Corporation Needs Attorney

A non-attorney may not represent his company in litigation, according to an opinion issued today by the Vermont Supreme Court

Plaintiffs Michael Bandler and MB&Co, Ltd. (“corporation”) bring an interlocutory appeal from the trial court’s ruling that Bandler, a nonattorney, may not represent corporation in this case. He argues that the trial court violated his due-process rights by ruling on the basis of the parties’ respective written submissions on the issue of representation without giving him prior notice of its concerns about his representation so that he could respond “by way of papers [or] argument” before the trial court issued its ruling. We disagree and affirm.

The facts

In December 2012, on behalf of Michael Bandler & Co., Inc., Bandler signed a
retainer agreement pursuant to which defendant Cohen Rosenthal & Kramer LLP (CRK) agreed to “assume representation of Michael Bandler & Company, Inc.” in connection with the classaction arbitration. Whether CRK also assumed any duty to Bandler individually appears to be a point of dispute between the parties. This agreement, and the subsequent course of CRK’s representation, gave rise to the present lawsuit in which Bandler and corporation have sued CRK, alleging fraud in the inducement, breach of contract, legal malpractice, and violation of Vermont’s consumer-protection law.

Before answering plaintiffs’ complaint, CRK filed a motion to dismiss, arguing
that Bandler does not meet the criteria for allowing a nonattorney to represent a corporation
under Vermont law. In particular, CRK detailed Bandler’s pro se litigation history and pointed
to an instance in which a court sanctioned Bandler for a frivolous lawsuit. CRK also referenced
this Court’s conclusion that an affidavit submitted by Bandler in an unrelated lawsuit was “too incredible to be believed by reasonable minds.”

…CRK argued that because of this past history, and because a self-represented litigant is not bound by the ethical rules of attorneys, allowing Bandler to represent corporation would be unduly burdensome to CRK and to the court.

The court concluded that the denial of pro se corporate representation did not violate due process. (Mike Frisch)