Complaint No C39773 [2022] NZREAA 57 (16 December 2022)

Last Updated: 2 May 2023

Before the Complaints Assessment Committee
In the matter of	Complaint No: C39773 Part 4 of the Real Estate Agents Act 2008
and
Licensee 1:	Licensee 1 (XXXXXXXX)
Licensee 2:	Licensee 2 (XXXXXXXX)

Decision to take no further action

16 December 2022

Members of Complaints Assessment Committee: CAC2103 Chairperson: Paul Biddington

Deputy Chairperson: Bill Acton

Panel Member: Belinda Moss

V20201203

Complaints Assessment Committee

Decision to take no further action

1. The Complaint

1.1. On 21 December 2020, the Real Estate Authority (the Authority) received a complaint against (Licensee 1) and (Licensee 2) (the Licensees) from (the Complainant).

1.2. Licensee 1 is a licensed Agent and Licensee 2 is a licensed Salesperson under the Real Estate Agents Act 2008 (the Act).

1.3. The complaint relates to a residential property at (the Property). (This decision also refers to (Property B), which the Vendor purchased after selling the Property. Property B is a

residential property at Property B.

1.4. The details of the complaint are that the Licensees took advantage of the Vendor’s mental illness so they could buy the Property for under value. The Vendor was the Complainant’s mother.

1.5. In particular, the Complainant said:

1. She is the Vendor’s daughter and the Vendor’s Property Manager by Court Order under Section 31 of the Protection of Personal and Property Rights Act. The Vendor had

dementia and suffered from bipolar disorder and did not have the capacity to manage her own affairs.

2. At the time of the sale of the Property, the Vendor was ‘mentally unwell and had

estranged herself from her family’. Licensee 1 took advantage of the Vendor while she was extremely vulnerable, and that he defrauded an elderly person out of their

property.

100. Licensee 1 sold the Vendor’s 2-bedroom unit to Licensee 2 for ($5,000) less than the registered valuation and under the market value at the time. The Property was not

listed for sale on the open market.

4. Licensee 1 was also instrumental in arranging a 1-bedroom unit with no car park for the Vendor to purchase and move in to (Property B). She believes the purchase was

rushed and that the Vendor paid the asking price for Property B within days of being on the market. She believes the Vendor paid too much for Property B and without any

negotiation.

5. Property B had large Body Corporate (BC) fees and rates that cost upward of $3,500 per annum, while there were no BC fees at the Property. The Vendor did not

understand how BC worked, and that there would be regular ongoing payments. She states the Vendor could not afford the BC payments and this put the Vendor in ‘serious financial difficulty’.

6. She questioned Licensee’s 2 involvement, and anyone else in the office who ‘would have been aware of what was happening’. The Vendor’s home was sold to a mother and daughter duo, and one of them, Licensee 2, worked at the same office as Licensee
   1. She believes that the Vendor’s home was sold with a conflict of interest.
      
7. Licensee 1 understood the Vendor had ‘Mental Disabilities’ and a doctor was sought to

assess this, which rang many bells to the Complainant.

8. In January 2016 she contacted Licensee 1 and explained that she was the daughter of the Vendor and that she had serious concerns regarding the sale of the Property, and that the Vendor had been hospitalised after suffering a ‘Mental Breakdown’ over the sale. When she asked Licensee 1 to show her the Form 2 and the Sale and Purchase Agreement for the Property, he wouldn’t. She says Licensee 1 became defensive and declined to give her any information.
   
9. It would be ‘obvious to anyone interacting with the Vendor that she had mental health issues’ and that she is aware on occasions the Vendor was abusive to staff at the

Agency including Licensee 1. There are doctor’s comments that give insight to the

Vendor’s mental state, of her being abusive and angry. She was also well known to the (the Organisation).

1.6. The Complainant requested a remedy, being:

1. For the matter to be investigated.
   
2. Recovery of capital loss, upwards of $400,000.
   

1.7. Licensee 1 responded to the complaint against him.

1.8. In particular, the Licensee said:

1. He was not aware of any mental health issues regarding the Vendor. The Vendor lived by herself and was retired, appearing to be in her early seventies. She was “fit and active, lived independently, caring for herself and her dog”. He was mindful of the

Vendor’s age. He had made enquiries about her family situation and her Lawyer ‘confirmed she had capacity’.

2. The Vendor told him that she had a daughter (the Complainant) but had no contact with her and did not want her to be involved in the process. He liaised with the

Vendor’s Lawyers. The Agreements for the sale of the Property to Licensee 2 and the purchase of Property B were reviewed by her Lawyers, as well as other documentation. The Agency complied with the requirements under s 134 of the Act.

100. He would see the Vendor walk her dog to the shops, which is where the Agency’s office is based. Around June or July 2014, the Vendor told him she was unhappy in her

current two-storey property, having issues with the stairs, and wanting to move to a single level property. The Vendor explained that once the Property was sold, she wanted to purchase a replacement property, which needed to be suitable for her dog and close to shops.

4. In late July 2014, he met with the Vendor at the Property and discussed what she was looking to achieve, and to inspect the Property. Because the Vendor was living by

herself, he asked if she had any family she could talk to. The Vendor responded that she had a daughter but were estranged ‘and she did not want her involved’. He says

that there was nothing from this discussion to suggest that the Vendor had any mental health issues.

5. On 31 July 2014, he completed a current market appraisal (CMA) for the Property with a range of $450,000 to $505,000. The Vendor on the same day entered into a Sole

Agency Agreement which was due to expire on 29 October 2014 and was then followed by a General Agency.

6. On or around 31 July 2014, he asked the Vendor if she had a lawyer. She did not and asked if he could recommend anyone. He suggested a firm of solicitors and on 14

August 2014, he contacted a solicitor at the firm to assist the Vendor. She became the Vendor’s Lawyer.

7. On 18 August 2014, the Vendor’s Lawyer emailed him with specific requirements around selling the Property and purchasing another. On 1 September 2014, the

Vendor’s Lawyer emailed him the draft Sale and Purchase Agreement with amended provisions and said that ‘the agreement could be sent out to potential purchasers so offers could be made on the Property but that the Vendor should not sign any

agreement until her solicitors had obtained a doctor’s certificate, were provided with copies of any offers, and had spoken with her’.

8. On 4 September 2014, he received an email from the Vendor’s Lawyer with a letter from the Vendor’s Doctor (dated 3 September 2014). The letter confirmed the Vendor ‘had capacity to understand the nature of the decision relating to the sale of the Property and purchase of an alternative property’.
   
9. During the Sole Agency Agreement, two offers were presented to the Vendor. The Vendor rejected the first conditional offer from Potential Purchaser A. The second conditional offer from Potential Purchaser B went through negotiations and was

ultimately cancelled by the Vendor due to her not finding a suitable property in time.

10. He kept in contact with the Vendor throughout the first half of 2015 following the end of the Sole Agency Agreement. At the same time, around June 2015, he suggested to Licensee 2 to look at the Property as he was aware that she was looking to purchase a property and she had recently looked at the neighbouring unit. He explained that any sale would be conditional upon the Vendor finding an alternative property, which

Licensee 2 did not have an issue with.

11. On 16 June 2015, the Vendor signed the consent form (Form 2) for Licensee 2 to purchase the Property. Form 2 records that he advised the Vendor that the Property

had a provisional value of $520,000 and an independent valuation would be provided in 14 days. That same day the Vendor entered into a conditional Agreement to sell the Property for $520,000, subject to a LIM, building report, and the Vendor finding a suitable property within 90 days. It was also disclosed the conservatory did not have a code of compliance (COC). The Committee has not seen the Form 2, but has seen

evidence that a copy was provided to the Authority.

50. On 17 June 2015, the Sale and Purchase Agreement for the Property was sent to the Vendor’s Lawyer.
    

13. In September 2015, another agency listed Property B, and he considered it might be a good option for the Vendor. The Vendor liked Property B and made two initial offers before her third offer of $470,000 was accepted on 29 September 2015. The

Agreement for Property B was conditional on approval by the Vendor’s Lawyers within 3 working days. On 7 October 2015 the agency advised the Vendor’s Lawyer that the approval condition had been satisfied for Property B.

14. On 6 October 2015, the Vendor’s Lawyer confirmed that the Agreement for the sale of the Property was now unconditional.

2. What we decided

2.1. On 16 September 2021, the Complaints Assessment Committee (the Committee) considered the complaint and decided to inquire into it under section 79(2)(e) of the Act.

2.2. On 17 June 2022, the Committee held a hearing on the papers and considered all the information gathered during the inquiry.1

2.3. The Committee has decided to take no further action on the complaint.

2.4. This decision was made under section 89(2)(c) of the Act. The decision was also made with reference to sections 72 (unsatisfactory conduct), 135 (valuation), 136 (disclosure), 137

(related persons) of the Act, and to the Real Estate Agents Act (Professional Conduct and

Client Care) Rules 2012, namely Rules 5.1 (skill and care), 6.2 (good faith), 9.1 (best interests), and 9.8 (must not take advantage).

3. Our reasons for the decision

3.1. The Committee concluded that there is no evidence to suggest that the Licensees took advantage of the Vendor’s mental illness so they could buy the Property for under value. The evidence the Committee has seen points to a transaction between two willing parties, and

that Licensee 1 fulfilled his obligations to his client over an extended sale period. The Committee has made its decision because:

1. Licensee 1 appeared to have no reason to question his client’s mental health.
   
2. Licensee 2 complied with Form 2 requirements when purchasing the Property from the Licensee who worked in her office.
   

100. The reason Licensee 2 offered $5,000 less than the asking price was that was the approximate value of work required on the Property.
     

4. Licensee 1 inserted a clause into the sale and purchase agreement to protect the Vendor.
   
5. From the documentation the Committee has seen, the transaction was between two willing parties.
   

Licensee 1 appeared to have no reason to question his client’s mental health

3.2. Licensee 1 was a casual acquaintance of the Vendor and often chatted to her when she

walked her dog in the area of his office. He describes the Vendor as being “fit and active, lived independently, caring for herself and her dog.” When he first visited the Property to complete a CMA in July 2014, he asked if she had family he should be working with, and the Vendor

told him she had a daughter (the Complainant), but she did not want her involved.

3.3. On 18 August 2014, the Vendor’s lawyer (who Licensee 1 had introduced to the Vendor when she said she didn’t have a lawyer) emailed Licensee 1 with specific requirements around selling the Property and purchasing another. On 1 September 2014, the Vendor’s lawyer

emailed him again with amended provisions, including that no sale and purchase agreement should be signed until the Vendor’s lawyers had obtained a doctor’s certificate. Three days

later, on 4 September, the Vendor’s lawyer emailed Licensee 1 with a doctor’s letter stating

1 The Committee received several emails from the Complainant after the hearing, related primarily to Licensee 1's recommendation of a lawyer. These emails have not changed the Committee's decision in respect of the complaint.

that the Vendor “‘had capacity to understand the nature of the decision relating to the sale of the Property and purchase of an alternative property.”

3.4. The Lawyer’s requirement for a doctor’s certificate could have indicated to Licensee 1 that the Vendor’s lawyer had concerns about her client’s mental health, but the doctor’s letter stated she had capacity to complete the two property transactions.

3.5. On 16 June 2015, the Vendor entered into a conditional Agreement to sell the Property for

$520,000. When the conditional Agreement was sent to the Vendor’s lawyer, she again, on 19 June, requested that the Vendor’s doctor confirm that her client had capacity to enter into a

transaction. There was no reply from the Vendor’s doctor and the lawyer made a further request on 30 June 2015.

3.6. The Vendor’s lawyer confirmed the Agreement for the sale of the Property was unconditional on 6 October 2015. The law firm states a second medical certificate was obtained before 6 October. If this is the case, the Committee assumes it again stated that the Vendor had capacity to enter into a transaction, because the Vendor’s lawyer agreed to the transaction. However, the law firm has no copy of the certificate on file and a copy has not been provided to the Committee, despite a request being made to the doctor’s practice during the

investigation into this complaint. The Property settled on 6 November 2015 and Property B (the property the Vendor subsequently purchased) settled on 27 November.

3.7. The Committee notes that even if Licensee 1 had reason to question his client’s mental health, she was protected to some degree by a clause he added to the sale and purchase agreement, and by the Vendor’s lawyer, who twice requested a doctor’s certificate.

3.8. The Complainant has provided the Committee with evidence of her mother’s symptoms, including statements from neighbours and others, who had witnessed the Vendor being

abusive and angry. The Committee is of the view that this behaviour, though alarming, may not lead a non-medical layperson to question the Vendor’s mental health, especially if

witnessed as an isolated incident.

Licensee 2 complied with Form 2 requirements when purchasing the Property from the Licensee who worked in her office.

3.9. The Complainant has suggested that the Property was sold with a conflict of interest because the sale was to another licensee (Licensee 2), who worked in Licensee 1’s office.

3.10. In June 2015, Licensee 1 suggested to Licensee 2 (who was looking to purchase a property),

that the Property may be suitable for her. Vendors are protected in this situation by a process called ‘Form 2’. On 16 June 2015, Licensee 2 (who was acting as a purchaser, not a licensee in this transaction) completed the Form 2 requirements, and the Vendor consented to the Form and entered into a conditional Agreement.

3.11. The Committee has sighted the completed Form 2 signed by the Vendor on 16 June 2015 and based on the evidence provided by Licensee 1 and the Complainant, is of the view that the valuation was provided to the Vendor by 22 June, within the required 14 days. (The

Committee notes that Licensee 1 failed to complete the form correctly. He has completed Statement A in addition to Statement B, where only Statement B was required. This is sloppy and has led to confusion. Although the Committee notes that the Form itself is confusing and understands how the error could be made).

3.12. The Committee has seen no evidence that Licensee 2 was given any special advantage in the transaction when she purchased the Property, and notes that the Property had been for sale

for nearly a year by this stage.

The reason Licensee 2 offered $5,000 less than the asking price was that was the approximate value of work required on the Property.

3.13. The Complainant was concerned that Licensee 2 purchased the Property for around $5,000

less than the asking price. However, the Committee has seen a pre-purchase builder’s report that states that approximately $5,000 of repairs to the roof was required. It is usual practice to negotiate the sale price based on expected expenditure on repairs identified in a pre- purchase inspection.

Licensee 1 inserted a clause into the sale and purchase agreement to protect the Vendor.

3.14. In August 2014, the Licensee contacted the Vendor’s lawyer and asked for the following

clause to be inserted into the Property’s auction conditions: This agreement is conditional upon the Vendor entering into an unconditional sale for a property of the Vendor’s choice on or before Friday 31st October 2014. Settlement shall be 28 days after this condition has been satisfied.

3.15. The purpose of this clause was to enable the Vendor to purchase another property before settlement on the Property and protect her from a situation where she would have nowhere to live. In the event, the Vendor cancelled a sale with a purchaser in December 2014 because she had been unable to find another suitable property.

3.16. Further to the above reasons for the Committee’s decision, we will respond to other concerns from the Complainant:

• (a) That Property B (which Licensee 1 helped her mother purchase) was unsuitable,

because there were body corporate fees and no car park, and that the purchase was rushed. Property B was listed by another agency, but Licensee 1 thought it would suit the Complainant’s mother. She liked it and made two unsuccessful offers before her

third offer was accepted. The agreement was conditional on approval by her lawyers who approved the purchase.

(b) That Licensee 1 would not share information about the sale of the Property when she contacted him in January 2016. The Complainant’s mother had told Licensee 1 that she didn’t want her daughter involved in the sale process.

(c) That there are medical statements that give insight into her mother’s mental health and that she was well known to local police. The Committee has seen no evidence that Licensee 1 was aware of this.

(d) The Committee appreciates that to the Complainant, it may appear, as she stated in an email in July 2022, that no one, including Licensee 1, the lawyer or the doctor was

looking out for her mother. The Committee can only consider the information it has seen about the actions of Licensee 1 and is satisfied that he acted in the best interests of her mother, his client, over the 18 months between listing the Property, eventually selling it and assisting her to purchase Property B.

3.17. In addition to the Complainant’s concerns, the Committee asked several questions not already addressed above:

• (a) It asked why Licensee 1 didn’t execute a new listing authority and complete a second appraisal of the Property before selling the Property in 2015, 11 months after the

initial appraisal. Licensee 1 responded by stating that the initial listing had not lapsed.

(b) It also asked if Licensee 1 had explained the difference between unit title and cross lease when assisting his client to purchase Property B. Licensee 1 said he had explained the difference and pointed out that his client’s lawyer would have also.

4. Publication

4.1. The Committee directs publication of its decision. This decision will be published without the names or identifying details of the Complainant (including the address of the Property), the Licensee, the Vendor and any third parties.

4.2. The Authority will publish the Committee’s decision after the period for filing an appeal has ended, unless the Real Estate Agents Disciplinary Tribunal (the Tribunal) receives an

application for an order preventing publication. The Authority will not publish the Committee’s decision until the Tribunal has made a decision on the application.

4.3. Publishing the Committee’s decision supports the purpose of the Act by ensuring that the disciplinary process remains transparent, independent and effective. The Committee also

considers that publishing this decision helps to set industry standards and that is in the public interest.

5. Your right to appeal

5.1. If you are affected by this decision of the Committee, the right to appeal is set out in section 111 of the Act. You may appeal in writing to the Tribunal within 20 working days after the date notice is given of this decision. Your appeal must include a copy of this decision and any other information you wish the Tribunal to consider in relation to the appeal. The Tribunal has the discretion to accept a late appeal filed within 60 working days after the date notice is given of this decision, but only if it is satisfied that exceptional circumstances prevented the appeal from being made in time.

5.2. The Notice of Appeal form, which includes information on filing an appeal, can be located on the Ministry of Justice’s website: https://www.justice.govt.nz/tribunals/real-estate-

agents/apply/.

6. Provisions of the Act and Rules referred to

6.1. The provisions of the Act and the Rules referred to in this decision are set out in the Appendix.

Signed

Paul Biddington Chairperson

Bill Acton

Deputy Chairperson

Belinda Moss Member

Date: 16 December 2022

Appendix: Provisions of the Act and Rules referred to

The Real Estate Agents Act 2008 provides:

72 Unsatisfactory conduct

For the purposes of this Act, a licensee is guilty of unsatisfactory conduct if the licensee carries out real estate agency work that—

1. falls short of the standard that a reasonable member of the public is entitled to expect from a reasonably competent licensee; or
2. contravenes a provision of this Act or of any regulations or rules made under this Act; or

100. is incompetent or negligent; or

4. would reasonably be regarded by agents of good standing as being unacceptable.
   

78 Functions of Committees

The functions of each Committee are—

(a) to inquire into and investigate complaints made under section 74:
(b) on its own initiative, to inquire into and investigate allegations about any licensee:
(c) to promote, in appropriate cases, the resolution of complaints by negotiation, conciliation, or mediation:
(d) to make final determinations in relation to complaints, inquiries, or investigations:
(e) to lay, and prosecute, charges before the Disciplinary Tribunal:
(f) in appropriate cases, to refer the complaint to another agency:
(g) to inform the complainant and the person complained about of its decision, reasons for the decision, and appeal rights:
(h) to publish its decisions.

79 Procedure on receipt of complaint

(1) As soon as practicable after receiving a complaint concerning a licensee, a Committee must consider the complaint and determine whether to inquire into it.
(2) The Committee may—

• (a) determine that the complaint alleges neither unsatisfactory conduct nor misconduct and dismiss it accordingly:
• (b) determine that the complaint discloses only an inconsequential matter, and for this reason need not be pursued:
• (c) determine that the complaint is frivolous or vexatious or not made in good faith, and for this reason need not be pursued:
• (d) determine that the complaint should be referred to another agency, and refer it accordingly:
• (e) determine to inquire into the complaint.
  

89 Power of Committee to determine complaint or allegation

(1) A Committee may make 1 or more of the determinations described in subsection (2) after both inquiring into a complaint or allegation and conducting a hearing with regard to that complaint or allegation.
(2) The determinations that the Committee may make are as follows:

• (a) a determination that the complaint or allegation be considered by the Disciplinary Tribunal:
• (b) a determination that it has been proved, on the balance of probabilities, that the licensee has engaged in unsatisfactory conduct:
• (c) a determination that the Committee take no further action with regard to the complaint or allegation or any issue involved in the complaint or allegation.

(3) Nothing in this section limits the power of the Committee to make, at any time, a decision under section 80 with regard to a complaint.

111 Appeal to Tribunal against determination by Committee

(1) A person affected by a determination of a Committee may appeal to the Disciplinary Tribunal against the determination within 20 working days after the day on which

notice of the relevant decision was given under section 81 or 94, except that no appeal may be made against a determination under section 89(2)(a) that a complaint or an allegation be considered by the Disciplinary Tribunal.

(1A) The Disciplinary Tribunal may accept a late appeal no later than 60 working days after the day on which notice was given to the appellant if it is satisfied that exceptional

circumstances prevented the appeal from being made in time.

(2) The appeal is by way of written notice to the Tribunal of the appellant’s intention to appeal, accompanied by—

• (a) a copy of the notice given to the person under section 81 or 94; and
• (b) the prescribed fee, if any; and
• (c) any other information that the appellant wishes the Tribunal to consider in relation to the appeal.

(3) The appeal is by way of rehearing.
(4) After considering the appeal, the Tribunal may confirm, reverse, or modify the determination of the Committee.
(5) If the Tribunal reverses or modifies a determination of the Committee, it may exercise any of the powers that the Committee could have exercised.

134 Contracts for acquisition by licensee or related person may be cancelled

(1) No licensee may, without the consent of the client for whom he or she carries out real estate agency work in respect of a transaction, directly or indirectly, whether by

himself or herself or through any partner, sub-agent, or nominee, acquire the land or business to which the transaction relates or any legal or beneficial interest in that land or business.

(2) No licensee may, without the consent of the client, carry out or continue to carry out any agency work in respect of a transaction if the licensee knows or should know that the transaction will, or is likely to, result in a person related to the licensee acquiring

the land or business to which the transaction relates or any legal or beneficial interest in that land or business.

(3) The client’s consent is effective only if—

1. given in the prescribed form; and
   2. the client is provided with a valuation in accordance with section 135.

(4) The client may cancel any contract—

1. made in contravention of subsection (1); or
   2. brought about by agency work carried out in contravention of subsection (2).

(5) No commission is payable in respect of any contract of the kind described in subsection (4), regardless of whether the client cancels the contract.
(6) The client may recover any commission paid in respect of any contract of the kind described in subsection (4) as a debt.
(7) For the purposes of this section, a person who is the client of an agent in respect of a transaction is also the client of any branch manager or salesperson whose work

enables the agent to carry out real estate agency work for that client.

(8) This section and section 135 have effect despite any provision to the contrary in any agreement.

135 Client to be provided with valuation

(1) For the purposes of section 134(3), the licensee must give the client a valuation made at the licensee’s expense.

• (2) The valuation must have been made by—
  1. an independent registered valuer; or
  2. in the case of a business, by an independent qualified statutory accountant (within the meaning of section 5(1) of the Financial Reporting Act 2013).

(3) The licensee must give the client the valuation either—

1. before seeking the consent of the client; or
   2. with the agreement of the client, within 14 days after obtaining that consent.

(4) Every consent given under section 134 without the valuation being supplied to the client in accordance with subsection (3) is ineffective.
(5) Any contract to which the client is a party and to which the consent relates is voidable at the option of the client if—

1. the client gives his or her consent in accordance with subsection (3)(b); and
2. the valuation, when supplied, is greater than the valuation specified in the prescribed form of consent as the provisional valuation.
   

137 Meaning of licensee and person related to licensee in sections 134 to 136

(1) In sections 134 to 136, licensee includes, in the case of an agent that is a company, every officer and shareholder of the company.
(2) For the purposes of sections 134 to 136, a person is related to a licensee if the person is—

1. a partner of the licensee under a partnership agreement:
2. an employee of the licensee:

100. a branch manager or salesperson engaged by the licensee:

4. the licensee’s spouse or civil union partner:
5. the licensee’s de facto partner:
6. a child, grandchild, brother, sister, nephew, or niece of the licensee or of any person referred to in paragraphs (d) or (e):
7. any other child who is being, or is to be, cared for on a continuous basis by the licensee or any person referred to in paragraph (d) or (e):
8. a grandparent, parent, uncle, or aunt of the licensee or of any person referred to

in paragraph (d) or (e):

1. an entity that has an interest in the licensee or an entity in which the licensee has an interest (except where either interest is in quoted financial products

within the meaning given for those terms in section 6(1) of the Financial Markets Conduct Act 2013).

The Rules from the Real Estate Agents Act (Professional Conduct and Client Care) Rules 2012

referred to in this decision are:

- Rule 5.1: A licensee must exercise skill, care, competence, and diligence at all times when carrying out real estate agency work.
- Rule 6.2: A licensee must act in good faith and deal fairly with all parties engaged in a transaction.

- Rule 9.1: A licensee must act in the best interests of a client and act in accordance with the client’s instructions unless to do so would be contrary to law.

- Rule 9.8: A licensee must not take advantage of a prospective client’s, client’s, or customer’s inability to understand relevant documents where such inability is reasonably apparent.