In re Bradshaw

Case Number: S282314

Court: Cal.

Date Filed: 2025-07-03

Case Brief – In re Bradshaw

Court: California Court of Appeal
Date: 2025‑09‑03
Case Number: S282314
Disposition: Disbarment affirmed; the Court held that the attorney‑client’s conduct constituted a scheme to defraud the Gosey Revocable Living Trust, a breach of fiduciary duty, and multiple willful misrepresentations, all of which satisfy the clear‑and‑convincing‑evidence standard for disciplinary disbarment.

Holding

The court held that Drexel Andrew Bradshaw’s actions as successor trustee—creating and controlling Bay Construction, Inc., channeling trust assets into that company without competitive bidding, concealing his financial interest, and obtaining reverse‑mortgage loans for personal use—constituted a scheme to defraud the Gosey Trust and a breach of his fiduciary duties under Business and Professions Code §§ 6106 and 6068(a). The evidence met the clear‑and‑convincing standard, justifying disbarment to protect the public and the integrity of the legal profession.

Narrative

Lead:
In a landmark decision that intertwines probate litigation with attorney discipline, the California Court of Appeal affirmed the disbarment of former trustee‑attorney Drexel Andrew Bradshaw, finding that his manipulation of a revocable living trust to benefit a construction company he secretly controlled rose to the level of moral turpitude required for the ultimate penalty.

Procedural backdrop:
Bradshaw first entered the Gosey estate as counsel in 2006, drafting a revocable living trust for 78‑year‑old Ora Gosey. When Gosey suffered a debilitating fall in 2013, Bradshaw secured appointment as her temporary—and later permanent—conservator and trustee. Parallel civil proceedings in the Superior Court of San Francisco (In re Gosey Revocable Trust, 2019) and a subsequent appeal (Coleman v. Bradshaw, 2022) removed him as trustee for self‑dealing and bad‑faith conduct. Simultaneously, the State Bar’s Office of Chief Trial Counsel (OCTC) filed five disciplinary counts alleging fraud, breach of fiduciary duty, misappropriation, false statements, and unlicensed contracting. After a 22‑day hearing, the State Bar Hearing Department found Bradshaw culpable on three counts and recommended disbarment. The Review Department later softened the sanction to a six‑month suspension, prompting the OCTC to seek appellate review. The Court of Appeal now resolves the disciplinary issue.

Factual matrix:
The trust’s purpose was straightforward: preserve Gosey’s San Francisco home and fund her care. The instrument allowed the trustee to employ “the Trustee, a relative of the Trustee, or a business in which the Trustee has an interest” for services, provided compensation did not exceed fair market value and the trustee acted in good faith.

Bradshaw, however, created Bay Construction, Inc. in November 2014, listed himself as sole incorporator, and used his law‑firm address as the corporate office. He hired Juan Gonzalez—an unlicensed handyman—to perform repairs, paid $1,000 for Gonzalez’s licensing course, and later secured a contractor’s license for Bay Construction by naming Raymond Invernon, a licensed contractor residing in Idaho, as the Responsible Managing Officer (RMO). Evidence showed Invernon never supervised work, never met Gonzalez or Bradshaw’s son Colin Grey, and received only nominal payments ($1,000 in November 2014 and $5,000 in December 2014) that bore no relation to the substantial invoices later issued to the trust.

From February 2015 through August 2015, Bradshaw directed the trust to pay Bay Construction for three major projects: emergency flood repair ($9,933.41), staircase replacement ($48,909.20), and foundation remediation ($70,793.36). No competitive bids were obtained; the trust’s “no‑bid” contractor was Bradshaw’s own company, which he controlled through the law‑firm’s checking account and two American Express cards opened in his wife’s name. The trust simultaneously owed $45,000 in arrears to the Institute on Aging, the agency providing Gosey’s daily care—yet Bradshaw continued to funnel trust assets to Bay Construction.

Compounding the financial improprieties, Bradshaw obtained two reverse‑mortgage loans on Gosey’s home—first $346,000 in February 2014, then $889,741.05 in July 2016—citing inflated expense projections and a dire prognosis of Gosey’s remaining lifespan. The second loan was approved only after the probate court, alarmed by Bradshaw’s lack of transparency, limited disbursement to $250,000 for care expenses and required prior court approval for any other use.

Legal issues:

Whether Bradshaw’s conduct satisfies Business and Professions Code § 6106 (scheme to defraud) under the clear‑and‑convincing‑evidence standard.
Whether his actions breach fiduciary duties under § 6068(a) and Probate Code §§ 16002, 16004 (duty of loyalty, self‑dealing, prudent‑person standard).
Whether the Review Department’s dismissal of the fraud and breach counts erred in its assessment of credibility and evidentiary weight.
Whether the parallel civil findings, though based on a lower evidentiary standard, are persuasive in a disciplinary context.

Court’s analysis:

Standard of proof. The Court reiterated that disciplinary proceedings demand clear and convincing evidence (Rule 5.103, State Bar Rules). While civil probate findings are premised on a preponderance of the evidence, they are “given a strong presumption of validity” when supported by substantial evidence and when the issues overlap (Berstein v. Committee of Bar Examiners, 1968). The Court therefore examined the civil record but applied the higher disciplinary standard.

Scheme to defraud (§ 6106). The Court adopted the “common‑dishonesty” doctrine, citing Trusty v. State Bar and Crane v. State Bar, which hold that deceitful conduct—absent criminal conviction—satisfies the moral‑turpitude element. Bradshaw’s false declarations that he held “no financial relationship” with Bay Construction, his concealment of the company’s licensing deficiencies, and his use of trust assets to fund a business in which he was the de‑facto owner constitute a scheme to defraud. The Court found the totality of circumstances—reverse‑mortgage loans, undisclosed ownership, and the flow of $150,000+ to Bay Construction—demonstrated a “high probability” of dishonesty, satisfying § 6106.

Breach of fiduciary duty (§ 6068(a), Probate Code §§ 16002, 16004). The trust instrument permitted self‑dealing only if the transaction was at fair market value and disclosed. The Court noted that the instrument’s language—“does not act in bad faith or in disregard of the purposes of the Trust”—imposes a duty beyond mere price reasonableness. Bradshaw’s failure to obtain competitive bids, his reliance on an unlicensed contractor, and his prioritization of Bay Construction’s cash flow over the trust’s obligation to pay the Institute on Aging constitute bad‑faith conduct. The Court emphasized that actual harm is not a prerequisite for a breach finding (see Allen v. State Bar; Connor v. State Bar). The superior court’s finding of breach, affirmed on appeal, provided substantial evidence that the appellate court could rely upon.

Credibility determinations. The Court gave “great weight” to the hearing department’s credibility findings (Greenbaum v. State Bar; McKnight v. State Bar). The hearing panel, having observed witnesses, found Bradshaw’s testimony less credible than Gonzalez’s. The Review Department’s contrary view was unsupported; it offered no specific factual basis for discounting the hearing panel’s observations of Bradshaw’s control over Bay Construction’s bank accounts, credit‑card usage, and payroll. Accordingly, the Court reversed the Review Department’s partial dismissal and reinstated the fraud and breach findings.

Effect of dissent. Judge Ribas’s dissent, favoring a six‑month suspension, was rejected. The majority stressed that the “heightened risk” to the trust’s primary purpose—providing safe housing and care for Gosey—combined with the concealment of a conflict of interest, warranted the most severe penalty. The Court cited Lady v. State Bar and Pickering v. State Bar to underscore that the absence of demonstrable monetary loss does not diminish the gravity of dishonest conduct.

Disposition:
The Court affirmed the OCTC’s petition for review, reinstated the hearing department’s findings on counts of fraud, breach of fiduciary duty, and willful misrepresentation, and ordered disbarment of Drexel Andrew Bradshaw. The Court also imposed a two‑year probationary period should Bradshaw ever be reinstated, reflecting the State Bar’s authority to impose remedial conditions under Rule 5.155(A).

Closing analysis:
In re Bradshaw crystallizes the Court’s willingness to treat attorney‑trustee misconduct as a distinct category of moral turpitude, meriting the harshest disciplinary response. The decision reinforces that the “self‑dealing” carve‑out in trust instruments does not immunize a trustee‑lawyer who fails to disclose a financial interest, especially when the transaction involves unlicensed work and the diversion of trust assets for personal gain. Moreover, the opinion clarifies that disciplinary courts may—and must—lean heavily on credibility findings from the State Bar’s hearing department, even when a parallel civil proceeding reaches a different evidentiary threshold.

Unresolved questions linger. The Court did not address whether a trustee‑lawyer could ever rely on a “no‑bid” exception if the transaction were demonstrably at market value and fully disclosed. Future cases may need to delineate the boundary between permissible self‑dealing and impermissible concealment, particularly where the attorney’s corporate vehicle is used to mask ownership. Additionally, the opinion leaves open the extent to which the State Bar may impose post‑disbarment conditions (e.g., restitution, continuing legal education) in analogous fact patterns.

For California practitioners, Bradshaw serves as a stark reminder: the fiduciary mantle of a trustee does not shield an attorney from the ethical strictures of the Bar, and any attempt to blend legal representation with undisclosed business interests will be met with the full force of disciplinary law.

Referenced Statutes and Doctrines

Business and Professions Code §§ 6106 (scheme to defraud, moral turpitude)
Business and Professions Code § 6068(a) (duties of honesty, fidelity, and competence)
Probate Code §§ 16002, 16004 (trustee duties of loyalty, prudence, self‑dealing)
Contractors State License Board statutes §§ 7068, 7068.1 (Responsible Managing Officer requirements)
Rules of Professional Conduct: Rule 1.7 (conflict of interest—general), Rule 1.8.1 (conflict of interest—business transactions with clients)
State Bar Rules: Rule 5.103 (burden of proof in discipline), Rule 5.155(A) (weight of hearing department findings)

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