## Facts

- Francisco Ramon Rodriguez, a Florida attorney and law-firm shareholder, helped represent twenty clients in litigation against DuPont arising from alleged crop damage caused by Benlate.
- DuPont conditioned settlement of the clients’ claims on the firm signing a separate “engagement agreement” that restricted the firm from bringing future cases against DuPont and contemplated possible future hourly work for DuPont.
- DuPont paid the firm millions of dollars under the engagement agreement while the firm still represented the clients in the Benlate matters.
- The engagement agreement was not fully disclosed to the clients; clients believed the firm was acting solely for their interests, and some were pressured to settle.
- In at least one matter, when a client resisted settlement, Rodriguez sought withdrawal and a charging lien without disclosing the engagement agreement to the court and misrepresented the basis for withdrawal.
- The Florida Bar filed a disciplinary complaint alleging that Rodriguez participated in or benefited from the engagement agreement, failed to disclose its material terms and effects, and proceeded despite a conflict between the firm’s financial interests and the clients’ interests.
- A referee found multiple violations of the Rules Regulating The Florida Bar, recommended a public reprimand and four years’ probation, and recommended denying the Bar’s request for disgorgement to the Clients’ Security Fund.

## Issues

1. Whether a public reprimand and four years’ probation were adequate discipline for Rodriguez’s misconduct involving a secret agreement with an opposing party during ongoing representation.
2. Whether Rodriguez should be required to disgorge his portion of the prohibited fee to the Clients’ Security Fund, including taxes and interest.

## Decision

- The court disapproved the referee’s recommended discipline and imposed a two-year suspension from the practice of law.
- The court ordered Rodriguez to disgorge his portion of the prohibited fee to the Clients’ Security Fund, including taxes and interest.
- The court remanded to the referee to determine the exact amount of disgorgement because the record contained inconsistent figures.

## Legal Principles

- A lawyer may not accept a secret, personally beneficial agreement with an opposing party during ongoing representation when the arrangement materially conflicts with client interests, including by restricting the lawyer’s future practice.
- Lawyers must fully disclose material conflicts and compensation arrangements to affected clients; concealment can constitute dishonesty and conduct prejudicial to the administration of justice.
- Discipline must reflect the gravity of undisclosed conflicts and secret compensation and may include substantial suspension to protect the public and deter similar conduct.
- Disgorgement is an available remedy in attorney discipline to prevent lawyers from retaining benefits obtained through unethical arrangements, including payment to the Clients’ Security Fund with taxes and interest.

## Conclusion

The Florida Supreme Court held that Rodriguez’s participation in and concealment of a conflict-creating engagement agreement with DuPont warranted a two-year suspension and disgorgement of his share of the prohibited fee, with a remand to calculate the precise amount.


Fla. Bar v. Rodriguez, 959 So. 2d 150 (Fla. 2007)