[Until this opinion appears in the Ohio Official Reports advance sheets, it may be cited as 

Disciplinary Counsel v. Smidt, Slip Opinion No. 2020-Ohio-3258.] 

NOTICE 

This slip opinion is subject to formal revision before it is published in 

an advance sheet of the Ohio Official Reports. Readers are requested 

to promptly notify the Reporter of Decisions, Supreme Court of Ohio, 

65 South Front Street, Columbus, Ohio 43215, of any typographical or 

other formal errors in the opinion, in order that corrections may be 

made before the opinion is published. 

SLIP OPINION NO. 2020-OHIO-3258

DISCIPLINARY COUNSEL v. SMIDT.

[Until this opinion appears in the Ohio Official Reports advance sheets, it 

may be cited as Disciplinary Counsel v. Smidt, Slip Opinion No. 

2020-Ohio-3258.] 

Unauthorized practice of law—Preparing and negotiating modification of loan 

that was subject of pending foreclosure proceeding—Permanent 

injunction issued and civil penalty imposed. 

(No. 2019-0827—Submitted April 8, 2020—Decided June 11, 2020.) 

ON FINAL REPORT by the Board on the Unauthorized Practice of Law 

of the Supreme Court, No. UPL 18-01. 

_______________________ 

Per Curiam.

{¶ 1} In an April 2018 complaint, relator, disciplinary counsel, charged 

respondent, Melissa M. Smidt, d.b.a. A Perfect Solution, with engaging in the 

unauthorized practice of law in Ohio. The complaint alleged that Smidt, who is 

not licensed to practice law in Ohio, agreed to assist Deborah Krantz with a 
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foreclosure matter that was pending in the Franklin County Court of Common 

Pleas and sought to modify the terms of the subject loan during the pendency of 

the lender’s foreclosure proceeding. The complaint further alleged that although 

Smidt represented that she undertook those actions as a paralegal under the 

supervision of an attorney, the attorney was unaware of and did not participate in 

Smidt’s representation of Krantz. 

{¶ 2} Smidt was served with a copy of relator’s complaint by certified 

mail, but she did not file an answer. On August 16, 2018, relator filed a motion 

for default. Smidt also did not respond to relator’s motion, which states that it 

was served on her by ordinary U.S. mail and by e-mail. 

{¶ 3} A three-member panel of the Board on the Unauthorized Practice of 

Law granted relator’s motion for default on October 10, 2018. The panel also 

submitted to the board a report finding that relator’s motion satisfied the 

requirements of Gov.Bar R. VII(7)(B)(1) through (6) and that Smidt had engaged 

in the unauthorized practice of law. The panel recommended that Smidt be 

enjoined from engaging in additional acts of the unauthorized practice of law and 

be ordered to pay a civil penalty of $5,000 for her violation. The board 

considered the panel’s report at its March 22, 2019 meeting and adopted its 

findings and recommendations. 

{¶ 4} After reviewing the record, we agree that Smidt engaged in the 

unauthorized practice of law in Ohio and that an injunction and civil penalty are 

warranted. 

Smidt’s Conduct 

{¶ 5} The evidence submitted with relator’s motion for default shows that 

Smidt operated A Perfect Solution in the Bay Village, Ohio area. The business 

purported to be a “knowledgeable, fully committed professional company 

preparing Loan Modifications and Bankruptcy Petitions under the direct 

supervision of Consumer Bankruptcy Attorneys.” Although Smidt previously had 
January Term, 2020 

3

been employed by an attorney as a contract paralegal assistant, she was not 

licensed to practice law in Ohio. 

{¶ 6} In March 2015, Deborah Krantz hired Smidt and paid her a flat fee 

of $1,000 to prepare and negotiate the modification of a loan that was the subject 

of a pending foreclosure proceeding—despite the fact that Krantz already had an 

attorney representing her in the foreclosure. In the fee agreement, Smidt stated 

that she would prepare and negotiate the loan modification, “along with, attending 

any/all mediation hearings, written statements, telephone conferences.” 

{¶ 7} During the course of the representation, Smidt sent two letters to 

Krantz’s mortgage lender on the letterhead of attorney J. Norman Stark. In the 

first letter, Smidt identified herself as a paralegal and “the legal representative 

appointed to act or speak on behalf of Ms. Deborah Krantz, for the limited 

purpose of negotiating a loan modification.” In the second letter, Smidt related 

the hardships that had prevented Krantz from satisfying her loan obligations and 

opined that Krantz was an excellent candidate for a loan modification. 

{¶ 8} Smidt later informed Krantz that she had spoken with one of the

attorneys representing the lender and implored him to stay the execution of the 

sale in the foreclosure proceeding to give her time to submit a loan-modification 

packet. She also e-mailed Krantz’s foreclosure attorney and informed him that 

she had spoken with the underwriter for Krantz’s loan but that the lender needed 

more time to make a loan-modification offer. To that end, Smidt suggested that 

the attorney prepare and file—with her help—a motion to stay execution of the 

judgment, a motion to return the foreclosure case to mediation, or a motion for 

relief from judgment under Civ.R. 60(B) to delay the foreclosure proceeding. 

Smidt also informed the attorney that she had spoken with the supervisor of the 

court’s mediation department and that he had told her that although the 

foreclosure case had been referred to mediation, the case had been returned to the 

court’s docket because no one had appeared for the scheduled mediation. Smidt 
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opined that the judge would likely deny a request to return the case to mediation 

but stated, “I would place a strong argument for a return to mediation as a full 

loan modification of over 100 pages was provided to the Lender and currently, 

we’re in the middle of negotiations with the Lender.” 

{¶ 9} Smidt’s efforts to delay the foreclosure proceedings were not 

successful, and the court confirmed the sheriff’s sale of Krantz’s real property on 

June 19, 2015. On July 1, 2015, Krantz terminated Smidt’s services and 

requested the return of her documents and a full refund of her fee, but Smidt did 

not comply with either request. 

{¶ 10} In her correspondence with relator—before she stopped 

participating in this matter—Smidt claimed that the actions she took on behalf of 

Krantz were taken under the supervision of attorney Stark. She also furnished 

relator with several documents, including the two letters she had sent to Krantz’s 

mortgage lender on Stark’s letterhead. 

{¶ 11} In a March 2017 affidavit, however, Stark denied that he had 

represented Krantz and stated that he had received no fee or retainer from her. He 

also stated that he had terminated Smidt’s employment as a “paralegal assistant” 

due in part to her unauthorized practice of law and her unauthorized use of his 

law-office letterhead. Stark averred that after he terminated Smidt’s employment, 

she continued to use his letterhead without his knowledge or consent. Although 

he repeatedly demanded that Smidt cease and desist from that conduct, he 

received no response from her. There is no evidence that any other licensed 

attorney was supervising Smidt’s provision of legal services. 

{¶ 12} Based on relator’s evidence, the board found that Smidt had 

engaged in the unauthorized practice of law by attempting to represent Krantz in 

her pending foreclosure matter and by contacting Krantz’s mortgage lender in an 

attempt to modify the terms of the loan. 

 
January Term, 2020 

5

Smidt Engaged in the Unauthorized Practice of Law 

{¶ 13} This court has original jurisdiction over the admission to the 

practice of law in Ohio, the discipline of persons so admitted, and “all other 

matters relating to the practice of law,” Article IV, Section 2(B)(1)(g), Ohio 

Constitution, which include the regulation of the unauthorized practice of law. 

Royal Indemn. Co. v. J.C. Penney Co., Inc., 27 Ohio St.3d 31, 34, 501 N.E.2d 617 

(1986); Greenspan v. Third Fed. S. & L. Assn., 122 Ohio St.3d 455, 2009-Ohio3508, 912 N.E.2d 567, ¶ 16. The purpose of that regulation is to “protect the 

public against incompetence, divided loyalties, and other attendant evils that are 

often associated with unskilled representation.” Cleveland Bar Assn. v. 

CompManagement, Inc., 104 Ohio St.3d 168, 2004-Ohio-6506, 818 N.E.2d 1181, 

¶ 40. 

{¶ 14} We have defined the unauthorized practice of law to include both 

the “rendering of legal services for another” and the “[h]olding out to the public 

or otherwise representing oneself as authorized to practice law in Ohio” by any 

person who is not authorized to practice law under our rules. Gov.Bar R. 

VII(2)(A)(1) and (4). Although unlicensed persons may provide certain types of 

assistance in the rendering of legal services, “the individual’s actions must be 

closely supervised and approved by a licensed attorney.” Disciplinary Counsel v. 

Casey, 138 Ohio St.3d 38, 2013-Ohio-5284, 3 N.E.3d 168, ¶ 10. In the absence 

of such supervision, the provision of legal services by an unlicensed person 

constitutes the unauthorized practice of law. Id.

{¶ 15} We have held that nonlawyers engage in the unauthorized practice 

of law “by attempting to represent the legal interests of others and advise them of 

their legal rights during settlement negotiations,” Cincinnati Bar Assn. v. 

Foreclosure Solutions, L.L.C., 123 Ohio St.3d 107, 2009-Ohio-4174, 914 N.E.2d 

386, ¶ 25, particularly when those nonlawyers are “attempting to advise debtors of 

their legal rights and the terms and conditions of settlement in negotiations to 
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avoid pending foreclosure or other collection proceedings,” id. at ¶ 26, citing 

Ohio State Bar Assn. v. Kolodner, 103 Ohio St.3d 504, 2004-Ohio-5581, 817 

N.E.2d 25, and Cincinnati Bar Assn. v. Telford, 85 Ohio St.3d 111, 707 N.E.2d 

246 (1999). 

{¶ 16} Recently, in Ohio State Bar Assn. v. Watkins Global Network, 

L.L.C., __ Ohio St.3d __, 2020-Ohio-169, __ N.E.3d __, ¶ 10, we clarified that 

there is no per se rule that any nonlawyer who negotiates a debt settlement on 

behalf of another engages in the unauthorized practice of law. Instead, we held 

that “whether a person engages in the unauthorized practice of law turns on the 

specific actions a person takes while attempting to negotiate a settlement and 

whether those actions constitute the rendering of legal services,” id., such as 

giving legal advice, drafting legal documents, or asserting legal defenses as part 

of the negotiation process, id. at ¶ 11. 

{¶ 17} Watkins represented the interests of a debtor in loan negotiations 

with a bank during the pendency of a mortgage foreclosure action in which the 

bank had secured a final judgment in foreclosure and the relevant property was 

scheduled to be auctioned. Id. at ¶ 17. In that representation, he engaged in the 

unauthorized practice of law by giving legal advice to his client, by making a 

legal recommendation to an attorney in the foreclosure proceeding, and by using 

legal tactics in an effort to negotiate a better settlement for his client. Id. at 

¶ 17-18. 

{¶ 18} Like Watkins, Smidt represented Krantz in a foreclosure 

proceeding in which the court had already issued a final judgment of foreclosure 

and scheduled a sheriff’s sale. Although the board found no evidence that Smidt 

gave legal advice directly to any of her “clients,” Smidt gave litigation advice to 

Krantz’s counsel of record in an effort to delay the foreclosure proceeding and to 

buy more time to negotiate a modification of the loan with Krantz’s lender. She 

also contacted a court representative on Krantz’s behalf. 
January Term, 2020 

7

{¶ 19} On these facts, we accept the board’s finding that Smidt engaged in 

the unauthorized practice of law. 

An Injunction and Civil Penalty Are Warranted

{¶ 20} Because we have found that Smidt engaged in the unauthorized 

practice of law, we adopt the board’s recommendation that we issue an injunction 

prohibiting her from further engaging in the unauthorized practice of law in Ohio. 

{¶ 21} The board also recommends that we impose a civil penalty of 

$5,000 pursuant to Gov.Bar R. VII(8)(B), which instructs us to consider (1) the 

degree of a respondent’s cooperation during the investigation, (2) the number of 

times the respondent engaged in the unauthorized practice of law, (3) the 

flagrancy of the respondent’s violations, (4) any harm that the violations caused to 

third parties, and (5) any other relevant factors, which may include the 

aggravating and mitigating circumstances identified in UPL Reg. 400(F). 

{¶ 22} Smidt’s participation in relator’s investigation was almost 

nonexistent. She provided a partial reply to one of relator’s letters of inquiry, but 

she did not answer relator’s complaint, respond to its motion for default, or 

otherwise appear in this proceeding. 

{¶ 23} Although relator charged Smidt with engaging in the unauthorized 

practice of law only in the Krantz matter, he did submit evidence that Smidt had 

engaged in similar instances of the unauthorized practice of law with respect to 

other persons. Moreover, Smidt’s conduct was flagrant. Smidt’s use of the 

designations “ACP” (Advanced Certified Paralegal) and “RP” (Registered 

Paralegal) in the signature line of her correspondence indicates that she is a 

trained paralegal. Therefore, she would have received instruction regarding the 

actions she was permitted and not permitted to take as a paralegal. She not only 

chose to ignore those instructions but also engaged in the unauthorized use of 

attorney Stark’s law-office letterhead—even after receiving his demand to cease 

and desist. Her intentional and deceitful misuse of Stark’s letterhead 
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demonstrates her knowledge that in the absence of direct supervision by a 

licensed attorney, the actions she took on behalf of Krantz constituted the 

unauthorized practice of law. 

{¶ 24} In light of these aggravating factors, we agree that a civil penalty of 

$5,000 is warranted for Smidt’s single instance of the unauthorized practice of 

law. 

Conclusion 

{¶ 25} Accordingly, we enjoin Melissa M. Smidt from engaging in further 

acts constituting the unauthorized practice of law in Ohio. We also order Smidt to 

pay a civil penalty of $5,000. Costs are taxed to Smidt. 

Judgment accordingly. 

O’CONNOR, C.J., and FRENCH, FISCHER, DONNELLY, and STEWART, JJ., 

concur. 

DEWINE, J., concurs in judgment only, with an opinion joined by 

KENNEDY, J. 

_________________ 

DEWINE, J., concurring in judgment only. 

{¶ 26} I agree with the majority that Melissa Smidt violated our rules

prohibiting the unauthorized practice of law. I have no problem reaching that 

conclusion, because her actions, especially her use of an attorney’s letterhead, 

falsely conveyed that she was working with an attorney. And she persisted in this 

conduct despite being told by that attorney to stop using the letterhead. Her 

behavior would mislead a reasonable person about the nature of the services 

Smidt was offering and therefore violated our rules. 

{¶ 27} But I wish to highlight a few points of departure from the majority. 

First, as I have previously explained, merely offering an opinion with legal 

implications is not, on its own, sufficient to count as the unauthorized practice of 

law. See Ohio State Bar Assn. v. Watkins Global Network, L.L.C., __ Ohio St.3d 
January Term, 2020 

9

__, 2020-Ohio-169, __ N.E.3d __, ¶ 38-39 (DeWine, J., concurring in part and 

dissenting in part). Rather, to count as the practice of law, the behavior must 

more closely resemble that which is paradigmatic of what attorneys do. And in 

making this assessment, we must be mindful that the purpose of the unauthorizedpractice-of-law rules is to protect the public, but in a way that doesn’t impose 

impractical and unnecessary technical constraints. See Henize v. Giles, 22 Ohio 

St.3d 213, 218, 490 N.E.2d 585 (1986), citing Cowern v. Nelson, 207 Minn. 642, 

647, 290 N.W. 795 (1940). 

{¶ 28} To hastily conclude that someone has engaged in the unauthorized 

practice of law simply because she has voiced a legal opinion runs the risk of 

unnecessarily and improperly burdening the activities of many people, including 

accountants, human-resource representatives, and real-estate agents, whose jobs 

require them to opine on legally relevant matters. It also risks running afoul of 

various constitutional protections and antitrust limitations. See Watkins Global at 

¶ 33-35 (DeWine, J., concurring in part and dissenting in part). 

{¶ 29} Second, I do not agree that debt negotiation, even in the context of 

a foreclosure, is necessarily the practice of law. To find that someone has 

engaged in the practice of law depends on first determining that she provided 

legal services—that is, engaged in behavior that is paradigmatically the exclusive 

work of lawyers. Insofar as the majority seems to suggest that debt negotiation, 

even in the context of a foreclosure, is presumptively the practice of law, I believe 

that it errs. 

{¶ 30} Third, like it did in Watkins Global, this court has again suggested 

that legal opinions expressed by a nonattorney to an attorney count as the 

unauthorized practice of law. While that may be correct in rare instances, we 

ought to be cautious about reaching such a conclusion and not forget the point of 

our rules, which is protect the public. One can reasonably presume that in most 

cases, attorneys can safely form their own views about the law and legal strategy, 
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regardless of what opinions a nonattorney might express. In most cases, there 

will be little more reason to think that expressing a legal opinion to an attorney is 

the practice of law than to think that expressing play-calling opinions to Woody 

Hayes is coaching football. 

{¶ 31} So, while I believe that Smidt violated our rules, elements of the 

majority’s analysis suggest an overly broad understanding of what might count as 

the unauthorized practice of law. For that reason, I concur in judgment only. 

KENNEDY, J., concurs in the foregoing opinion. 

_________________ 

Joseph M. Caligiuri, Disciplinary Counsel, and Stacy Solochek Beckman, 

Assistant Disciplinary Counsel, for relator. 

_________________