## Facts

- John D. Randall, an Iowa attorney, began representing Lovell Myers in the early 1940s and continued providing legal services to Myers over many years.
- In 1946, Randall and Myers entered a joint venture to acquire farmland; Myers managed farming operations, and Randall handled finances.
- The operation was incorporated as Myers Farms, Inc. in 1952, with Randall and Myers each owning 50% of the stock.
- Marie Jensen, Myers’s daughter from a prior marriage, lived on the farm with her family beginning around 1950; she and her husband later took over farming operations from Myers in 1974.
- In 1967, the farmland was deeded to the corporation.
- Marie testified that Myers told her around 1970 that he intended to leave his corporate interest to her at his death.
- In 1973, Randall drafted a will for Myers naming Randall as Myers’s sole beneficiary and executor.
- Myers signed the will the same day it was drafted; Randall did not advise Myers to have the instrument prepared by independent counsel.
- Randall kept the executed original will in his desk drawer rather than in the firm’s customary will-storage arrangement.
- Myers died in early 1976. Shortly afterward, when Marie asked Randall about a will, Randall denied knowledge of any will.
- Marie later learned of the 1973 will through court clerk records and sued to set it aside; Randall testified he had forgotten about the will.
- The Committee on Professional Ethics and Conduct filed a two-count disciplinary complaint, including the will transaction and a second count based on Randall’s handling of litigation for Myers while Randall’s own business interests were in conflict.
- A grievance commission found violations on both counts and recommended disbarment; Randall appealed to the Iowa Supreme Court.

## Issues

1. Did Randall commit professional misconduct by drafting a client’s will that named Randall as sole beneficiary and executor, without advising the client to seek independent counsel and under the circumstances shown?
2. Did Randall commit professional misconduct by representing Myers in litigation when Randall’s own financial interests from the farm venture and corporation conflicted with Myers’s interests?
3. If violations occurred, was disbarment the proper sanction?

## Decision

- The Iowa Supreme Court reviewed the record de novo, giving respectful consideration to the commission’s findings and recommendation.
- The Court found Randall violated professional standards by acting as both draftsman and sole beneficiary/executor of his client’s will in the circumstances presented, including the absence of independent advice.
- The Court also found a conflict-of-interest violation based on Randall’s continued representation of Myers in litigation when Randall’s personal financial interests were at stake.
- The Court adopted the commission’s recommendation and ordered Randall disbarred from the practice of law in Iowa.

## Legal Principles

- A lawyer who prepares a will or other instrument that gives the lawyer a substantial benefit bears a heavy burden to show the transaction was fair, fully explained, and free of overreaching.
- In will drafting, the lawyer should avoid preparing an instrument that makes the lawyer a major beneficiary; at minimum, the client should be directed to independent counsel to remove doubt about the client’s free choice.
- A lawyer may not represent a client when the lawyer’s personal financial interests create a conflict that may limit the lawyer’s judgment or loyalty; proceeding in such a matter violates duties owed to the client.
- Conduct surrounding custody and disclosure of a client’s will can be considered in assessing professional responsibility and sanction, including credibility and whether the lawyer acted with candor.
- The purpose of lawyer discipline is protection of the public and the courts and maintenance of confidence in the profession; disbarment may be imposed for serious breaches of loyalty involving self-dealing and conflicted representation.

## Conclusion

The Iowa Supreme Court disbarred John D. Randall after finding that he violated professional duties by drafting and retaining a client’s will that made Randall the sole beneficiary and executor without directing the client to independent advice, and by continuing to represent the client in litigation despite conflicts arising from their shared farm business interests.


Committee on Professional Ethics v. Randall, 285 N.W.2d 161 (1979)