He then deposited them into his personal account. Goldstein obtained credit card

3

equipment and software so he could receive client payments directly into his personal account. CMDA's investigation revealed Goldstein's misconduct, and the firm terminated his employment. Goldstein signed an agreement requiring full disclosure of all funds taken or diverted from CMDA and provided a list totaling $105,500. He explained this was an incomplete list, however, because he could no longer access his files. CMDA's investigation later revealed Goldstein had misappropriated more than $585,000 in connection with more than 100 different clients. Goldstein disputed this amount but agreed to pay CMDA $341,790 to settle the matter. Even after settling with CMDA, Goldstein refused to acknowledge any wrongdoing. In his sworn statement to OCDC, Goldstein explained his behavior was open and obvious, and he was financially justified because he did not receive compensation for his originations even though they generated a large amount of revenue for the firm. Following a hearing, the disciplinary panel recommended Goldstein be disbarred for a violation of Rule 4-1.15(a) and two violations of Rule 4-8.4(c). OCDC concurred with this recommendation, but Goldstein rejected it. STANDARD OF REVIEW "This Court has inherent authority to regulate the practice of law and administer attorney discipline." In re: Ryan Christopher McCarty, 716 S.W.3d 245, 251 (Mo. 2025) (quotation omitted). Professional misconduct must be proven by a preponderance of the evidence before discipline will be imposed. Id. (quotation omitted). This Court reviews evidence of professional misconduct "de novo, independently determines all issues

4

pertaining to credibility of witnesses and the weight of evidence, and draws its own conclusions of law." Id. (quotation omitted). This Court treats the disciplinary hearing panel's findings of fact, conclusions of law, and recommendations as advisory, and may reject any or all of its recommendations. Id. ANALYSIS This Court finds Goldstein violated Rules 4-1.15(a) and 4-8.4(d). Rule 4-1.15(a) provides: A lawyer shall 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. Client or third party funds shall be kept in a separate account designated as a "Client Trust Account" or words of similar import maintained in the state where the lawyer's office is situated or elsewhere if the client or third person consents.

Goldstein violated Rule 4-1.15(a). He required his clients to sign retainer agreements that represented CMDA would ensure client funds were held in a trust account. Instead, Goldstein kept retainer checks locked in a safe in his own basement until the fee had been earned. Then, he would deposit them in his personal bank account. Goldstein sent out numerous invoices to clients asking for payments to be made directly to him and not to CMDA and outfitted himself to receive credit card payments from clients directly to his personal account. CMDA's investigation found, in numerous instances, Goldstein's conduct allowed him to receive client payments without CMDA's knowledge. There is no suggestion Goldstein's clients were aware their funds were being held only by Goldstein and not the firm. As a result, those clients could not have

5

consented to Goldstein's arrangement. 1 Based on these findings, and the remainder of the voluminous record in this case, this Court has no doubt Goldstein mishandled client funds in violation of Rule 4-1.15, intentionally and repeatedly. In addition, this Court finds the evidence establishes Goldstein's intentional and repeated violations of Rule 4-8.4(c), which provides it is professional misconduct for a lawyer to "engage in conduct involving dishonesty, fraud, deceit, or misrepresentation." Goldstein violated Rule 4-8.4(c) at every step in obtaining, representing, and billing the clients he took on. Goldstein represented to these clients they would be represented by CMDA, and CMDA would ensure their funds were held in a trust account. Neither representation was true. CMDA was unaware of Goldstein's surreptitious activities because Goldstein did not utilize the firm's conflict check system and did not open new

1 Goldstein argues he did not act improperly because checks do not qualify as funds. The gravamen of Rule 4-1.15(a) is attorneys' ethical obligation to safeguard client property and hold it separate from their own. Goldstein failed on both counts. If Goldstein had informed his clients he would hold their checks until such time as the funds were earned so he could deposit them directly into his personal account, and if the client had agreed to such a dubious arrangement, Goldstein still would have failed in his obligation under rule 4-1.15(a) to safeguard those checks (which are property, regardless of whether they are funds). See Rule 4-1.15, Cmt. [1] ("Securities should be kept in a safe deposit box, except when some other form of safekeeping is warranted."). In reality, Goldstein never told his clients about this arrangement or received their consent to it. His clients tendered payment by check and, the Court may safely assume, expected Goldstein to deposit their checks in the ordinary course. Had Goldstein done so, Rule 4-1.15(a) would require those client funds be held in a trust account. Goldstein cannot circumvent this important rule simply by refusing to deposit the checks. Goldstein represented to his clients that CMDA would ensure their funds are held in a trust account. This, too, did not happen. Instead, he held clients' checks in his basement, not only increasing the risk of loss and commingling, but also creating a bookkeeping nuisance for his clients. Goldstein unilaterally decided when and where the clients' checks would be deposited, and his intentional misconduct cannot be squared with his obligation under Rule 4-1.15(a) to safeguard his clients' property.

6

client file numbers using CMDA's tracking system. Goldstein's actions were for the inescapably obvious purpose of obscuring his side clients from firm oversight. He utilized CMDA resources and associates to work on client matters of which CMDA was unaware and uncompensated. There is no doubt Goldstein's conduct violated Rule 4-8.4(c) of the Rules of Professional Conduct. To determine the appropriate discipline for an attorney's violation of the Rules of Professional Conduct, Rule 5.17(b) provides this Court may consider: (1) recommendations from the parties; (2) a recommendation from the hearing panel; (3) discipline imposed by this Court in previously reported decisions; (4) ABA Model Standards for Imposing Lawyer Sanctions; (5) the mental health considerations set forth in Rule 5.285; (6) the probation criteria set forth in Rule 5.175; (7) prior accepted admonitions; and (8) any other appropriate factor. When an attorney violates multiple rules, discipline is determined with respect to the most serious violation, and the fact there were multiple violations becomes an aggravating factor. In re Kayira, 614 S.W.3d 530, 533 (Mo. 2021) ("When this Court finds a lawyer has committed multiple acts of misconduct, it imposes discipline consistent with the most serious violation."). Though the race is close-run, Goldstein's most serious charges are his intentional and repeated violations of Rule 4-8.4(c). Under the ABA Standards, the baseline for Goldstein's violations is disbarment. ABA Standard 5.11(b) provides disbarment generally is appropriate when a lawyer "engages in ... any intentional conduct involving dishonesty, fraud, deceit, or misrepresentation that seriously adversely reflects on the lawyer's fitness to practice." In addition, ABA Standard 4.61 provides disbarment is

7

generally the appropriate discipline when a lawyer "knowingly deceives a client with the intent to benefit the lawyer or another, and causes serious injury or potential serious injury to a client." Both standards apply, and both indicate disbarment is the baseline discipline for Goldstein's misconduct. 2

Goldstein violated his oath and the Rules of Professional Conduct. In doing so, his actions caused serious actual and potential injuries. Goldstein stated to potential clients that CMDA would represent them and the firm would be responsible for safeguarding any funds they deposited by ensuring they were held in a trust account. Those representations were false, and Goldstein knew they were false when he made them. Goldstein handled these clients outside of the safeguards set up by CMDA to protect clients, the firm, and its lawyers. He did not utilize the client file system set up by CMDA, did not complete official conflict checks through the law firm's system, received clients' credit card payments directly into his personal account, and held clients' checks in his basement until depositing them in his personal account. As a result, Goldstein exposed his clients – and CMDA – to risks of which neither was aware and to which neither consented. He took money from his clients under false pretenses and kept money to which CMDA was entitled. He lied to both to avoid having either discover his misconduct. Disbarment is the only reasonable response.

2 Goldstein argues that ABA Standard 4.63 (negligently failing to provide client with complete information causing injury or potential injury) and ABA Standard 5.13 (knowingly engaging in conduct involving dishonesty that adversely reflects on the lawyer's fitness to practice law) should apply. The Court disagrees. Goldstein's misconduct was intentional, and it caused (or created the potential for) serious injury.

8

This Court has weighed the aggravating and mitigating factors but finds no basis for departing from the baseline discipline in this case. Aggravating factors include: (1) Goldstein had a dishonest or selfish motive; (2) he engaged in a pattern of misconduct; (3) there are multiple offenses; and (4) Goldstein refused to acknowledge the wrongful nature of his conduct. Mitigating factors include: (1) Goldstein has no prior disciplinary record; (2) he made an agreed upon payment to the firm as restitution; and (3) he offered evidence of good character and reputation. These aggravating factors far outweigh the mitigating factors. Goldstein engaged in this misconduct over the course of several years. The extent of his misconduct, and his efforts to conceal it, were such that the precise scope and consequences of his actions remains unknown. The injuries Goldstein inflicted, and those he might have inflicted, were serious. Therefore, the mitigating factors do not outweigh the aggravating factors so as to justify a downward departure from the baseline discipline, i.e., disbarment. Goldstein argues a reprimand is the appropriate discipline for his actions, citing both the ABA Standards and this Court's published opinions. More troubling, Goldstein also relies on an unreported order to argue the respondent in that case was reprimanded for behavior Goldstein contends was more egregious than his own. References to unreported orders in attorney disciplinary cases are improper and need to stop. Rule 5.17(b)(3) makes it clear only "reported decisions" may be consulted. Cf Rule 84.16(b). This Court made it clear respondents should not cite to unreported orders in In re: Neill, 681 S.W.3d 194, 200 (Mo. 2024) ("[T]his Court's dispositions [of attorney discipline cases] by written order [without reported opinion] have no precedential value."). The

9

Court now emphasizes this point again: Unreported orders in attorney discipline cases are not precedential and should not be cited as a basis for a respondent's argument concerning the appropriate discipline. Goldstein also relies, as so many have, on In re Cupples, 952 S.W.2d 226, 237 (Mo. 1997), which resulted in a reprimand. Rule 5.17(b)(3) permits this Court to consider discipline ordered in prior published opinions, but counsel should be warned this is a thin reed on which to rely. What the Rules of Professional Conduct prohibit and allow, and examples of what evidence will suffice to establish a violation, are matters of law on which this Court's precedent rightly should be consulted. Deciding the appropriate discipline, on the other hand, is a discretionary calculation based on the totality of the circumstances in each case. Ultimately, this Court will be guided in such decisions by the need to ensure the public is protected and the integrity of this profession preserved. McCarty, 716 S.W.3d at 258. It is a difficult task, and slight variances in circumstances, the passage of time, the lessons of experience, and the changing backdrop of society all play a role in diminishing the usefulness of prior published opinions in making these decisions. Cupples is a good example. This Court finds Goldstein's misconduct was more egregious than Cupples' by several orders of magnitude. But, even if Goldstein's conduct were the same in every respect as Cupples' misconduct a generation ago, it is highly unlikely a reprimand would result. Accordingly, the Court is not persuaded by Goldstein's reliance on Cupples.

10

Conclusion Because the baseline discipline is disbarment and the mitigating factors provide no basis for a downward departure in light of the more compelling aggravating factors, this Court orders Goldstein disbarred.

__________________________________ Paul C. Wilson, Judge

All concur.