Complaints, Lawyer Discipline and Public Hearings

 

Citation issued:  December 12, 2018

Hong Guo

Citations are authorized by the Law Society of BC's Discipline Committee and list allegations against a lawyer that will be considered at a discipline hearing. Please note that allegations in a citation are unproven until a discipline hearing panel has determined their validity.

Nature of conduct to be inquired into:

1.  Between approximately September 2012 and June 2015, you acted in a conflict of interest while representing two or more of your clients JY, ZZ, CL, JZ, YZ and F Corp. in connection with the purchase and operation of M Ltd., and in particular you:

(a)  acted for your clients JY, ZZ and F Corp. in connection with the purchase of M Ltd. from HL without first obtaining their informed consent to the joint representation, contrary to one or more of Chapter 6, Rules 3 and 4 of the Professional Conduct Handbook, then in force, or rule 3.4-7 of the Code of Professional Conduct for British Columbia (the “BC Code”);

(b)  preferred the interests of ZZ and F Corp. over those of JY, contrary to one or both of Chapter 6, Rule 1 of the Professional Conduct Handbook, then in force, and section 3.4 of the BC Code;

(c)  continued to represent your clients ZZ and F Corp. when a conflict arose between ZZ and F Corp. and JY, contrary to one or both of Chapter 6, Rule 5 of the Professional Conduct Handbook, then in force, and rule 3.4-8 of the BC Code;

(d)  acted for your client CL in connection with an application to the British Columbia Provincial Nominee Program involving the proposed purchase and operation of M Ltd. by CL, without first obtaining the informed consent of one or more of JY, ZZ, CL, JZ, YZ and F Corp., contrary to one or both of Chapter 6, Rule 6.3 of the Professional Conduct Handbook, then in force, and rule 3.4-2 of the BC Code;

(e)  acted for your clients JZ and/or YZ in connection with an application to the British Columbia Provincial Nominee Program involving the proposed purchase and operation of M Ltd., without first obtaining the informed consent of one or more of JY, ZZ, CL and F Corp., contrary to one or both of Chapter 6, Rule 6.3 of the Professional Conduct Handbook, then in force, and rule 3.4-2 of the BC Code;

(f)  acted for your clients ZZ, F Corp., JZ and YZ in connection with a proposed sale of M Ltd. by F Corp. to JZ and/or YZ without first obtaining the informed consent of one or more of JY, ZZ, CL, JZ, YZ and F Corp., contrary to one or more of Chapter 6, Rules 3, 4 and 6.3 of the Professional Conduct Handbook, then in force, and rules 3.4-2 and 3.4-7 of the BC Code; and

(g)  preferred the interests of ZZ and F Corp. over those of JZ and YZ, contrary to one or both of Chapter 6, Rule 1 of the Professional Conduct Handbook, then in force and section 3.4 of the BC Code.

This conduct constitutes professional misconduct pursuant to section 38(4) of the Legal Profession Act.

2.  Between approximately September 2012 and September 2014, you provided legal services for one or more of your clients JY, ZZ, CL, JZ, YZ and F Corp. in connection with the purchase and operation of M Ltd., when you or MG, or both, had a direct or indirect financial interest in M Ltd. or F Corp., or both, contrary to one or more of Chapter 7 of the Professional Conduct Handbook, then in force, and rules 3.4-28 and 3.4-29 of the Code of Professional Conduct for British Columbia.

 This conduct constitutes professional misconduct pursuant to section 38(4) of the Legal Profession Act.

3.  Between approximately June 2014 and October 2018, in the course of an investigation into your conduct arising from a complaint made by JY, you failed to respond substantially and fully to the Law Society, or you made representations to the Law Society that you knew or ought to have known were false or misleading, or both, contrary to one or both of Rule 3-5(7) of the Law Society Rules and rule 7.1-1 of the Code of Professional Conduct for British Columbia, in some or all of the following communications:

(a)  in an email dated August 5, 2014, you denied having a direct or indirect financial interest in F Corp. when you knew or ought to have known that you and MG had been or were officers, directors and shareholders of F Corp. and you had sole signing authority over F Corp.'s bank account;

(b)  in an interview on January 16, 2015, you stated that you “absolutely never” conducted any business or signed any director’s resolution for M Ltd. when you knew or ought to have known that you were a director of M Ltd., that you were the corporate solicitor for M Ltd., that you had signed a banking resolution as president of M Ltd. and that you were the sole signing authority for M Ltd.'s bank account;

(c)  in an interview on January 16, 2015, you stated that you “really did not know” YW when you knew or ought to have known that YW received wages from G Corp.;

(d)  in a letter dated June 8, 2015, in reference to $50,000 said to be invested by your client ZZ in F Corp.:

(i)  you stated “ZZ did not invest this sum through my office. So I do not know where and how this money was deposited”, when you knew or ought to have known that the funds were forwarded to you in connection with ZZ’s application for permanent residence, and were deposited by you to a bank account for which you were the sole authorized signing authority;

(ii)  you stated that you did not know the source of funds for [bank] draft [number] in the amount of $25,000.00, when you knew or ought to have known that the funds were drawn on a bank account for which you were the sole authorized signing authority; and

(iii)  you stated that [bank] draft [number] was hand delivered to your office, that you did not know who delivered it and that “ZZ told me that it would be delivered”, when you knew or ought to have known that the funds were drawn on a bank account for which you were the sole authorized signing authority;

(e)  in a second letter dated June 8, 2015, you stated that to the best of your knowledge you had not received any funds from your client ZZ in connection with M Ltd. (other than $53,000 and $50,000 previously disclosed), or any other matter, when you knew or ought to have known that on or about November 23, 2012 you had received $613,092.46 from ZZ in connection with M Ltd.; and

(f)  in an email dated March 29, 2015, in response to an inquiry as to whether you had any knowledge about a transaction in which JZ and/or his brother acquired any interest in M Ltd. or F Corp., you stated that you “had no knowledge of the matter”, when you knew or ought to have known that you had filed an application under the British Columbia Provincial Nominee Program on behalf of JZ and his brother based on the proposed purchase and operation of M Ltd.

This conduct constitutes professional misconduct pursuant to s. 38(4) of the Legal Profession Act.

4.  Between approximately September 2012 and November 2012, you failed to serve one or more of your client(s) F Corp., JY and ZZ in a conscientious, diligent and efficient manner so as to provide a quality of service at least equal to that which would be expected of a competent lawyer in a similar situation, contrary to Chapter 3, Rule 3 of the Professional Conduct Handbook then in force, by doing one or more of the following:

(a)  preparing the assignment of your client JY’s contract to purchase the shares of M Ltd. to F Corp., and in doing so:

(i)  failing to make inquiries and document the consideration to be received by your client JY from your client F Corp. for the assignment;

(ii)  failing to adequately explain to your client JY what involvement you, MG and your client ZZ had in F Corp.;

(b)  failing to ensure that any agreement between your client JY and your client ZZ to purchase wood chips from M Ltd. through F Corp. was reduced to writing;

(c)  failing to ensure that any agreement between your client JY and your client ZZ to purchase M Ltd. through F Corp. was reduced to writing;

(d)  failing to advise your client JY about the risks associated with becoming a minority shareholder;

(e)  failing to recommend or advise your client JY about the need for a shareholders agreement; and

(f)  failing to ensure that your client JY received the agreed upon interest in F Corp.

This conduct constitutes professional misconduct or incompetent performance of duties undertaken in the capacity of a lawyer, pursuant to s. 38(4) of the Legal Profession Act.