1 2 3 UNITED STATES DISTRICT COURT 4 NORTHERN DISTRICT OF CALIFORNIA 5 6 ADRIENNE HANKINS, Case No. 26-cv-01163-TSH
7 Plaintiff, ORDER DENYING MOTION TO 8 v. DISQUALIFY COUNSEL
9 DENTONS US LLP, et al., Re: Dkt. No. 14 10 Defendants.
11 12 I. INTRODUCTION 13 Plaintiff Adrienne Hankins, who is representing herself, asserts employment-related claims 14 against her former employer, Defendant Dentons US LLP, and several current or former Dentons 15 personnel. Pending before the Court is Plaintiff’s Motion to Disqualify Dentons US LLP and 16 attorney Sandra R. McCandless (an attorney at Dentons) from representing Defendants.1 ECF No. 17 14. Defendants filed an Opposition (ECF No. 21) and Plaintiff filed a Reply (ECF No. 24). The 18 Court previously found this matter suitable for disposition without oral argument pursuant to Civil 19 Local Rule 7-1(b). ECF No. 26. For the reasons stated below, the Court DENIES the motion.2 20 II. BACKGROUND 21 A. Employment Background and Lawsuit 22 Plaintiff began working for Dentons on March 10, 2008 as a legal secretary, later titled 23 legal administrative assistant. First Am. Compl. (FAC) ¶ 15, ECF No. 1-2. In October 2023 her 24 1 As one of the individual Defendants has filed motions to dismiss and strike (ECF Nos. 10, 11), 25 the Court resolves this motion first before turning to those motions in a separate order. See Bhs L. LLP v. Worldex Indus. & Trading Co., 2025 WL 3754296, at *7 (N.D. Cal. Dec. 29, 2025) 26 (“Because a motion to disqualify opposing counsel logically must come before motions filed by the counsel at issue, the Court first turns to Bhs’s motions.”) (citing Lennar Mare Island, LLC v. 27 Steadfast Ins. Co., 105 F. Supp. 3d 1100, 1103 (E.D. Cal. 2015)). 1 treating physician prescribed a reduced schedule of three days per week at 7.5 hours per day due to 2 cumulative repetitive motion and orthopedic injuries. Id. ¶¶ 16-18. Plaintiff alleges that in 3 February 2024 she and Defendant Ashley Coker, the staff legal administrative assistant manager at 4 Dentons, agreed verbally that she would work in-office one day per week due to medical needs. 5 Id. ¶¶ 7, 21. On August 18, 2025, Coker advised the legal administrative assistants that all staff 6 were to work in-office three days per week. Id. ¶ 31. Plaintiff sought an in-office exemption, 7 which Dentons approved. Id. ¶¶ 32, 40. However, on October 8, 2025, Coker and Defendant 8 Laura Bethke (a Dentons’ HR Business Partner) informed Plaintiff that her employment was 9 terminated, with Coker citing a “reduction in force.” Id. ¶¶ 11, 41. 10 After receiving the termination notice, Plaintiff paid an attorney to draft a demand letter, 11 but she did not retain counsel for further representation. Mot. at 3. On November 10, 2025, 12 Hankins, through her then-attorney, emailed a letter to Dentons as a “formal demand for enhanced 13 severance and benefits in connection with her recent termination.” FAC ¶ 47 & Ex. X. On 14 December 1 Defendant Katherine Mellon, in her capacity as Deputy General Counsel of Dentons, 15 responded to the demand letter, stating Dentons’ position regarding Plaintiff’s separation and 16 informing her that if she “were to decide to file litigation, Dentons will vigorously defend against 17 her claims.” Id. ¶¶ 8, 48 & Ex. Y. After receiving the December 1 rejection, Plaintiff states she 18 “understood that no negotiations were ongoing and that the matter was dormant.” Mot. at 3. 19 On December 18, 2025, Plaintiff filed a Complaint against Defendants Dentons US LLP, 20 Ashley Coker, and Katharine E. Mellon in Alameda County Superior Court, captioned Adrienne 21 Hankins v. Dentons US LLP, et al., case number 25CV160714. Notice of Removal, Ex. A, ECF 22 No. 1-2. On January 13, 2026, Plaintiff filed the operative First Amended Complaint, adding 23 Laura Bethke, Brenda Navarrete (Dentons’ Leave of Absence Specialist), Arianna Kekatos (an HR 24 Business Coordinator at Dentons), and Antonia Alvarez (Head of Human Resources). FAC ¶¶ 6- 25 12. The FAC sets forth the following 11 causes of action: (1) Wrongful Termination in Violation 26 of the Fair Employment and Housing Act (“FEHA”); (2) Wrongful Termination in Violation of 27 the ADA Amendments Act (Americans with Disabilities Act Amendments); (3) Wrongful 1 Termination in Violation of the Family Medical Leave Act (“FMLA”); (5) Violation of 2 FEHA/Failure to Engage in the Interactive Process; (6) Retaliation in Violation of FEHA; (7) 3 Violation of the Age Discrimination in Employment Act (“ADEA”); (8) Harassment in Violation 4 of FEHA; (9) Wrongful Termination in Violation of Internal Policy/Breach of Implied Covenant; 5 (10) Wrongful Termination in Violation of Public Policy; and (11) Negligent Infliction of 6 Emotional Distress. Id. ¶¶ 50-186. 7 B. Plaintiff’s Communications with Dentons’ Attorneys Post-Filing 8 Plaintiff states that at the time she filed this lawsuit, she “did not know who would 9 represent any Defendant,” and that because Dentons rejected her severance demand, she “did not 10 anticipate any outreach from Dentons—particularly not from a senior partner with whom she had a 11 longstanding working relationship.” Mot. at 3-4. However, on January 9, 2026, McCandless, 12 Dentons’ Head of Employment and Labor contacted her “unexpectedly.” Id. at 4. Plaintiff states 13 that “[g]iven their 17-year professional relationship, the call felt familiar and supportive. 14 McCandless expressed compassionate concern about Plaintiff’s medical coverage and spoke in a 15 non-adversarial tone. Plaintiff did not understand the call to be made in a defense-counsel 16 capacity, and McCandless did not clarify her role or advise Plaintiff to seek counsel.” Id. 17 Plaintiff states McCandless initiated a second call on January 16, which was joined by 18 Matt Martin, Dentons’ Deputy General Counsel from Atlanta. Id. Because she had also worked 19 with Martin “many times during her employment, the conversation again felt familiar and 20 non‑adversarial.” Id. Plaintiff states the three discussed settlement, and both attorneys said they 21 needed to talk to Dentons’ CEO. Id. 22 In a third call with McCandless and Martin on January 20, Plaintiff states she “candidly 23 shared information regarding her emotional condition, financial stress, and uncertainty about 24 future employment due to her injuries.” Id. at 4-5. Plaintiff states Martin suggested firm-paid 25 mediation services offered to employees, and McCandless offered firm-paid outplacement services 26 for employees in a potential package. Id. at 5. During this call “Plaintiff even stated that Dentons 27 would need to hire outside counsel and how costly that would be. Neither Martin, nor 1 but Plaintiff states she canceled due to emotional distress. Id. 2 Plaintiff states the “tone, context, and content of the calls were familiar, supportive, and 3 non‑adversarial, and nothing in the conversations suggested that Ms. McCandless was acting as 4 defense counsel or in an adversarial capacity.” Mot. at 1. During the calls, Plaintiff conveyed 5 “highly personal and significantly harmful information” concerning her emotional condition, 6 financial stress, and employment concerns. Id. at 2. Seventeen days after the final call, on 7 February 6, 2026, Defendants made their first appearance, and Plaintiff “learned for the first time 8 that McCandless would be serving as lead defense counsel.” Id. 9 Defendants removed the case to this Court on February 6, 2026. One day later, Plaintiff 10 sent a renewed settlement demand to McCandless and Martin. Id. at 5. At the time, Plaintiff “had 11 not yet seen the Notice of Removal in her inbox and believed settlement discussions might still be 12 possible. This communication occurred before Plaintiff understood that Dentons had formally 13 appeared as defense counsel.” Id. Plaintiff states she learned then that McCandless would be 14 serving as lead defense counsel for all Defendants. Id. 15 On February 12, 2026, Plaintiff called Carlos Bacio, who is counsel of record in this case 16 and an attorney with Dentons, to raise what she considered ethical conflicts from her calls with 17 McCandless and Martin. Id. at 6. Plaintiff then sent a written request for Dentons’ withdrawal, 18 but Dentons responded there was no basis for its withdrawal. Id. On February 18, after Plaintiff 19 emailed Bacio and McCandless to request that Dentons stipulate to a stay of the case to allow the 20 parties to resolve any conflict, Bacio responded by email that there was no conflict of interest and 21 no basis for Dentons to withdraw as counsel. Id. 22 C. Motion to Disqualify 23 Plaintiff filed the present motion on February 23, 2026. Plaintiff seeks disqualification 24 based on the Court’s inherent authority and various California Rules of Professional Conduct. In 25 support of disqualification, Plaintiff argues: (1) Dentons violated Rule of Professional Conduct 4.3 26 because counsel did not disclose adversity, did not advise her to seek counsel, and did not correct 27 her misunderstanding of counsel’s role during the January calls; (2) Rule 1.18 applies because the 1 could be significantly harmful to her; (3) alternatively, an implied attorney-client relationship 2 arose under Rule 1.9, rendering Dentons’ representation directly adverse in the same matter; (4) 3 any resulting conflict is imputed to the entire firm under Rule 1.10; and (5) McCandless is a 4 necessary witness under Rule 3.7 regarding the content and context of the January 5 communications. Mot. at 7-11. Plaintiff also argues that statements made in the February 18 6 email were misleading (Rule 4.1), that supervising counsel ratified or failed to correct ethical 7 lapses (Rule 5.1), and that Defendants’ subsequent pleadings contained blanket denials 8 inconsistent with information she obtained in January (Rules 3.1 and 3.3). Mot. at 11-14. Plaintiff 9 also asserts that Rule 8.4 is implicated because Dentons’ conduct constitutes a pattern of conduct 10 that undermines the integrity of the proceedings. Mot. at 14-15. 11 Plaintiff seeks the following relief:
12 1. Disqualifying Dentons US LLP, including all attorneys affiliated with the firm, from representing any Defendant in this action, 13 effective immediately.
14 2. Directing Dentons US LLP to withdraw pursuant to Civil Local Rule 11-5 and requiring Defendants to obtain new, conflict-free 15 counsel and file a Notice of Appearance within 14 days of the Court’s order. 16 3. Striking [Dentons’ Answer, Motion to Dismiss, and Motion to 17 Strike at] ECF Nos. 9, 10, and 11 pursuant to the Court’s inherent authority to protect the integrity of the proceedings, without prejudice 18 to refiling by substitute counsel, and prohibiting successor counsel from relying on or incorporating any portion of those filings. 19 4. Prohibiting Dentons US LLP from transferring or disclosing to 20 successor counsel any work product, materials, or information generated during the period of conflict, and prohibiting successor 21 counsel from receiving or using such materials.
22 5. Requiring successor counsel to implement screening measures to ensure that no attorney or staff member receives or reviews any 23 materials generated by Dentons US LLP during the period of conflict, and requiring successor counsel to file a certification of compliance 24 within 7 days of appearance.
25 6. Staying all deadlines in this matter pending the appearance of new counsel and issuance of a revised scheduling order. 26 7. Granting Plaintiff leave to file a Second Amended Complaint 27 within 21 days after substitute counsel appears, with a redlined 1 8. Granting such other and further relief the Court deems just and proper. 2 3 Id. at 15-16. 4 III. LEGAL STANDARD 5 “[F]ederal courts apply state law in determining matters of disqualification.” Reading 6 Int’l, Inc. v. Malulani Grp., Ltd., 814 F.3d 1046, 1049 (9th Cir. 2016) (cleaned up); see also Civ. 7 L.R. 11-4(a)(1) (this District requires attorneys before it to “comply with the standards of 8 professional conduct required of members of the State Bar of California.”). Generally, a “party 9 seeking disqualification must establish by a preponderance of the evidence that there exists a prior 10 representation creating a conflict in the current case.” Google LLC v. NAO Tsargrad Media, 2024 11 WL 4844799, at *4 (N.D. Cal. Nov. 19, 2024) (citation omitted). 12 “As a general rule, courts do not disqualify an attorney on the grounds of conflict of 13 interest unless [a] former [or current] client moves for disqualification.” Bhs L. LLP, 2025 WL 14 3754296, at *5 (alterations in original) (quoting Kasza v. Browner, 133 F.3d 1159, 1171 (9th 15 Cir.1998)). “However, California law recognizes a narrow exception to the former or current 16 client standing rule: A court may disqualify an attorney at the urging of a third party ‘where the 17 ethical breach so infects the litigation in which disqualification is sought that it impacts the 18 moving party’s interest in a just and lawful determination of her claims.’” Id. (quoting 19 TransPerfect Glob., Inc. v. MotionPoint Corp., 2012 WL 2343908, at *7 (N.D. Cal. June 20, 20 2012)). Even under this exception, “‘a non[-]client litigant must establish a personal stake in the 21 motion to disqualify sufficient to satisfy the ‘irreducible constitutional minimum’ of Article III.” 22 Id. (alteration in original) (citing Colyer v. Smith, 50 F. Supp. 2d 966, 971 (C.D. Cal. 1999)). 23 Moreover, “[b]ecause motions to disqualify can be abused to deprive a party of her chosen 24 counsel, courts have the discretion to disqualify or not.” Google v. NAO Tsargrad, 2024 WL 25 4844799, at *4 (collecting cases). In sum, the Court must balance a party’s choice of counsel 26 against preserving “public trust in the scrupulous administration of justice and the integrity of the 27 bar.” Id. (cleaned up). 1 IV. DISCUSSION 2 The Court finds Plaintiff’s motion must be denied for two reasons. First, Plaintiff lacks 3 general standing to seek counsel’s disqualification. Second, even if she could establish standing, 4 she has failed to establish a disqualifying conflict. 5 A. Citations to Fictitious Cases 6 As a preliminary matter, Defendants point out that Plaintiff’s motion includes citations to 7 judicial opinions that don’t appear to exist. Opp’n at 20. In her reply, “Plaintiff acknowledges 8 there were some miss-citations in her opening brief.” Reply at 9. The Court declines to make a 9 finding on this issue as part of this order, but it advises as follows. 10 The Court does not prohibit or oppose the use of AI in legal advocacy, but if AI tools are 11 utilized, parties have a duty to “independently verif[y] the accuracy of AI-generated content.” 12 Oneto v. Watson, 808 F. Supp. 3d 974, 979, 981 (N.D. Cal. 2025) (awarding sanctions against 13 counsel for citing fictitious cases); see also Fed. R. Civ. P. 11(b) (attorneys and unrepresented 14 parties have a duty to conduct a reasonable inquiry into the facts and the law when filing pleadings 15 and motions); Warren v. Guelker, 29 F.3d 1386, 1390 (9th Cir. 1994) (noting that Federal Rule of 16 Civil Procedure 11, which permits courts to impose sanctions on parties, applies to pro se 17 litigants). And, as other courts have “noted in admonishing a pro se plaintiff who engaged in 18 similar conduct, ‘it is no more acceptable for a pro se litigant to submit briefs with fake case 19 citations than it is for a lawyer to do so.’” Ligeri v. Amazon.com Servs. LLC, 2025 WL 2161497, 20 at *2 (W.D. Wash. July 30, 2025) (quoting Dukuray v. Experian Info. Sols., 2024 WL 3812259, at 21 *11 (S.D.N.Y. July 26, 2024), report and recommendation adopted, 2024 WL 3936347 (S.D.N.Y. 22 Aug. 26, 2024)). Thus, if parties use AI, they must ensure the accuracy of any content they 23 include in their filings. The Court warns that any future filings that contain citations to 24 nonexistent cases may result in sanctions, including submissions being stricken, filing restrictions 25 or monetary penalties being imposed, or the case being dismissed. See Ligeri, 2025 WL 2161497, 26 at *2 (similar warning); Dukuray, 2024 WL 3812259, at *12 (same). 27 B. Standing 1 Inc. v. Burman, 186 Cal. App. 4th 1347, 1356 (2010). The requirements for standing, necessary 2 for any party to seek relief from a federal court, are that the party have personally suffered from an 3 “injury in fact,” which is causally related to the conduct at issue and redressable by a favorable 4 decision of the court. Colyer, 50 F. Supp. 2d at 968 (citing Lujan v. Defenders of Wildlife, 504 5 U.S. 555, 560–61 (1992)). The party moving to disqualify counsel bears the burden of 6 establishing these “irreducible constitutional minimum” elements with respect to the issues the 7 party wishes to have decided. Id.; see also Canatella v. Stovitz, 2004 WL 2648284 at *1 (N.D. 8 Cal. Sept. 13, 2004). 9 Here, Plaintiff has failed to establish that there exists a prior representation. To the extent 10 she argues “the January calls created an implied attorney-client relationship,” Mot. at 8, this claim 11 is defeated by her own timeline of events, including that she retained a separate attorney to 12 represent her interests against Dentons and sent Dentons a demand letter threatening litigation 13 prior to the January phone calls. See Hankins Decl. ¶ 8; FAC, Ex. X. In California, an attorney 14 client relationship is formed “[w]hen a party seeking legal advice consults an attorney at law and 15 secures that advice.” People ex rel. Dept. of Corps. v. SpeeDee Oil Change Systems, Inc., 20 Cal. 16 4th 1135, 1148 (1999). “An attorney represents a client-for purposes of a conflict of interest 17 analysis-when the attorney knowingly obtains material confidential information from the client 18 and renders legal advice or services as a result.” Id. Despite Plaintiff’s belief that the telephone 19 conferences with the Dentons’ attorneys about the lawsuit she filed against Dentons formed an 20 attorney-relationship with them, her subjective belief does not make it so. See Fox v. Pollack, 181 21 Cal. App. 3d 954, 959 (1986) (a party’s subjective belief that an attorney represented their 22 interests, without evidentiary facts reasonably supporting such a conclusion, is insufficient to 23 establish an attorney-client relationship unilaterally); Synergy Tech & Design Inc. v. Terry, 2007 24 WL 1288464, at *8 (N.D. Cal. May 2, 2007) (“The individual’s subjective belief regarding the 25 existence of an attorney-client relationship must be reasonably based on all of the attending 26 circumstances.”); In re Marriage of Zimmerman, 16 Cal. App. 4th 556, 565 (1993) (upholding a 27 finding that a conclusory declaration claiming that confidential information was shared is 1 with Dentons’ attorneys during the January 2026 calls, including “personal information” regarding 2 her emotional, mental, and financial state. Hankins Decl. ¶ 15.c. But there is no elaboration on 3 what that information is or how it is confidential. Indeed, Plaintiff’s complaint and its exhibits 4 provide detailed information about her emotional, mental, and financial state, thus rendering it 5 non-confidential. See, e.g. FAC at ¶¶ 41-49. Plaintiff does not provide any other detail about 6 what information she believes she shared, and she does not establish how any information she 7 shared resulted in the rendering of legal advice such that an attorney-client relationship was 8 established. See SpeeDee Oil Change Systems, Inc., 20 Cal. 4th at 1148 (formation of an attorney- 9 client relationship requires the rendering of legal advice). To the contrary, Plaintiff states the 10 parties engaged in settlement negotiations during the January 2026 calls. See Mot. at 4-5. 11 Accordingly, the Court finds Plaintiff lacks standing. 12 C. Presence of a Conflict 13 Even if the Court were to find Plaintiff has standing to seek defense counsel’s 14 disqualification, she has not shown a conflict that warrants disqualification. As noted above, 15 under the narrow exception for a non-client, Plaintiff must show there is an ethical breach that is 16 “infectious to the litigation.” It must be so “manifest and glaring” that the Court would have a 17 “plain duty to act.” Colyer, 50 F. Supp. 2d at 971-72. 18 1. Rule of Professional Conduct 4.3 (Unrepresented Persons) 19 Plaintiff first argues Dentons violated Rule of Professional Conduct 4.3, which provides:
20 (a) In communicating on behalf of a client with a person* who is not represented by counsel, a lawyer shall not state or imply that the 21 lawyer is disinterested. When the lawyer knows* or reasonably should know* that the unrepresented person* incorrectly believes* 22 the lawyer is disinterested in the matter, the lawyer shall make reasonable* efforts to correct the misunderstanding. If the lawyer 23 knows* or reasonably should know* that the interests of the unrepresented person* are in conflict with the interests of the client, 24 the lawyer shall not give legal advice to that person,* except that the lawyer may, but is not required to, advise the person* to secure 25 counsel.
26 (b) In communicating on behalf of a client with a person* who is not represented by counsel, a lawyer shall not seek to obtain privileged or 27 other confidential information the lawyer knows* or reasonably 1 Plaintiff argues Defendants violated Rule 4.3 because “[a]t no point did Ms. McCandless disclose 2 that she represented Dentons in connection with Plaintiff’s claims or advise Plaintiff to obtain 3 counsel.” Mot. at 7. Plaintiff states she “expressly stated during the January 20 call that Dentons 4 would ‘need to hire outside counsel,’ demonstrating a clear misunderstanding of Ms. 5 McCandless’s role. Neither attorney corrected this misunderstanding.” Id. Plaintiff argues 6 McCandless’s failure to correct this misunderstanding, “combined with the solicitation and receipt 7 of personal and significantly harmful information, constitutes a violation of Rule 4.3.” Id. at 7-8. 8 This claim fails for several reasons. First, Plaintiff herself states Dentons’ attorneys called 9 on behalf of Dentons to discuss settlement of her lawsuit. See, e.g., Hankins Decl. ¶ 10 (Dentons’ 10 attorney stated in the January 9, 2026 call “I do not want to get into the details of the lawsuit, but 11 if you want to talk money, we can talk money.”); Mot. at 4 (stating “Settlement was discussed” 12 during the January 16, 2026 call). Rule 4.3 does not require an attorney to advise an 13 unrepresented person to seek counsel during settlement negotiations. Second, Plaintiff had just 14 filed a lawsuit naming Dentons and several of its employees as defendants, making it improbable 15 that Dentons would represent Plaintiff in the lawsuit she brought against it. Third, Plaintiff’s own 16 conduct indicates she was aware Dentons’ attorneys were not representing her in her lawsuit 17 against Dentons, as she states she read from an “opening statement” she had prepared “to directly 18 confront” Dentons’ counsel during the calls. Hankins Decl. at ¶¶ 13-14. It is unclear how a 19 plaintiff who prepares adversarial talking points for discussion with opposing counsel can then 20 credibly claim she believed those attorneys were acting in her interest rather than the interest of 21 the defendants she had sued. Accordingly, the Court finds Plaintiff has failed to establish a 22 violation of Rule 4.3. 23 2. Rule of Professional Conduct 1.18 24 Under California Rule of Professional Conduct 1.18, an attorney has a continued duty of 25 confidentiality and loyalty to a prospective client. A “prospective client” is a person who 26 “consults a lawyer for the purpose of retaining the lawyer or securing legal service or advice from 27 the lawyer in the lawyer’s professional capacity.” Cal. R. Prof. Conduct 1.18(a). 1 during the January calls under circumstances reasonably leading her to believe the attorneys were 2 acting in a consultative capacity.” Mot. at 8. But not all persons who communicate information to 3 a lawyer are entitled to protection under this rule. A person who “communicates information 4 unilaterally to a lawyer, without reasonable expectation that the lawyer is willing to discuss the 5 possibility of forming a lawyer-client relationship or provide legal advice is not a ‘prospective 6 client.’” Cal. R. Prof’l Conduct, Rule 1.18, cmt. 2. As discussed above, Plaintiff has failed to 7 establish that the January 2026 calls created a prospective attorney-client relationship. The Court 8 therefore finds disqualification is not required under Rule 1.18. See Michael Grecco Prods., Inc. 9 v. Ziff Davis, LLC, 2021 WL 6618863, at *3 (C.D. Cal. Sept. 8, 2021) (denying motion to 10 disqualify, despite plaintiff having emailed confidential information to the attorney, because there 11 was no prospective client relationship). 12 3. Rule of Professional Conduct 1.9 13 Plaintiff argues an implied attorney-client relationship arose under Rule of Professional 14 Conduct 1.9, which governs successive representation. Rule 1.9 provides: “A lawyer who has 15 formerly represented a client in a matter shall not thereafter represent another person in the same 16 or a substantially related matter in which that person’s interests are materially adverse to the 17 interests of the former client unless the former client gives informed written consent.” Cal. R. 18 Prof’l Conduct 1.9(a). Here, Plaintiff has presented no evidence that any Dentons attorney 19 previously represented her, let alone represented her “in the same or a substantially related matter” 20 that is at issue in this case. As such, the Court finds disqualification is not required under Rule 21 1.9. 22 4. Rule of Professional Conduct 3.7 (Advocate-Witness Rule) 23 Plaintiff next argues McCandless must be disqualified because she is a necessary witness 24 under California Rule of Professional Conduct 3.7. Mot. at 10. Rule 3.7 provides: “A lawyer 25 shall not act as an advocate in a trial in which the lawyer is likely to be a witness unless: (1) the 26 lawyer’s testimony relates to an uncontested issue or matter; (2) the lawyer’s testimony relates to 27 the nature and value of legal services rendered in the case; or (3) the lawyer has obtained informed 1 informed client’s right to chosen counsel outweighs potential conflict or threat to trial integrity 2 posed by counsel’s appearance as witness.” Maxwell v. Super. Ct., 30 Cal. 3d 606, 619 n. 9 3 (1982) (emphasis in original)). The State Bar has also determined “that counsel’s dual 4 participation under the circumstances is not unethical.” Id. 5 California courts make clear that the “discretion to disqualify a likely advocate-witness 6 notwithstanding client consent . . . has been judicially interpreted to be permissible only upon ‘a 7 convincing demonstration of detriment to the opponent or injury to the integrity of the judicial 8 process.’” Geringer v. Blue Rider Fin., 94 Cal. App. 5th 813, 822 (2023) (quoting Lyle v. 9 Superior Court, 122 Cal. App. 3d 470, 482 (1981)). “Accordingly, a court can only disqualify 10 counsel when it is “‘confronted with manifest interests which it must protect from palpable 11 prejudice.’” Pampena v. Musk, 2025 WL 3443502, at *2 (N.D. Cal. Dec. 1, 2025) (quoting Lyle, 12 122 Cal. App. 3d at 482). “And the moving party has a heavy burden. They must make a 13 ‘convincing demonstration . . . of a potential for injury to the integrity of the judicial process—a 14 showing that must be based on an adequate factual record, not overarching statements of policy or 15 conclusory allegations.’” Id. (quoting Geringer, 94 Cal. App. 5th at 826). 16 When exercising discretion to disqualify counsel under the advocate-witness rule, a court 17 considers: “(1) whether counsel’s testimony is, in fact, genuinely needed; (2) the possibility 18 [opposing] counsel is using the motion to disqualify for purely tactical reasons; and (3) the 19 combined effects of the strong interest parties have in representation by counsel of their choice, 20 and in avoiding the duplicate expense and time-consuming effort involved in replacing counsel 21 already familiar with the case.” Doe v. Yim, 55 Cal. App. 5th 573, 583 (2020) (quotation marks 22 omitted). 23 Plaintiff argues “McCandless is one of the only two witness [sic] other than Plaintiff to 24 critical disputed facts, including what was said during the January calls—whether she provided 25 any disclaimers, whether she proposed outplacement services, whether she heard Plaintiff’s 26 ‘outside counsel’ comment, and whether she accepted confidential information.” Mot. at 10. 27 Plaintiff maintains McCandless’s “testimony is central to the conflict analysis and cannot be 1 from representing Dentons and its employees because they engaged in post-employment 2 settlement negotiations with her after she filed her lawsuit. Id. at 10-11. 3 At this stage in the proceedings, the Court declines to find that Defendants’ counsel have 4 violated (or will violate) Rule 3.7. First, “[w]henever an adversary declares his intent to call 5 opposing counsel as a witness, prior to ordering disqualification of counsel, the court should 6 determine whether counsel’s testimony is, in fact, genuinely needed.” Smith, Smith & Kring, v. 7 Superior Ct. (Oliver), 60 Cal. App. 4th 573, 581 (1997) (internal quotations and citations omitted). 8 In determining the necessity of counsel’s testimony, the court must consider “the significance of 9 the matters to which he might testify, the weight his testimony might have in resolving such 10 matters, and the availability of other witnesses or documentary evidence by which these matters 11 may be independently established.” Id. (internal quotations and citations omitted). Plaintiff 12 premises her attempt at disqualifying Dentons’ counsel on the proposition that because Dentons’ 13 attorneys engaged in post-employment settlement negotiations with her after she filed her lawsuit, 14 somehow they are now necessary witnesses. If the Court adopts Plaintiff’s position, every counsel 15 who engages in settlement negotiations, or even speaks to the other side, will become a necessary 16 witness that must be disqualified, regardless of the matters in which they might testify, the weight 17 of their testimony, or evidence to be independently established. 18 Second, Plaintiff has not established that Dentons attorneys who participated in the January 19 2026 calls are witnesses to the allegations described in her complaint, and she has not shown they 20 possess independent knowledge of the allegations raised therein. If Plaintiff’s intention would be 21 to have Dentons attorneys repeat her allegations as she conveyed them during the January 2026 22 calls, that does not make them percipient witnesses. See Witt v. Ross, 2025 WL 2968025, at *3 23 (N.D. Cal. Oct. 20, 2025) (denying motion to disqualify opposing counsel based on the argument 24 that opposing counsel would likely be a material witness, finding: “While the Court agrees with 25 this basic proposition, Plaintiff has not identified any such contested facts. The Court does not 26 credit Plaintiff’s conclusory assertions that Mr. Finwall is part of ‘a broader extortionate and 27 retaliatory scheme’ because there is no evidence in the record to that effect.”). Moreover, even if 1 motion is, at this time, premature.” Bhs L. LLP, 2025 WL 3754296, at *7-8 (denying motion to 2 disqualify under Rule 3.7 while recognizing the issue could be revisited).3 3 Accordingly, the Court finds disqualification is not required under Rule 3.7. 4 5. Rule of Professional Conduct 4.1 (Truthfulness) 5 Plaintiff next argues Defendants violated Rule of Professional Conduct 4.1, which 6 provides:
7 In the course of representing a client a lawyer shall not knowingly:
8 (a) make a false statement of material fact or law to a third person;* or 9 (b) fail to disclose a material fact to a third person* when disclosure 10 is necessary to avoid assisting a criminal or fraudulent* act by a client, unless disclosure is prohibited by Business and Professions Code 11 section 6068, subdivision (e)(1) or rule 1.6. 12 Cal. R. Prof. Conduct 4.1. 13 Plaintiff argues Bacio’s February 18 email contains statements that conflict with her 14 contemporaneous notes of the January calls, “including his assertion that any confidential 15 information disclosed was Plaintiff’s choice and the mischaracterization of Plaintiff’s prior 16 working relationship with Ms. McCandless.” Mot. at 11; Hankins Decl., Ex. M. She further 17 argues “[t]he email also characterizes the calls as ‘settlement discussions,’ despite the absence of 18 any disclosure of adversity or any indication that Plaintiff understood the calls to be adversarial.” 19 Mot. at 11. The problem with Plaintiff’s argument is that for the Court to conclude that Bacio or 20 other Dentons attorneys violated their ethical obligations under Rule 4.1, it would have to ignore 21 its finding above that there was no attorney-client relationship, that Plaintiff herself states she 22 prepared an opening statement to directly confront” Dentons’ counsel during the January calls, and 23 that she admits settlement negotiations occurred during the calls. See Mot. at 4; Hankins Decl. ¶¶ 24 13-14. The Court declines to make such a finding here. See Witt, 2025 WL 2968025, at *3 25 (denying motion to disqualify under Rule 4.1 where doing so would require the court to accept 26
27 3 The Court also notes that Rule 3.7(a) permits a lawyer to act as a witness if he or she “has 1 plaintiff’s conclusory allegations). As such, the Court finds disqualification is not required under 2 Rule 4.1. 3 6. Rules of Professional Conduct 3.1 and 3.3 (Frivolous Claims/Candor) 4 Plaintiff argues Defendants’ subsequent pleadings after her calls with McCandless 5 contained blanket denials inconsistent with information she obtained in January, in violation of 6 Rules of Professional Conduct 3.1, which bars filing pleadings that lack a factual or legal basis, 7 and Rule 3.3, which prohibits knowingly making false statements to the court. Plaintiff argues 8 “Dentons filed an Answer denying every paragraph of the complaint approximately thirty hours 9 after Plaintiff raised conflict concerns, despite already possessing detailed information from the 10 January calls about Plaintiff’s medical, emotional, and financial circumstances, the circumstances 11 of her termination, and the substance of the conversations themselves.” Mot. at 13. However, 12 Plaintiff has failed to show that Defendants’ Answer does not meet the responsive pleading 13 standards, and settlement discussions do not obligate a party to admit liability. Accordingly, the 14 Court finds disqualification is not required under Rule 3.1 or 3.3. 15 7. Rule of Professional Conduct 8.4 (Misconduct) 16 Plaintiff argues Dentons’ conduct constitutes a pattern of conduct that undermines the 17 integrity of the proceedings in violation of Rule of Professional Conduct 8.4. Mot. at 14. Rule 8.4 18 prohibits a lawyer from “engag[ing] in conduct involving dishonesty, fraud,* deceit, or reckless or 19 intentional misrepresentation.” Cal. R. Prof. Conduct 8.4(c). Plaintiff argues “Dentons’ 20 conduct—including failing to disclose adversity, allowing Plaintiff to believe the calls were 21 supportive, accepting harmful confidential information, mischaracterizing the calls as settlement 22 discussions, filing pleadings while conflict issues were unresolved, and making false statements in 23 the February 18 email—constitutes a pattern of conduct that undermines the integrity of the 24 proceedings and violates Rule 8.4.” Mot. at 14. However, these misconduct allegations rest 25 entirely on the same conduct underlying her other claims for disqualification, none of which the 26 Court has found constitute ethical violations. As discussed above, the Court declines to find 27 ethical violations where doing so would require it to accept Plaintiff’s conclusory allegations. See 1 8. Rule of Professional Conduct 5.1 2 Plaintiff next argues McCandless “ratified” misconduct by allowing an associate to deny 3 that a conflict of interest exists in violation of Rule of Professional Conduct 5.1. Mot. at 12. Rule 4 5.1 sets forth the responsibilities of managerial and supervisory attorneys in a law firm and states 5 || that a supervising attorney shall be responsible for another lawyer’s violation of the rules if they 6 || ratify the conduct. Cal. R. Prof. Conduct 5.1(c). Plaintiff argues: 7 Ms. McCandless had supervisory authority over the associate who authored the February 12 and 18 emails. She participated in the 8 January calls, knew Plaintiff misunderstood her role, knew confidential information had been obtained, and was copied on the 9 communications denying any conflict. Despite this knowledge, she allowed the associate to deny the conflict and to mischaracterize the 10 January calls. Her failure to correct these statements constitutes ratification under Rule 5.1.
a 12 Mot. at 12. However, as discussed above, there was no misconduct to ratify, and the Court
13 || therefore finds disqualification is not required under Rule 5.1.
14 9, Rule of Professional Conduct 1.10 © 2 15 Plaintiff argues any resulting conflict is imputed to the entire firm under Rule 1.10, which Q 16 || states: “While lawyers are associated in a firm, none of them shall knowingly* represent a client
17 || when any one of them practicing alone would be prohibited from doing so.” Cal. R. Prof?! Z 18 Conduct 1.10(a). “When a conflict of interest requires an attorney’s disqualification from a 19 || matter, the disqualification normally extends vicariously to the attorney’s entire law firm.” 20 || SpeeDee Oil Change Sys., Inc., 20 Cal. 4th at 1139 (citing Flatt v. Superior Court, 9 Cal.4th 275, 21 283 (1994)). Here, the Court has found no reason for disqualification based on any other rule, so 22 || Rule 1.10 does not apply. Accordingly, the Court finds disqualification is not required. 23 Vv. CONCLUSION 24 For the reasons stated above, the Court DENIES Plaintiff's motion to disqualify counsel. 25 IT IS SO ORDERED. 26 Dated: June 22, 2026
THOMAS S. HIXSON 28 United States Magistrate Judge