In re Petition for Reinstatement of Carol Trombley, a Minnesota Attorney, Registration No. 0300597.

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STATE OF MINNESOTA

IN SUPREME COURT

A19-0413

Original Jurisdiction Per Curiam
Took no part, Moore, J.

In re Petition for Reinstatement of Carol Trombley,
a Minnesota Attorney, Registration No. 0300597.
Filed: August 5, 2020
Office of Appellate Courts

________________________

Eric T. Cooperstein, Law Office of Eric T. Cooperstein, PLLC, Minneapolis, Minnesota,
for petitioner.

Susan M. Humiston, Director, Nicole S. Fr ank, Assistant Director, Office of Lawyers
Professional Responsibility, Saint Paul, Minnesota, for respondent.

________________________

S Y L L A B U S

1. Based on our independent review of the record, the panel’s conclusion that
petitioner failed to prove that she has underg one the requisite moral change is clearly
erroneous.
2. Because petitioner has shown by clea r and convincing evidence that she has
satisfied the requirements for reinstatement to the practice of la w in Minnesota, we
reinstate petitioner, subject to a 2-year period of probation.
Petition granted.

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O P I N I O N
PER CURIAM.
Petitioner Carol Trombley has filed a petiti on for reinstatement to the practice of
law. In 2018, we indefin itely suspended Trom bley, with no right to petition for
reinstatement for at least 6 months. After c onsidering Trombley’s petition, a panel of the
Lawyers Professional Responsibility Boar d recommended against reinstatement,
concluding that Trombley had not proven by clear and convincing evidence that she has
undergone the requisite moral change. The Director of the Office of Lawyers Professional
Responsibility agrees with the panel. Trombley challenges the panel’s findings and
disagrees with its recommendati on. Based on our independent review of the record, we
hold that the panel’s findings and conclusi on that Trombley has not undergone the
necessary moral change are clearly erroneous. Because Trombley has shown by clear and
convincing evidence that she has satisfied the requirements for reinstatement to the practice
of law in Minnesota, we grant the petition an d reinstate Trombley, subject to a 2-year
period of probation.
FACTS
Trombley was admitted to practice law in Minnesota in 2000. She mainly worked
as an in-house attorney, most recently at a Minnesota healthcare company. While
suspended, Trombley has remained employed at that company in th e non-legal role of
project manager.
On August 8, 2018, we inde finitely suspended Trombley, with no right to petition
for reinstatement for a minimum of 6 months, for dishonestly converting her stepfather’s

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money. In re Trombley, 916 N.W.2d 362, 368, 373 (Minn. 2018). Trombley’s suspension
arose from the following conduct.
In August 2013, Trombley’s mother signed a power of attorney, granting Trombley
the power to transfer funds from the joint bank accou nts of Trombley’s mother and
stepfather to Trombley’s bank accounts. Id. a t 3 6 4 . A t t h a t t ime, Trombley’s mother
continued to manage the finances; her stepfath er took no part in the management of the
finances because of illness. Id. After Trombley’s moth er became seriously ill in
April 2014, Trombley became more involved in the lives of her mother and stepfather. Id.
From April to June 2014, Trombley exercised her power of attorney by adding her name
to the couple’s joint check ing and savings accounts, chan ging the address for those
accounts to her address, and transferring money from the joint savings account to the joint
checking account. Id. During the week leading up to her mother’s death, Trombley
transferred a total of $95,000 from the joint bank accounts of her mo ther and stepfather
into her personal bank accounts. Id.
After Trombley’s mother died, the funds that Trombley had transferred into her
personal bank accounts belonged to her stepfather. Id. at 368. Trombley retained these
funds, knowing that they belonged to her stepfather. Id. She spent more than $58,000 of
these funds on herself. Id. Trombley acted in an intentionally dishonest manner by keeping
her stepfather’s funds. Id. at 368–69.
Not knowing where his mone y went, Trombley’s stepfather became concerned
about how he would afford his monthly rent and medical expenses. Id. at 365. An
investigation commenced because of concerns that the stepfather was being maltreated. Id.

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at 365–66. After that investigation began, Trombley returned all of the funds that she had
converted, minus the uncontested expenses that she had paid on behalf of her mother and
stepfather. Id. at 366. We suspended Trombley for this misconduct. Id. at 373.
In March 2019, Trombley filed a petition for reinstatement under Rule 18, Rules on
Lawyers Professional Responsibility (RLPR). A panel considered her petition at a hearing
on November 18, 2019. During that hearing, Trombley and her husband testified.
The panel concluded that Trombley had “not prove n by clear and convincing
evidence that she has undergone the requisite moral change to render her fit to resume the
practice of law” and recommended against reinst atement. The Director agrees with the
panel’s recommendation. Trombley challenge s the panel’s findings, conclusion, and
recommendation.
ANALYSIS
We have the sole responsi bility for determining whethe r an attorney should be
reinstated to the practice of law. In re Kadrie, 602 N.W.2d 868, 870 (Minn. 1999). An
attorney “seeking reinstatement bears the burden of establishing that reinstatement should
be granted.” In re Stockman, 896 N.W.2d 851, 856 (Minn. 2017).
To determine whether reinstatement is appropriate, “[w]e independently review the
entire record.” In re Singer, 735 N.W.2d 698, 703 (Minn. 2007). We “consider, but are
not bound by, the panel’s recommendations.” Id. Where, as here, a transcript has been
ordered, we will “uphold the pa nel’s factual findings if they have evidentiary support in
the record and are not clearly erroneous.” Stockman, 896 N.W.2d at 85 6. But we have

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rejected a panel’s factual finding that ha d “some support in the record” when the
“overwhelming evidence presented at the hearing shows the contrary.” Id. at 858–59.
I.
Reinstatement requirements include: “( 1) compliance with the conditions of
suspension, (2) compliance with the requirements of Rule 18, RLPR, and
(3) demonstration of a moral change.” Id. at 856 (citations omitted). The parties agree that
Trombley has complied with the conditions of her suspension and completed the
requirements of Rule 18, RLPR, but they disagree on whether Trombley has demonstrated
the requisite moral change.1
Proof of moral change “is the most impor tant factor” in determining whether an
attorney should be reinstated. Id. a t 8 5 7 . A n a t t o r n e y seeking reinstatement “ ‘must
establish by clear and convincing evidence that [the attorney] has undergone such a moral
change as now to render [the attorney] a fit person to enjoy the public confidence and trust
once forfeited.’ ” In re Jellinger, 728 N.W.2d 917, 922 (Minn. 2007) (quoting In re Porter,
472 N.W.2d 654, 655 (Minn. 1991)). To prove moral change , an attorney must show:
(1) “remorse and acceptance of responsibility for the misconduct,” (2) “a change in the
[attorney]’s conduct and state of mind that corrects the underlying misconduct that led to

1 Trombley filed a motion asking us to stri ke page 18, lines 6–21, and page 24, lines
23–26, from the Director’s brief because thos e sections reference third-party statements
from the Director’s report that were never submitted as evidence at the reinstatement
hearing. But we have considered Director reports in the past, acknowledging that we
should keep in mind and weig h accordingly that “the witne sses in that report who do not
testify at a subsequent heari ng are not placed under oath and are not subject to cross-
examination,” Singer, 735 N.W.2d at 702 n.1. Accordingly, we deny Trombley’s motion.

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the suspension,” and (3) “a renewed commitm ent to the ethical practice of law.” In re
Mose (Mose II), 843 N.W.2d 570, 575 (Minn. 2014). The evidence of this moral change
“ ‘must come not only from an observed re cord of appropriate conduct, but from the
petitioner’s own state of mind and . . . values.’ ” Id. (quoting In re Swanson, 405 N.W.2d
892, 893 (Minn. 1987)).
The panel found that Trombley “failed to demonstrate that she has undergone the
requisite moral change” to be reinstated. We disagree.
A.
Trombley’s testimony shows that she feel s remorse and accepts responsibility for
her misconduct. Trombley testified, “I was selfish in taking [the money]. . . . I now realize
I didn’t have the right to take it. I certai nly didn’t have the right to keep it.” She
acknowledged that her misconduct was “[k]ee ping [the money] after my mother’s
death . . . I should have given it back.” She explicitly stated that she was “terribly wrong.”
And she expressed remorse, stating, “I’m sorry for keeping the money.”
In terms of accepting responsibility, Trombl ey admitted that she was “dishonest”
because she “was handling [her stepfather’s] money and not telling him about it.” She also
described her conduct as, “I took money . . . and kept money that wasn’t mine, and I was
dishonest with my stepfather as I did it.” Pointedly, she stated, “I took money that wasn’t
mine that I had no right to take and I had absolutely no right to keep.” She also explained
that her stepfather “absolutely was a victim of . . . [her] dishonesty” because she “took his
money” and “he suffered as a result.” And while at the time of her mother’s death she may
have believed that she was helping her st epfather, Trombley acknowledged at the

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reinstatement hearing that, in reality, someone actually needed to protect her stepfather’s
money from her.
The panel found that Trombley did not express remorse or accept responsibility for
her misconduct. Instead, the panel found that Trombley “soften[ed] the factual
circumstances leading to her suspension,” “shift[ed] blameworthiness[,] and downplay[ed]
the seriousness of her misconduct.” As support for this finding, the panel concluded that
Trombley made statements that she was acti ng in the best interest s of her mother and
stepfather and that she cast her stepfather in an unfavorable light. The Director urges us to
affirm these findings, arguing that Trombley has not accepted responsibility because she
characterized her misconduct as “disrespectful,” “unkind,” and “not being transparent.”
But the panel’s findings (and the Direct or’s arguments) disregard Trombley’s
testimony at the reinstatement hearing about her current mental state and are focused
instead on Trombley’s mental state at the time of the misconduct. In evaluating moral
change, “we examine a petitioner’s conduct up to the time of the reinstatement hearing and
his or her mental state and values at that time.” In re Dedefo , 781 N.W.2d 1, 9 (Minn.
2010). Our independent review of the reco rd reveals that, in its findings, the panel
incorrectly considered Trombley’s “mental state and values at the time of [her] suspension
rather than at the time of [her] reinstatement proceedings.” Id. at 11.
In one finding, the panel cited three ex cerpts from Trombley’s testimony in which
she explained that she transferred the money of her mother and stepfather into her bank
accounts. She claimed th at she was afraid her stepsister might take the money that was
needed to care for the couple, and that she was protecti ng the assets of her mother and

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stepfather and taking care of their finances. The panel found that those statements showed
a lack of remorse and acceptance of respons ibility because Trombley was attempting to
portray herself as helpful. But the panel failed to recognize the context of those statements;
each of those statements was made in response to questions prompting Trombley to explain
how her misconduct came about. Put differen tly, those statements show Trombley’s
mental state at the time of the misconduct, no t at the reinstatement hearing, which is the
context that we analyze.
In another finding, the panel relied on four statements that Trombley made about
her stepfather, things that he had done before her mother’s death, and the way she felt about
him around the time of her mother’s death, along with Trombley’s testimony about what
she was doing during this same time period. The panel found that these comments showed
a lack of genuine and credible remorse because Trombley attempted to make herself seem
charitable and portray her stepfather in a ne gative way. Once again, these statements
address Trombley’s mental state at the time of her misconduct, not at the time of her
reinstatement hearing.
The panel also found that Trombley lacked true remo rse because her “testimony
focused on her regret about what she should have done to avoid the misconduct altogether.”
The panel justified its finding by citing the Director’s report, which in turn cited a letter
that Trombley sent to the Director on June 3, 2019. The panel inappropriately based this
finding on a letter written more than 5 months before the reinstatement hearing.
Finally, the panel was concerned that th e testimony of the only other witness,
Trombley’s husband, “suggest[ed] that [her] recognition of and remorse for her misconduct

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has not been realized.” To support its co ncern, the panel point ed to testimony from
Trombley’s husband that Trombley had starte d referring to her actions as dishonest only
“within these past five months.” But we wi ll support reinstatement for an attorney who
has “gradually c[o]me to realize the wrongful ness of his conduct and that by the time of
the reinstatement hearing . . . ha[s] ceased blaming others and taken full responsibility for
his actions.” Dedefo, 781 N.W.2d at 9. Contrary to the panel’s conclusion, this evidence
actually shows a recognition of, and remo rse for, Trombley’s misconduct because it
establishes that in the relevant time frame —the time period near the reinstatement
hearing—Trombley was properly and accurate ly characterizing her misconduct as being
dishonest.
The panel’s focus on Trombley’s mental state during the wrong time period must
be considered against the testimony of Trombley and her husband about her current mental
state, and her remorse and acceptance of re sponsibility for her misconduct. We have
defined remorse in attorney di sciplinary matters as an expre ssion of “genuine regret and
moral anguish for [the attorney’s] conduct and the effect it had on others.” In re Severson,
860 N.W.2d 658, 670 (Minn. 2015). We look favorably on attorn eys who recount their
misconduct, and in so doing, reveal that they have reflected on their misconduct and
understand “how and why the misconduct occurred.” Stockman, 896 N.W.2d at 858.
Trombley argues that she has shown remorse and acceptance of responsibility. She
contends that her case is similar to Stockman, a case in which we concluded that the
attorney had proven moral change, desp ite the panel’s contrary findings. Id. at 862. We
agree that this case is similar to Stockman.

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In Stockman, the panel found that the attorney had minimized his misconduct when
he “discussed his prior misconduct.” Id. at 857. But we disagr eed, explaining that the
attorney’s “discussion of the circumstances of this incident reveals that he has reflected on
his misconduct and understands how and why the misconduct occurred.” Id. at 858. The
panel also found that the atto rney was not forthcoming becaus e he did not fully disclose
his misconduct on direct examination, but we noted that he “admitted at other points during
the hearing” the full extent of his misconduct. Id. In the end, we emphasized that the
attorney’s “actions, taken as a whole, clearly demonstrate that [he] viewed this misconduct
as a serious failing and made significant changes in his behavior after the incident.” Id.
Trombley’s testimony is similar to the attorney’s testimony in Stockman because
her testimony shows that she has reflected on her misconduct. She explained, “I sought
[the] help of a therapist . . . to help me work through what I’ve done and process it.” This
process has helped her “look back at it and recognize that [she] wasn’t [honest].” She has
come to realize that she did not describe her misconduct as “dishonest” when she told her
co-workers about it when the su spension occurred: “I don’t think I talked to them about
being dishonest” and “it’s been a lot of ther apy since then to disc uss and to view it
appropriately.” Moreover, she explained that her dislike for her stepfather allowed her to
justify her actions, which she now realizes was wrong, and that she has come to realize that
she failed to consider her stepfather’s perspective and needs at the time of her misconduct.
She also testified that her state of mind rega rding her stepsister has changed. And she
confirmed that she has much more insight into recognizing when sh e is in emotional
situations and that she needs to be careful in those situations. She testified that her

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misconduct “is a major . . . failure of my life . . . and it will always be with me . . . . I feel
horrible for hurting somebody the way that I did. I can’t just shrug that off.” She testified
that she wished that she could apologize to her stepfather “f or the hurt that [she] caused
and the added stress that was on him.” We agree with Trombley that this testimony shows
a depth of reflection about the wrongfulness of her misconduct.
Trombley’s testimony is also sim ilar to the attorney’s testimony in Stockman
because, taken as a whole, it clearly demonstr ates that Trombley ac cepted responsibility
for her actions. As discusse d above, the panel improperl y relied on testimony that
recounted Trombley’s state of mind at th e time of the misconduct and disregarded
overwhelming evidence about Trombley’s changed view of her misconduct at the time of
the reinstatement hearing. A ccordingly, the panel clearly erred in its findings that
Trombley did not demonstrate remorse or acceptance of responsibility for her misconduct.
See Dedefo, 781 N.W.2d at 11 (concluding that the panel’s finding was clearly erroneous
because “[t]he Panel’s focus . . . strayed fro m the moral change analysis that we have
fashioned for reinstatement proceedings,” in part by focusing on the attorney’s mental state
at the time of the suspension, and “disre garded” the attorney’s testimony about his
“changed view of his misconduct” ). Our independent review of the record leads us to
conclude that Trombley has clearly and convincingly shown that she is remorseful and has
accepted responsibility for her misconduct.
B.
Next, Trombley must prove “a change in [her] conduct and state of mind that
corrects the underlying misconduct that led to the suspension.” Mose II, 843 N.W.2d at

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575. Such evidence “ ‘must come not only from an observed record of appropriate conduct,
but from the petitioner’s own state of mind and his values.’ ” Kadrie, 602 N.W.2d at 870
(quoting Swanson, 405 N.W.2d at 893). The pane l made no findings regarding this
component of moral change.
Here, Trombley testified about a change in conduct. She testified that she continues
to meet with a therapist twice a month to discuss personal i ssues because she realizes the
importance of a third party’s perspective. Her husband testified that, since her suspension,
Trombley has exhibited more empathy and co mpassion toward their children. Trombley
also testified about her new state of mind, explaining that she wo uld “have much more
insight now into recognizing” this type of situation in the future , that she no longer
demonizes her stepsister, and that she recogniz es that she acted “terribly wrong.” On the
whole, clear and convincing evidence exists that Trombley has changed her conduct and
state of mind to correct the underlying misconduct.
C.
Additionally, Trombley must demonstrate “a renewed commitment to the ethical
practice of law.” Mose II, 843 N.W.2d at 575. The pane l made no findings on this
component of moral change.
The misconduct in this case occurred ou tside the practice of law and involved
Trombley dishonestly converting her stepfathe r’s money and spending it on herself.
Trombley testified that if she is reinstated, she would like to return to her role as in-house
counsel. Compellingly, Trombley’s employe r has remained committed to her: The
company transferred her to a new role during her suspension and her supervisor stated he

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will consider returning Trombley to a legal position after her reinstatement. This support
from Trombley’s employer provides strong evidence that Trombley is trusted to ethically
practice law. Moreover, Trombley wants to avoid similar situations in the future, testifying
that she “would not agree to handle somebody’s will” or “be somebody’s power of
attorney” in the future. And as explained ab ove, she continues to meet with a therapist
twice a month. We conclude that Trombley has demonstrated a renewed commitment to
the ethical practice of law.
D.
In reaching its conclusion that Trombley had failed to prove moral change, the panel
found much of Trombley’s testimony “not credible and unpersuasive.” We generally “will
defer to a panel’s finding” that an attorney’s testimony about “the requisite moral change
is not credible.” In re Mose (Mose I), 754 N.W.2d 357, 362 (Minn. 2008). The panel,
however, made no specific findings about Tr ombley’s credibility, such as identifying
which portions of Trombley’s testimony it found not credible or what made any of her
testimony not credible. And more importan tly, “the Panel supported its recommendation
[against reinstatement] primarily with othe r, noncredibility-based findings” that we have
determined above are clearly erroneous. Dedefo, 781 N.W.2d at 9. For the reasons we
previously articulated, these clearly erroneous findings “contain troubling deficiencies that
create doubt about the Panel’s” conclusion. See id. at 9, 11 (concluding that the panel’s
finding that an attorney had not undergone moral change was “unsupported by the record
and clearly erroneous,” despite the panel’s tw o findings that were “akin to credibility
findings,” and holding that, based on an independent review of the record, the attorney had

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shown that he had undergone moral change). In light of these specific facts and
circumstances, the panel’s finding that Trom bley did not prove mo ral change cannot be
upheld simply because of its “credibility” determination.
For all of these reasons, we conclude that the panel’s finding that Trombley has not
proven moral change was clearly erroneous. Based on our independent review of the
record, we hold that Trombley has proven by clear and convincing evidence that she has
undergone moral change.
II.
Finally, we weigh five additional factors “to guide our determination of whether an
attorney should be reinstated: the attorney’s recognition that the conduct was wrong, the
length of time since the misconduct and suspension, the seriousness of the misconduct, any
physical or mental pressures ‘susceptible to correction,’ and the attorney’s ‘intellectual
competency to practice law.’ ” Stockman, 896 N.W.2d at 862 (quoting Kadrie,
602 N.W.2d at 870).
Trombley argues that all of the factors we igh in favor of her reinstatement. The
Director only disputes whether Trombley has recognized the wrongfulness of her conduct.
As explained above, Trombley has recogni zed the wrongfulness of her conduct.
Additionally, it has been almost 24 months since we imposed the 6-month suspension;
Trombley is not affected by physical or mental illness; and she has the intellectual
competency to practice law. And while the misconduct Trombley committed was
undoubtedly serious, “[t]he seriousness of the attorney’s misconduct only rarely precludes
further consideration of the atto rney’s petition for reinstatement,” In re Anderley,

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696 N.W.2d 380, 385 n.6 (Minn. 2005). In sum, we agree with Trombley that these
additional factors weigh in favor of her reinstatement.
Based on our independent review of the record, we hold that Trombley has met her
burden of showing by clear and convincing ev idence that she sati sfied each of the
requirements for reinstatement to the practice of law. We reinstate Trombley to the practice
of law, subject to a permanent prohibition from acting as a fiduciary for any family member
(other than her husband and children), require her to make payment of her annual
registration fee within 30 days of the date of this opinion, and place her on probation for a
period of 2 years, subject to the following conditions:
(1) Petitioner shall abide by the Minneso ta Rules of Professional Conduct; and
(2) Petitioner shall cooperate fully with the Director’s office in its efforts to
ensure compliance with probation and sha ll promptly respond to the Director’s
correspondence by the due date provided. Petitioner shall provide to the Director a
current mailing address and shall immediately notify the Director of any change of
address. Petitioner shall cooperate with the Director’s investigation of any
allegations of unprofessional conduct that may come to the Director’s attention.
Upon the Director’s request, petitioner shall authorize the release of information and
documentation to verify her compliance with the terms of this probation.

Petition granted.

MOORE, J., not having been a member of this court at the time of submission, took
no part in the consideration or decision of this case.