STONE HILTON

June 16, 2023

Rusty Hardin; Dick DeGuerin

via email and certified mail

Re: Conflict of Interest

Counsel:

As you know, both of you were approached by our client, Attorney General Ken Paxton, for the purpose of
potential representation in his Collin County securities law case. The underlying allegations in that case appear
to form the basis of Articles of Impeachment XI, XII, XIII, XIV, XIX, and XX. Under the Texas Disciplinary
Rules of Professional Conduct, our client’s consultation with you precludes both of you from representing anyone,
including the Texas House of Representatives, in any related matter adverse to our client’s interests, such as these
impeachment proceedings.
Rule 1.05 of the Texas Disciplinary Rules of Professional Conduct explains that the “ethical obligation of the
lawyer to protect the confidential information of the client not only facilitates the proper representation of the
client but also encourages potential clients to seek early legal assistance.” Id. (emphasis added). This obligation
is fiduciary and extends to potential clients. Tex. R. Disc. Proc. 1.05, cmt. 1. This obligation exists even if the
attorney has “no independent recollection” or “no memory” of the consultation. Tex. Comm. on Prof’l Ethics, Op.
494, 1994 WL 65262 (1994). It exists even if the attorney has “no documentation regarding the subject matter of
the consultation” or “did not prepare any initial client files as a result of the consultation.” Id. The prospective
client need not prove he retained the attorney or communicated confidential information to him. Id.
Rule 1.06(b)(2) also prohibits representations that reasonably appear to be “adversely limited by the lawyer’s
or law firm’s responsibilities to . . . a third person.” An attorney’s “duty of confidentiality to a prospective client
is the type of responsibility to a third person that may result in an adverse limitation under Rule 1.06(b)(2).” Tex.
Comm. on Prof’l Ethics, Op. 691, 2021 WL 2384522 (2021). An attorney must decline to represent a client “with
interests materially adverse” to those of the prospective client “in the same or a substantially related matter.” Id.
A single violation of an attorney’s ethical duties is sufficient to establish professional misconduct. See Thawer
v. Comm’n for Lawyer Discipline, 523 S.W.3d 177, 187 (Tex. App. Dallas 2017); see also Tex. R. Disc.
Proc. 1.06.W.1. Also, please note that because you are precluded from representing the House or any other party
on these matters, so too are the lawyers at your firms. Tex. R. Disc. Proc. 1.06(f).
Regards,
/s/ Christopher D. Hilton
Judd E. Stone II
Christopher D. Hilton
STONE|HILTON PLLC
judd.e.stone@proton.me
christopher.d.hilton@proton.me
Counsel for the Attorney General
CC: Tony Buzbee, Dan Cogdell
Hon. Dan Patrick, Lt. Governor
Senate Special Committee on Rules of Procedure for Impeachment Trial
STONE|HILTON PLLC