PUBLISH
UNITED STATES COURT OF APPEALS
FOR THE TENTH CIRCUIT

________________ _________________ ALYSSA BISTLINE; RUBY JESSOP; SUSAN BROADBENT; GINA ROHBOCK; NOLAN BARLOW; JASON BLACK; MAY MUSSER; HOLLY BISTLINE; T.B.; M.B.; P.B.; A.B.; A.B.; DERRELL BARLOW; ALICIA ROHBOCK; R.R.; R.R.; B.J.R.; WALLACE JEFFS; LAWRENCE BARLOW; STEVEN DOCKSTADER; MARVIN COOKE; HELEN BARLOW; VERGEL BARLOW; CAROLE JESSOP; BRIELL LIBERTAE DECKER; LYNETTE WARNER; AMY NIELSON; SARAH ALLRED; THOMAS JEFFS; JANETTA JESSOP, Plaintiffs - Appellants,

v. RODNEY R. PARKER; SNOW CHRISTENSEN & MARTINEAU, P.C., Defendants - Appellees, and WARREN STEED JEFFS, Defendant. No. 17-4020

________________ _________________ FILED United States Court of Appeals Tenth Circuit 

### March 14, 2019
Elisabeth A. Shumaker Clerk of Court2 TABLE OF CONTENTS I. Background..................... ................................................... 5 A. The United Effort Pla n Trust.................................................... 5 B. The Formation of Attorney-C lient Relationships............................ 1 1 C. Concealment of Viable Caus es of Action..................................... 13 D. Procedural History

................................................ ............... 17

II. Standard of Review............................................................... 18

III. Discussion..................... ................................................... 19 A. Whether Plaintiffs’ Allegations State a Claim............................... 2 1 1. Legal Malpractice and Breachof Fiduciary Duty............................ 2 1 i. Attorney-Client relati onship....................................... ............... 22 a. Subjective beliefs of representation ............................................ 24 b. Reasonableness of beliefs under the circumstances

......................... 28 2. Fraudulent and Negligent Mi srepresentation................................. 32 3. Civil Conspiracy... ............................................................... 32 4. RICO Violations

................................................... ............... 32 5. Violations of the T VPRA....................................................... 33 i. The means used to force la bor or services..................................... 35 ii. Specific plaintiffs’ la bor or services........................................... 37 iii. Venture liability .................................................................. 403 B. Statutes of Limitati ons........................................................... 45 1. Applicable Statutes o f Limitations............................................. 47 i. Fraudulent misrepre sentation.................................................... 47 ii. Negligent misreprese ntation.................................................... 48 iii. Malpractice, breach of fidu ciary duty, and civil conspira cy............... 49 iv. TVPRA........................ .................................................... 49 2. Tolling the Limitati ons Periods................................................. 50 i. The age of major ity............................................................... 50 ii. Continuing tort doctr ine......................................................... 50 3. Tolling Through the Disc overy Rule.......................................... 52 i. Statutory tolling... ................................................................. 54 ii. Equitable tolling – fraudu lent concealment.................................... 6 1 a. Concealment

....................................................................... 61 b. Reasonableness

................................................... ................ 63 4. Tolling for Individual P laintiffs................................................. 66

IV. Conclusion......... ............................................................... 714 Appeal from the United States District Court for the District of Utah (D.C. No. 2:16-CV-00788-TS)

________________ _________________ Brett Godfrey (Karen J. Porte r with him on the brief), Godfrey Johnson, P.C., Englewood, Colorado, for Plaintiffs-Appellants. Mark F. James (Brent O. Hatch and Mitchell A. Stephens with himon the brief), Hatch, James & Dodge, P.C., Sa lt Lake City, Utah, for Defendant s-Appellees.

________________ _________________ Before BRISCOE , SEYMOUR , and LUCERO , Circuit Judges.

________________ _________________ SEYMOUR , Circuit Judge.

________________ _________________ Plaintiffs are all former members of the Fundamentalist Church of Jesus Christ of Latter-Day Saints (“FLDS”), which illegally practices polygamy. On July 13, 2016, plaintiffs brought this action ag ainst the FLDS Prophet, Warren Jeffs (“Mr. Jeffs”), and Mr. Jeff’s lawyers, the law firm o f Snow Christensen & Martinea u (“SC&M”) and one of its partners, Rodney Parker. Plaintiffs allege that defenda nts: (1) directly worked with Mr. Jeffs to create a legal framework that would shie ld him from the legal ramificati ons of child rape, forced labor, extortion, and the causi ng of emotional distress by separating families; (2) created an illusion of legality to bring about plaintiffs’ submission t o these abuses and employed various legal instruments and ju dicial processes to knowingly f acilitate the abuse; (3) held themselves out to be the l awyers of each FLDS member indiv idually, thus creating a duty to them to disclose this illegal scheme; and (4) intention ally misused these attorney-5 client relationships to enable M r. Jeffs’ dominion and criminal enterprise. Mr. Jeffs defaulted, and the district court dismissed every cause of acti on against the remaining defendants under Fed . R. Civ. P. 12(b)(6 ). The issue on appeal is the district court’s dismissal of all claims against SC&M and Mr. Parker (collective ly “defendants”). Reviewing the facts in the light most favorable to plaintiffs, as we must, see SEC v. Shields , 744 F.3d 633, 640 (1 0th Cir. 2014), we affirm in part and rev erse in part.

I. Background
A. The United Effort Plan Trust Plaintiffs allege that the legal framework defendants created t o facilitate Mr. Jeffs’ crimes took shape through the 1998 amendment and reinstatement of the United Effort Plan Trust (“Reinstated Trust” ). The original UE P Trust (“Trus t”) was created in 1942 by the predecessors of the FLDS. Snow, Christensen & Martineau v. Lindberg , 299 P.3d 1058, 1061 (Utah 2013 ). It was foundedupon the tenets of the FLDS faith, and membership was established thro ugh consecrating real and person al property to the Trust (which would then be redistribut ed to each family according to its “just wants and needs”). Town of Colo. City v. United Effort Trust Plan , 2013 WL 1932838 at *2 (D. Ariz. May 8, 2013). The original Trust’s stated purpose was pr imarily “charitable and philanthropic.” Lindberg , 299 P.3d at 1061. However, on September 1, 1998, the Utah Supreme Court ruled that the Tru st was not charitable because i t benefitted specific individuals. Jeffs v. Stubbs , 970 P.2d 1234, 1252–53 (Utah 1998). In response to this6 decision, the Reinstated Trust was executed on November 3, 1998

. 1 In the Matter of the
UEP Trust , No. 053900848 (Utah Dist . Ct. Dec. 13, 2005). The Reinstated Trust was theore tically amended and reinstated b y Rulon Jeffs, the sole surviving beneficiary of the UEP Trust, who was Warren Jef fs’ father and predecessor as Prophet of the FLDS. See Lindberg , 299 P.3d at 1062; Aplt. App. at 27– 28. However, plaintiffs allege a d ifferent mechanism laboring beneath this superficial reality. By 1997, Rulon Jeffs w as growing old, in ill health, becoming progressively less aware of his surroundings, and d emonstrating increasing loss of memory and cognitive function. Aplt. App. at 27. The complaint asserts that under Rulon Jeffs’ leadership the FLDS had not practiced the atr ocities defining plaintiffs’ clai ms. [T]he concept of celestial or s piritual “marriage” of children was not yet broadly practiced within the FLDS Church, at least to the extent of lar ge-scale sexual domination of children and the use of the badges of religious c eremony to formalize the criminal sexual ab use of minors under the guise o f “religious” practices. Up to that point, FLD S Church marriage practices we re largely if not exclusively confined to adults , and while the polygamy laws of Utah were violated by the practice of plural marria ge, underage marriage and outri ght child rape was not common within the FLDS Church ; neither were extortion, kidn apping, forced labor or, most importantly for the purposes of this averment, the use of lawyers to

1 The Trust has gone through m ultiple periods of revision, and it is worth clarifying the various versions. The origi nal Trust in 1942 (“Trust”) was revised as described into the 1998 “Reinstated T rust.” In 2004, the Trust was subject to suit in two separate tort actions, and the appointed speci al fiduciary expressed concern that the Trust needed to be reformed. M.J. v. Wisan , 371 P.3d 21, 23-24 (Utah 20 16). On October 25, 2006, the “Reformed Trust” was created by the state district court. Town of Colo. City , 2013 WL 1932838 at *6. The court identif ied two primary purposes of th e 1998 Reinstated Trust, and reformed it to advance the c haritable purpose using “neutra l, non-religious principles.” Wisan , 371 P.3d at 24. That court has since retained jurisdiction o ver the administration of the resu lting 2006 Reformed Trust. Id . Therefore, the Trust has three iterations: (1) the 1942 “Trust,” (2) the 1998 “Reinstated Trus t,” and (3) the 2006 “Reformed Trust.” Plaintiffs’ a llegations largely concern the 1998 Reinstated Trust, so this is the focus of our analysis.7 create a basis of community-wide misplaced belief in the legali ty of what is actually fundamentally illegal cond uct harming large numbers of persons. Id . at 28. But in Rulon Jeffs’ decl ining years, his son Warren “ began to assume the mantle of authority and control.” Id . at 27. In early August 1998 , Rulon Jeffs suffered a massive stroke that “left him la rgely impaired and paved the way for [Warren] Jeffs to eventually assume complete and ab solute control of the FLDS.” Id . at 28. Although the Reinstated Trust was nominally executed by Rulon Jeffs, “[his] signature on the Trust instrument . . . was pl aced with physical assistance and guidance of others holding [his] pen hand, at the directi on of [Warren Jeffs].” Id . at 32–33. FLDS members knew Rulon Jeffs was ill at this time, but the extent of Rulon’s incapacity was kept secret from the peopl e. [Warren] Jeffs controlled what little information was given to them about Rulo n’s incapacity and claimed to be “the mouthpiece a nd memory of the Prophet.” By “ speaking for the Prophet,” Warren Jeffs stepped in to the Prophet’s shoes and too k over his roles in late 1998 and early 1999. Warre n Jeffs’ assertion of power and authority continued—and became complete—wh ile Rulon Jeffs’ mental and phy sical health continued to decline.
Id . at 111–12. Warren Jeffs had thus become acting president of the church. See M.J. v.
Wisan , 371 P.3d at 24 (labeling Warre n Jeffs “acting president of bo th the FLDS Church and the Board of Trustees of the Trust” in 2001 ). He retained this role until his father’s death in 2002, when he formally took over the titles of both Pr ophet and President of the Reinstated Trust. Aplt. App. at 112. The complaint describes how Wa rren Jeffs’ activities included t he “direction of legal counsel” in his father’s declining years. Id. at 27. It then outlines the process by which the Reinstated Trust was i ntentionally designed to establ ish Mr. Jeffs’ dominion.8 Plaintiffs allege that Warren Jeffs was obsessed with the creation of a controlled society in which he was the absolute ruler and the wholesale rape of young girls by himself and others was treated as a ceremonially s acrosanct ritual. He sought to institutionalize this atrocious p ractice and to cloak it with the superficial trappings of legal acceptance, s o he retained SC&M to develop a n overarching scheme and plan . . .
Id . at 28. During 1997 a nd 1998, prior to executing the Reinstat ed Trust, Mr. Jeffs and Mr. Parker allegedly had meetings to discuss the “complex and o ngoing series of legalistic maneuvers to be carri ed out by SC&M in order to prov ide [Mr. Jeffs] absolute, unfettered control” over the FLDS members. Id . at 32. The complaint asserts that defendants then contrived a complex and detailed scheme to manipulate the law i n such a fashion to not only take advant age of the relatively lax marita l laws of Nevada, but to create a new ente rprise, under the guise of the existing FLDS Church, which would be lega lly structured to give Jeffs ab solute control over all of the bodies , possessions, homes and funds of the FLDS as beneficiaries of the UEP Trust.
Id . at 31. This absolute control allegedly enabled Mr. Jeffs to subject FL DS members to physical torture, extortion, sever e and extreme emotional distr ess, unlawful imprisonment, kidnapping, and “ other extreme and atrocious inhu mane punishments in order to secure their utter a nd complete obedience.” Id . at 32. Defendants benefited from creating this scheme because rewr iting the Trust would give the m “peace of mind that their fees would be paid.” Id . at 111 (“[B]efore the UEP Trust was rewritten, the only assurance that Parker and SC&M h ad that they would be paid was the unsecured signature of FLDS Prophet, Rulon Jeffs, who was in his late 80s and ill.”).9 The Reinstated Trust served re ligious purposes, as the Utah Su preme Court described: The [Reinstated] Trust makes cle ar that participation in the [Reinstated] Trust is conditione d on living in accordance with the principles of the United Effort Plan and th e FLDS Church as determined by spiritual leaders. It provides that [p]articipants who, i n the opinion of the Presidency of the Church, do not honor their commi tments to live their lives according to the principles of the United Effort Plan and the Church shall remove themselves from the Trust property and, if they do not, the Board of Trustees may ... cause their removal. Lindberg , 299 P.3d at 1062 (quot ing Reinstated Trust ). This structure gave Mr. Jeffs absolute control over the church members by granting him the au thority to strip them of “nearly all of their possessions , their familial connections, their shelter and their livelihoods.” Aplt. App. at 34. T he complaint states that the Priesthood Record, Mr. Jeffs’ detailed contemporaneous a ccount of the events that tran spired in his life, contains many examples of how the Reinstate d Trust was used to control the FLDS who lived on Trust lands. When revising this i nstrument into the Reformed T rust in 2006, one state district court concluded, and the Utah Supreme Court expressly or impliedly affirmed, that the Reinstated Trust had b een drafted to facilitate illega l practices such as child rape. In the Matter of the UEP Trust , No. 053900848 (Utah Dist. Ct. Dec. 13, 2005). 2

2 In its December 2005 decision, t his Utah judge expressed a nu mber of concerns about the Reinstated Trust, inc luding that: individuals who wer e no longer active participants in the church would be excluded from consideration as Trust beneficiaries, notwithstanding their prior cons ecrations to the Reinstated Tru st, id . at ¶¶ 36, 45; religious criteria were being u tilized to determine who receive d the privilege to live on Trust property and to guide relo cation and location-sharing arr angements, id . at ¶ 44; the10 Although the allegations in the co mplaint begin with the Reinst ated Trust, plaintiffs also detail how defe ndants continued to take action to perpetuate this scheme. On one occasion in 2004, for insta nce, defendants represented the UEP Trust “in an eviction action filed in Arizona t o expel a family in retaliati on for the mother’s refusal to consent to the ‘marriage’ (rape ) of her fifteen-y ear-old daught er.” Aplt. App. at 49; United Effort Plan Tr. v. Holm , 101 P.3d 641, 643 (Ariz. C t. App. 2004). On another occasion, defendants apparently r epresented the FLDS in negotia tions with the Attorney General of Utah, who had “offered to lessen or terminate the pr osecution of bigamy and illegal polygamy if the FLDS w ould stop marrying (raping) under age girls.” Aplt. App. at 47. Mr. Jeffs described this 2003 negotiation in his Priesthood Record and confirmed that his position was “[t]here will be no compromise.” Id . (quoting Priesthood Record, January 16, 2003). Thro ughout these entries, Mr. Jeffs narrate d Mr. Parker’s

church president had extraordinary powers, including the power to appoint or remove trustees who “serve at the pleasure of the President of the Chu rch,” and the president’s approval was required for any acti on by the Board of Trustees ( particularly considering Warren Jeffs’ serious and conti nued breach of fiduciary duties) , id . at ¶ ¶ 48–50; there was language granting the church president great discretion, us ing terms such as “absolute, sole, or uncontrolled,” id . at ¶ 21 (internal quotation marks omitted); and the church president was delineatedas the remainder beneficiary, thus “directly further[ing] illegal practices” and creating “a significant risk for abuse,” id . at ¶ ¶ 52–53. In addition to these flaws in the structure of the Reinstated Trust itself, the court acknowledged the suspended trustees’ (including and especially Warren Jeffs’) “s erious breach[es] of trust,” “unfitness, unwillingness, or per sistent failure . . . to admin ister the trust effectively on behalf of the beneficiaries,” and violation of duties including “the duties of loyalty and prudent administration of the Trust.” Id . at ¶ 21 (internal quotation marks omitted). Concluding that it could excise the illegal goals of the Reinst ated Trust, the reformation effectively “stripped the FLDS C hurch president of several powe rs” and removed any requirement that the president approve actions on behalf of the Reinstated Trust (among other revisions). M.J. v. Wisan , 371 P.3d at 24.11 involvement in the negotiations, stating: Uncle Sam [Barlow 3 ] reported that he gave Rod Parker the message that I wanted any lawyers fired that would tal k compromise, and Rod Parker sa id he stands with us. So Uncle Sam will use Rod Parker to help convince these other lawyers.

. . . I got a call from Uncle Sam. He had me talk to Rod Parker, our lawyer from Salt Lake who flew south yesterday. He had quite a long talk with th e Chief Deputy Attorney General, David Myers, w ho is a former judge. Rod Parke r reported to me that none of our lawyers c ompromised our position. They only tried to convince the Attorney Generals what a useless effort this is be cause, you are not going to change that community , and how damaging it was to the families.
Id . at 47 (quoting Priesthood Record , January 21, 2003), 48 (quot ing Priesthood Record, January 22, 2003) (emphasis adde d). The complaint contains num erous such averments and specific factual assertions of defendants’ ongoing actions to enable and facilitate Jeffs’ reign of terror over plain tiffs and other FLDS members.
B. The Formation of Attorney-Client Relationships Significantly, plaintiffs allege that SC&M continually held its elf out as representing individual FLDS m embers. Citing a number of speci fic factual allegations from the complaint, their opening brief describes the defendant law firm as “knowingly misus[ing] its self-acclaimed sta tus as the victims’ personal, individual legal counsel to bring about their submission,” A plt. Br. at 4; “creating a means to ensure that each individual FLDS member was re sponsible for SC&M’s fees,” id at 22; and “empower[ing] the firm to act as Jeffs’ enforcers, compelling a bsolute submission on the

3 Plaintiffs allege that Sam Bar low was “an FLDS leader as well as a paralegal, legal assistant, case manager or a gent of SC&M who worked as a liaison for that firm with the leadership of the FLD S Church.” Aplt. App. at 22.12 part of its own clientele,” id at 42. The complaint alleges that over the years these representations and assurances wer e repeatedly made to FLDS mem bers themselves, as well as to courts, governmental a gencies, and the public at-lar ge. Aplt. App. at 42–43, 67, 70. At church services, the F LDS congregation was also reg ularly given legal updates by Sam Barlow regarding their personal representation b y defendants. Plaintiffs in fact contend that SC&M has never withdrawn from i ts legal representation of the FLDS memb ers. Plaintiffs claim they were told that their only access to legal counsel was thro ugh SC&M and that they were the refore required to personally pay the firm’s leg al fees. Aplt. Br. at 15. They a llege in the complaint that Mr. Jeffs would consistently “ca ll[] out to the FLDS in weekly meetings to pay the lawyers: [because] there is a ‘g reat need for financial help . . . resting upon us.’” Id . at 48. For example, on one occasion , Mr. Jeffs purportedly told the FLDS members “ we owe the lawyers $400,000.00 and it will grow quickly.” Id. at 56 (emphasis added). At another time, in early 2013, the complaint describes “a call fr om Jeffs to all FLDS to ‘bow their backs’ and submit ever ything they had to pay more at torney fees.” Id at 114. During one phase, “FLDS leadership regularly demanded more and more money from all FLDS for attorney fees . . . [and] $1,000 to $2,000 donations were [] demanded from each parishioner at least once a month,” id. at 85–86; during anothe r, “[c]alls for amounts up to $1,000 came almost weekly,” id. at 103. After the Texas raid in 2008, the call for attorney fees grew i ntense. All FLDS people were ordered to contribute all their extra income. The FLDS leadership ordered all FLDS people to max t heir credit cards, get addition al jobs, take loans on their cars and business equipm ent, and do anything possible to get more money to contribute toward attorney fees.13 Id. at 113. Plaintiffs further assert that some of this money came from the labor of children, who would work countle ss hours just to see their payc hecks taken for attorney fees. See, e.g. , id . at 91.
C. Concealment of Viable Causes of Action The complaint alleges that at th e same time plaintiffs were “a ssured that they were being protected by their lawyers , [defendants were] working con tinuously from at least 1997 to the present day to keep [them] and similarly situated p ersons completely in the dark” about the illegal condu ct violating their rights. Id. at 43. Defendants were aware of restrictions imposed on FLDS m embers by Mr. Jeffs, who effec tively ended members’ “access to any information and me dia from outside the[ir] commu nity.” Id . at 46. This constraint was allegedly accomp lished through, in part, Jeffs’ July 16, 2002 4 “address entitled ‘Our Prophet’s Call — Le ave Apostates [non-members] Al one Severely,’ in which he commanded th e FLDS to ‘severely’ restrict and limit th eir communications with the outside world.” Id . at 34. It was accompanied by Jeffs’ strict commands to stri ctly shun all non-FLDS Church information by not watching tel evision, reading newspapers or magazines, listening to the radio, reading bo oks, or using the internet. In this way, Jeffs prevented the FLDS adherents fro m learning about the fraud bein g perpetrated on them, that their rights were being violated and how those right s were being violated with the help of Parker and SC&M. This was intended t o and did prevent discovery by Plaintiffs of the n ature and extent of the various breaches of duties owed to them by Parker and SC&M.
Id . at 34–35 (emphasis added). Je ffs also forbade any communicat ion with prior

4 Later in the complaint this addr ess is cited as taking place two years earlier (on July 16, 2000). Aplt. App. at 73.14 members that he had sent away o r excommunicated, and he command ed the FLDS to stop patronizing businesses of non-FLDS members or using medica l services outside of the FLDS community, even under emergen cy circumstances. Id . at 46, 73, 110; see also id . at 78–79. These restrictions compounded already existing limitations whic h resulted from the seclusion and isolation o f the FLDS community. As the Utah Supreme Court explained in 1998, decades ago th e FLDS Church “decided to sett le its membership in an isolated area to avoid interfere nce with their religious practi ces.” Jeffs v. Stubbs , 970 P.2d at 1239. The complaint inc ludes many specific allegations of plaintiffs’ confinement in increasingly secl uded and hidden communities thr oughout remote parts of the country, see, e.g ., Aplt. App. at 46, 92, 98, 133, with thi s sequestration being both compelled and intensifie d by FLDS-directed security 5 and law enforcement personnel, see, e.g., id . at 104 (“Steven was regularly fo llowed by the private FLDS Ch urch security force that protects Defendant Je ffs[] and the FLDS enterprise a nd by law enforcement in Short Creek who, despite being d eputized officers, are loyal to Defendant Jeffs.”); id . at 122 (After Amy Nielson learned at her deposition that Mr. Jeffs had denounced himself as a religious fraud, she planned to escape but was told that h er home “was under constant video surveillance”); see also id. at 81, 113, 129. One plaintiff describes how she was “ moved [twenty-six] times between secret homes and compounds in Texas, South Dakota, Colorado, Nevada, Wyoming, Arizona and Utah ,” id . at 118 (emphasis added),

5 The private security force pr otecting FLDS church leaders and their interests was known as “Church Security” or the “God Squad.” Aplt. App. At 1 13.15 and how she was “treated esse ntially as a prisoner . . . and wa s seldom allowed to leave the secret houses and compounds in which she was hidden without being accompanied and watched by a Priesthood Caretaker,” id . Another plaintiff alleges a period of placement in hiding “inside a walled and gated compound . . . w here they were cut-off from all communications with ever yone, except those who lived w ith them in that compound.” Id . at 125. Local law enforcement and church security officers w ere “ordered” by church leaders to monitor one plaintiff “in case h e attempted to leave and take his younger siblings with him,” id . at 105, while another plaintiff “desperately tried to run away several times but w as caught by the FLDS police,” id . at 136. The general allegations further describe FLDS members being “ordered by Jef fs to move to Texas to live in and around . . . secret ‘la nds of refuge,’ in ‘safe hou ses,’ or at other secret locations in various western sta tes, as well as in Canada.” Id . at 54. According to plaintiffs, both th e restricted access to external communication and the physical isolation were sup plemented by plaintiffs’ lack of education. Several plaintiffs recount the rigorousl y limited nature of their educa tion within FLDS communities. See, e.g ., id. at 83, 91–92. One pla intiff describes how she had had only a small taste of life outside the religion. Sh e had been allowed to attend Kindergarten before Defenda nt Jeffs pulled the FLDS chil dren out of the public schools. . . . She had also attended religious schools where they taught reading, writing, while indoctr inating the children until those schools were also shut down. Then when she was th irteen-years-old the religious schools were replaced by homeschooling and Aly ssa herself became a teacher o f reading, math and the basics to thirty or forty other children.
Id . at 95–96. The complaint thus alleges plaintiffs’ continuing unawareness of their claims as ensured through a comb ination of physical isolation, forbidden access to media,16 and inadequate and biased educat ion, all circumstances of which defendants purportedly had knowledge.
Although plaintiffs were kept ign orant of the crimes being perp etrated against them, awareness of these atrocitie s and accompanying media atte ntion was growing in the external world. Law enforc ement initiated various criminal and fraud investigations into Mr. Jeffs, throughout which the alleged active concealment by defendants continued unabated. Mr. Jeffs was arrestedin Nevada in August of 2006 a nd was incarcerated in Utah pending trial for charges re lated to his arrangement of il legal marriages between adult men and young girls. Wh ile awaiting trial, Mr. Jeffs “re peatedly confesse[d] that he [wa]s a religious fraud and ha[d] deceived the FLDS,” and he gave instructions to defendants that the FLDS members be told so they could “begin t o put their families back together.” Id . at 56. Plaintiffs assert that these instructions were ignore d by defendants, who kept Mr. Jeffs’ admissions from the FLDS. Id . Moreover, they allege that [i]n April of 2007, Jeffs was fru strated that his efforts to te ll the FLDS he [was] a fraud had been stymied, so he attempted to admit in open court that he is a fraud, that he is not a prophet and had neve r been the Prophet. He [was] stopped by his defense lawyers. Although Parker was heavily involved in Jeffs’ criminal defen se in Utah, he attempted to ke ep his involvement secret by meeting w ith the rest of the defense team at a home in Santa Clara, Utah and other places and by not appearing at the trial. Despite knowing that Jeffs was still trying to publicly confess that he was a religious fraud, Parker made no effort to advise the FLDS that their “Prophet” was, by his own repeated and insistent admissions, not a prophet, but a complete fraud , and as a result continued to further the FLDS enterprise to the detri ment of the FLDS [members].
Id . at 56–57 (emphasis added). On September 25, 2007 , Mr. Jeffs was convicted in Utah on two c ounts of rape as17 an accomplice, and in November he was sentenced to imprisonment for ten years to life.
Id . at 21. But on July 27, 2010, the Utah Supreme Court overturn ed his convictions due to incorrect jury instructions. Id . Mr. Jeffs was subsequently extradited to Texas for trial, on pending charges which had arisen out of a 2008 law en forcement raid on a Texas FLDS compound called the YFZ Ranch . Id . at 21, 55. He was convicted for sexual assault and aggravated sexual a ssault of children, and sentence d to life in prison plus twenty years, to be served consecutively. Id . at 21. Significantly, during the process of Mr. Jeffs’ prosecutions, defendant s allegedly sought to obtain judicial approval of its efforts to keep its individual FLDS member clients uninformed o f the evidence regarding how Jeffs abused them. See Aplt. App. at 40–44.
D. Procedural History The complaint’s general allega tions are supplemented by detaile d assertions of plaintiffs’ individual losses a nd recurrent traumatic experienc es, which they each assert were facilitated by defendants. E ach plaintiff brought claims against Mr. Parker and SC&M for (1) legal malpractice , (2) breach of fiduciary duty, ( 3) fraud, (4) negligent misrepresentation, (5) civil c onspiracy, (6) civil violations o f the Racketeer Influenced and Corrupt Organiza tions Act (“RICO”), and (7) violations of the Trafficking Victims Protections Reauthorization Act (“TVPRA”). SC&M and Mr. Parker moved to dismiss the complaint under Rule 12(b)(6 ) of the Federal Rules of Civil Procedure for failure to state a claim, further arguing th at all of plaintiffs’ claims w ere barred by the applicable statutes of limitations. The distr ict court granted defendants ’ motion to dismiss. The court dismissed the first six cl aims of all plaintiffs except o ne minor plaintiff as barred by18 the relevant statute of limitati ons, and it dismissed the claim s of that minor plaintiff as well as all TVPRA and RICO clai ms for failure to state a claim.
II. Standard of Review We review de novo the dismissal of a complaint for failure to state a claim unde r Rule 12(b)(6). Childs v. Miller , 713 F.3d 1262, 1264 (10th Cir. 2013). With respect to claims dismissed as barred by the various statutes of limitatio ns, the critical issue is the date on which the claims and ca uses of action “accrue” and thus “start [] the clock ticking on the limitations period.” Robert L. Kroenlein Tr. v. Kirchhefer , 764 F.3d 1268, 1275 (10th Cir. 2014). When the dates on which the pertinent acts o ccurred are not in dispute, the date a statute of limitations accrues is a question of law. Edwards v. Int’l Union, United Plant Guard Workers, 46 F.3d 1047, 1050 (10th Cir. 1995); see also Strong v. Cochran , No. 2:14-cv-788-TC , 2017 WL 4620984, at *5 n.10 (D. Utah Oct. 13, 2017) (“Certainly a federal court may evaluate whether dates of event s pleaded in the complaint indicate on the complaint’s face that a claim is time-barred.”) . The traditional rule in Utah is that a right accrues “up on the happening of the last ev ent necessary to complete the cause of action.” Colosimo v. Roman Catholic Bishop of Salt Lake City , 156 P.3d 806, 810 (Utah 2007) (internal cita tion omitted). In certain circum stances, however, Utah courts will apply a discovery rule under which “the limitations period does not begin to run until the discovery of facts fo rming the basis for the caus e of action.” Myers v. McDonald , 635 P.2d 84, 86 (Utah 1981). The applicability of a statute o f limitations and...the discovery rule are questions19 of law, which we review for corre ctness. But the application o f the discovery rule also involves a subsidiary factua l determination—the point at w hich a person reasonably should know that he o r she has suffered a legal inju ry. Therefore, while we review the [lower cou rt’s] decision for correctness, w e apply a summary judgment standard of review to the subsidiary factual determina tion, which requires us to view the facts a nd all reasonable inferences drawn therefrom in the light most favorable to the non-moving party. Colosimo , 156 P.3d 806 at 810 (internal citations and quotation marks o mitted); see also Arnold v. Grigsby , 417 P.3d 606, 616 (Utah 2018) (“Th e issue of when [the plaint iff] knew of [his or her] le gal injury is a question of fact, but th e applicability of the discovery rule to the statute o f limitations—whether [he or she ] should have known about [his or her] legal injury—is a mixed question of law and fact.” ). With respect to the claims dismis sed as inadequately pled, “[a] t this stage in the litigation, we accept as true the well pleaded factual allegati ons and then determine if the plaintiff has provided ‘enough facts to sta te a claim to relief that is plausible on its face.’” Hogan v. Winder , 762 F.3d 1096, 1104 (10th Cir. 2014) (quoting Bell Atl. Corp. v. Twombly , 550 U.S. 544, 547 (2007)). “A cl aim has facial plausibility when the plaintiff pleads factual content that allo ws the court to draw the reason able inference that the defendant is liable for the misconduct alleged.” Ashcroft v. Iqbal , 556 U.S. 662, 678 (2009).
III. Discussion The district court dismissed th e majority of plaintiffs’ non-TV PRA claims on statute of limitations grounds. T he court then turned to the r emaining plaintiff, whose claims were tolled until she reach ed the age of eighteen, consi dering each non-TVPRA20 claim in turn and dismissing it for failing to state a claim. Finally, the court held that plaintiffs’ TVPRA claims w ere inadequately pled. We begin by examining whether pla intiffs properly stated their various claims. We will then address the pertinen t statutes of limitations, via ble avenues for tolling the limitations periods, and the appli cation of tolling to specific plaintiffs. We will conclude with an overview of what claims remain after this appeal, and w hat issues must be addressed on remand. 6

6 The dissent complains that we fa il to adhere to the district court’s ruling and the parties’ appellate arguments, and further declares that plainti ffs’ opening brief does not contest the district court’s dismissal of their TVPRA claim or the individual claims of Ms. May Musser. Dissent at 1. It is worth noting that the dis sent’s admonishment to “confine [the opinion] to the pr ecise arguments asserted on app eal,” id. at 3, is undermined by its subsequent cr iticism of the complaint’s “fail [ure] to compl y with Fed. R. Civ. P. 8(a)(1)’s ‘short and plain statement’ requirement,” id. at 4—an argument that was itself never discussed by the district court or mentioned i n any appellate briefs. Nevertheless, the dissent’s conc erns are misplaced. This is pe rhaps most astutely observed in the plaintiffs’ gener al assertion on appeal that “t he district court persistently re-cast the factual allegations in a manner substantially diffe rent from what was actually pleaded, ignoring many key averm ents and altering others.” Apl t. Br. at 37. Plaintiffs also specifically argue that th e district court improperly dism issed each of plaintiffs’ claims, and they footnote citations to the complaint where it s o alleges. See, e.g ., Aplt. Br. at 20 (arguing that district court improperly dismissed mal practice claims and supporting this argument with footnotes citing to controlling c ase law and nineteen different pages/page ranges of re levant factual allegations in the complaint). Plaintiffs identify the district court’s e rrors in dismissing their claims as inadequately pled at each stage of their opening brief. See id . at 6 (issues presented fo r review), 38 (summary of the argument), 43 (argument), 59 (conclusion). We in turn focu s our opinion on the detailed factual allegations mad e in the complaint and the ways in which the district court and the dissent both ignore and mischaracterize these allegatio ns in dismissing the various claims.21 A. Whether Plaintiffs’ Allegations State a Claim
1. Legal Malpractice and Br each of Fiduciary Duty To succeed on a claim of legal m alpractice based on negligence, a plaintiff must prove: “(i) an attorney-client re lationship; (ii) a duty of the attorney to the client arising from their relationship; (iii) a b reach of that duty; (iv) a causal connection between the breach of duty and the resulting injury to the client; and (v) actual damages.” Christensen & Jensen, P.C. v. Barrett & Daines , 194 P.3d 931, 938 (Utah 2008). The elements of a legal malpracti ce claim based on breach of fiduci ary duty are substantially the same. Id

. Plaintiffs allege that defendant s committed legal malpractice b y failing to inform them of their legal rights and th e extent to which such rights were being violated on an ongoing basis by Mr. Jeffs; by fa iling to withdraw from represe ntation when conflicts of interest arose between plainti ffs and the FLDS; and by failing to disclose to plaintiffs the true nature and structure of the legal framework they created that was used to terrorize FLDS members. Plaintiffs similar ly allege that defendants brea ched fiduciary duties to them by purporting to represent t heir best interests while simu ltaneously “facilitating a plan to exploit and harm them.” Aplt. App. at 65. The distric t court held that the factual allegations in the complaint were not legally sufficient to ple ad an implied attorney-client relationship between defendants and plaintiff May Musser, the o nly plaintiff to survive the statute of limitations analy sis. It accordingly dismissed these claims as inadequately pled. For the following reasons, w e reverse this holding with respect to the plaintiffs set forth below, and we leave it to the district court on remand to determine whether the22 remaining elements of these clai ms have been adequately pled. i. Attorney-client relationship Plaintiffs do not claim the form ation of express attorney-clien t relationships with defendants but argue instead tha t they adequately pled implied attorney-client relationships in their complai nt. An attorney-client relations hip may arise without an express contract. Cole v. Ruidos o Mun. Schs. , 43 F.3d 1373, 1384 (10th Cir. 1994); Margulies v. Upchurch , 696 P.2d 1195, 1200 (U tah 1985). Once form ed, “[t]he attorne yclient relationship is an ongoing relationship giving rise to a continuing duty to the client unless and until the client cl early understands, or reasonably should understand, that the relationship is no longer to be depended on.” Roderick v. Ricks , 54 P.3d 1119, 1127 (Utah 2002), citing In re Weiner , 586 P.2d 194, 197 (Ariz. 1978). Under Utah law, “the proper determination of whether an implied attorney-client relationship exists hinges on whether the party had a reasonable belief that it was represented.” Kilpatrick v. Wiley, Rein & Fielding , 37 P.3d 1130, 1139 (Utah 2001) (emphasis in original). “In ord er for a pers on to ‘reasonably believe’ that an attorney represents the person, (1) the p erson must subjectively believe the attorney represents him or her and (2) this subjec tive belief must be reasonable un der the circumstances.”
Roderick , 54 P.3d at 1127. The totality o f the circumstances should be considered. Kilpatrick , 37 P.3d at 1140. The general rule in Utah is th at representation of an entity do es not of itself compel representation of that en tity’s members, but such an imp lied attorney-client relationship may arise under certain circumstances. Id . “[D]irect involvement [of the23 attorney with the client’s indi vidual interests is] . . . only one factor to consider in determining whether the specific circumstances of the case demo nstrate the [client’s] belief concerning representation is reasonable.” Id. at 1140–41. For example, in Marguiles , the Utah Supreme Court conclu ded that it was not unreasonable for the individual members of a limited partnership to “believe that [the firm] was acting for their individual interests as we ll as the interests of the partnership” because the firm’s successful representation of the limited partnership would have in turn “protected the [individual members ] from substantial . . . liability.” 696 P. 2d, at 1200. In a later case, the court clarified that the test is whether, under the totality of the circumstances, the individual members reasonably be lieved the lawyer “represented their interests as individuals as distinguished from their common interests with the other limited partners.” Norman v. Arnold , 57 P.3d 997, 1002 (Utah 2002).
In Norman, the Utah Supreme Court cited th e existence of facts that “both discredit and support a conclusi on that an implied attorney-cli ent relationship existed” to ultimately conclude that the “que stion is properly answered by a factfinder, [and] it was error for the district court to d etermine, as a matter of law, that [the lawyer] did not owe the [individual members of a joi nt venture agreement] any fiduc iary duties.” Id

. Likewise, the complaint here alle ges facts that both discredit and support a conclusion that implied attorney-client re lationships existed. Reading th ese facts in the light most favorable to plaintiffs on defe ndants’ motion to dismiss, we co nclude that the totality of the circumstances in this case could lead a fact-finder to deci de that the individual FLDS members reasonably believed defe ndants were representing their individual interests.24 Defendants argue that any finding of implied attorney-client re lationships here would create a slippery slope w here “no law firm could represen t a company or organization without the risk o f being found to represent every individual constituent affiliated with that entity.” A ple. Br. at 42. But plaintiffs do not argue that their individual representation was e ither automatic through reformat ion of the UEP Trust or merely incidental to their FLDS membership. See Aple. Br. At 15. Rather, as we discuss below, they contend that thei r attorney-client relationships ar ose through (1) repetitive solicitation of money from them to pay legal fees to defendants and (2) the representations made to them ove r the years by FLDS leaders and by SC&M affiliates. Imputation of attorney-client rela tionships under the specific and unique facts of this case will not undercut the general ru les of implied representation.

a. Subjective beliefs of representation An implied attorney-client relati onship requires that the clien t subjectively believe the attorney represen ts him or her, so it is necessary to exami ne each individual plaintiff to determine whether sufficient facts were pled to support a fi nding of this subjective belief. The district court speci fically ruled only with respec t to Ms. May Musser’s claims. Ms. Musser alleges facts that both support and discred it the conclusion that an implied attorney-client relations hip existed between her and de fendants. Ms. Musser does not allege a personal belief of an attorney-client relatio nship with defendants, but she does allege that various dem ands were made for donations of attorney fees and that her paychecks were withheld at l east in part for this purpose. Aplt. App. at 91. Contrary to the district court’s determin ation, these conflicting allega tions create a genuine issue of25 fact under Utah law that is not appropriate for dismissal at th is stage. See Norman , 57 P.3d at 1002. The district court never reached t he issue of implied attorney- client relationships between defendants and the re st of the plaintiffs. Still, manyof the allegations discussed by the district court in dismissi ng Ms. Musser’s claims are wid ely applicable across all plaintiffs. See, e.g ., Bistline v. Jeffs , No. 2:16-cv-788-TS, 20 17 WL 108039 at *7 (D. Utah Jan. 11, 2017) (listing the relevant allegations regarding Ms. Musser’s claim as her financial contributions for atto rney fees and defendants’ repre sentation of the church as a whole ). Therefore, f or the convenience of the distr ict court, we highlight the rele vant factual assertions regarding each plaintiff’s subjective belief

. Because plaintiffs Derrell Barlow , Gina Rohbock, Janetta Jessop , and Wallace Jeffs are barred by all applicab le statutes of limitations, as discussed infra , the existence of an individual attorney-client relationship is a moot point w ith respect to them. Although Alyssa Bistline, Briell Decker and Ruby Jessop are notbarred by the statutes of limitations, we nevertheless dism iss their claims as a matter o f law for the following reasons. Alyssa Bistline and Brie ll Decker pled no facts whats oever in reference to either their subjective understanding o f defendants as representing th em legally or their personal payment of any of the a ttorney fees. Ruby Jessop was theoretically represented by Mr. Parker in 2008 as one of the FLDS members on the YFZ Ran ch, but she never alleges a subjective belief of per sonal representation or an un derstanding of the defendants’ role with respect to her community. Most important ly, she undertook pro se legal action in 2012 against he r husband, who was represented b y defendants, which26 indicates that at least by that p oint she had absolutely no bel ief that she was personally represented by defendants. Thus , neither Alyssa Bistline, Brie ll Decker, nor Ruby Jessop plead adequate facts to support a finding of an implied attorne y-client relationship. Like Ms. Musser, several other p laintiffs allege facts both sup porting and discrediting the existence of a n implied attorney-client relati onship. Although Vergel Barrow perhaps had a more sophis ticated legal perspective gaine d through his father’s work as a legal liaison, he still regularly contributed large s ums of money for attorney fees based on specific requests therefor and he attests to havi ng trusted Parker as “his” lawyer. Aplt. App. at 111–14. Steven Dockst ader admits “not h av[ing] much knowledge of the FLDS lawyers,” but he ma de regular payments in response to donation requests and states it was common knowledge that the majority of this mo ney was being used to pay attorney fees, even when not specifically earmarked. Id . at 103. Susan Broadbent does not attest to paying any spe cific attorney fees but allege s her subjective belief that the lawyers “were protecting her and the FLDS people.” Id . at 82. The same is true of Jason Black, who does not specifi cally allege personal payment of legal fees but states that he knew based on legal upda tes at church meetings that def endants were the lead attorneys for the FLDS and that they needed to be paid for thei r representation. Id . at 87. He further alleges that he “belie ved that [defendants] had the people’s full interests at heart, [] was assured regularly t hat they were his lawyers as w ell as the lawyers for all the FLDS[,] . . . [and] [i]f a legal pro blem arose, the people were put in contact with the Lawyer Defendants.” Id . at 88. The remaining plaintiffs speci fically allege their subjective b elief and consequent27 payments in reliance thereof. Marvin Cooke believed that Mr. P arker was his lawyer and represented his interests “[t] hrough most of his adult life,” u nderstanding that defendants represented the FLDS both as agroup and as individuals. Id . at 107. He routinely contributed money in response to specific requests for attorney fees, including his substantial income tax refunds . Thomas Jeffs states that he tr usted defendants to protect him, and describes several ways that he financially contributedto pay attorney fees and other expenses, including taking o ut signature loans and a line of credit. See id . at 128– 131. Helen Barlow was familiar with Mr. Parker and “believed that he had been hired to defend her best interests and th e interests of the FLDS,” also believing that the “attorney fees she regularly contributed h er paychecks to pay were going to [defendants].” Id . at 108. While growing up, Carole Jessop was “told that Parker was the FLDS’ attorney many times” and understood that “he was to be trusted as the la wyer protecting her and all FLDS people.” Id . at 115. She remembers many sp ecific demands for attorney fee s, and believes her family’s payment s were being made in large part to defendants. Sarah Allred “knew that Parker was the spokesman and head lawyer for the FLDS,” “trusted that he was protecting her,” “kne w she would be directed to him ” if she ever needed help with a legal problem , and “had personally paid money for his se rvices.” Id . at 128. Nolan Barlow “was taught to l ook to [defendant s] for himself [a nd] his wife and children if a legal matter arose” and had “seen example after example of FLDS people with legal problems contact FLDS leaders who then . . . would contact [def endants].” Id . at 91. The complaint describes him as a mong the FLDS members who had b een “sacrificing to pay [defendants’] legal bills.” Id . at 90. Lawrence Barlow u nderstood that defendants28 were “‘our lawyers’ representing ‘our best interest,’” and faithfully made monthly payments for attorney fees under the belief that they were goin g to approved FLDS lawyers. Id . at 99. He also understood that “there was a process you were required to follow as a member of the FLDS c hurch to obtain legal assistanc e,” and if a personal legal matter arose individual FLDS members would be directed fi rst to the legal liaison Sam Barlow and then to “approved FLDS lawyers, typically Parker .” Id

. Finally, several plaintiffs allege actual receipt of individual representation by defendants. Alicia Rohbock was ta ken to Texas because of her c hildren’s involvement in the 2008 raid, and there she witn essed Mr. Parker’s representat ion of each FLDS member on the ranch. Id . at 79. Holly Bistline was instru cted to divorce her husband in 2003, was referred to Mr. Parker, and he handled the matter. Id . at 93. Amy Nielson received personal representation by Mr. Par ker in a divorce case that di d not conclude until April 2013, and she “often spoke with Parker on his cell phone and ex changed emails on many occasions.” Id . at 121. Her subjective belief is evidenced through her Augus t 2014 email specifically requesting release from their attorney-client rela tionship. Id . at 122. b. Reasonableness of beliefs under the circumstances Under Utah law a subjective belie f is not enough. The specific circumstances of the case, in totality, must also d emonstrate that the client’s belief in individual representation is reasonable. The district court incorrectly f ocused on the 1998 revision of the UEP Trust as the capstone of plaintiffs’ alleged implied attorney-client relationships, and discounted p laintiffs’ fee solicitation argu ments because “it is not objectively reasonable to believe that simply donating funds to a church creates an29 implied attorney-client relations hip with that church’s retaine d attorneys.” Id . at 833. While plaintiffs do reference the Reinstated Trust throughout their arguments, the majority of the complaint’s rela tionship-based allegations invo lve a fee solicitation scheme far greater than the mere passing of a S unday tithing pl ate. Plaintiffs rely on the following to support the reasonableness of their belief that defendants represented each of t hem individually: their complet e sequestration within the FLDS Church that limited their i nformation sources to those pro vided by church leaders; the ongoing attorney fee solicitation within this insulated env ironment that church leaders and SC&M affiliates explained as payment for individual as well as collective representation; and the weekly legal updates in front of the en tire congregation by a person affiliated with defendant s. For example, plaintiffs all ege that: The representations, promises a nd inferences discussed througho ut this Complaint were repeated with the knowledge and consent of Parker and SC&M on their behalf in ongoing, week ly and occasionally more frequent meetings in which virtually all the FLDS assembled, either in person or listened remotely to sermons in which Plaintiffs and similarly situated persons were actively instructed to part with their funds, incl uding sometimes entire paychecks, to “keep the lawyers paid,” because “they are representing you and all of your brothers and sisters”

. . . . Id. at 66 (emphasis added). As outlin ed previously, many individua l plaintiffs reiterate how they understood that defendan ts were protecting both them and the FLDS as a whole “in exchange for the large sums of money they were paying for that protection.” Id . at 77. The complaint further plaus ibly alleges that defendants’ r egular discussions with Mr. Jeffs and other FLDS representativ es ensured defendants’ actual knowledge of both the express representations being ma de and the direct individual re liance of FLDS members.30 Unlike cases falling under the general rule that representatio n of an entity does not include representation of that en tity’s members, the circumstan ces in this case reasonably imply individual attorney-client relationships. Like the limit ed partners in Marguiles , FLDS members were informed tha t defendants’ successful represen tation of the FLDS church as a whole would in tur n protect them individually. See, e.g., id . at 42 (a legal update by Sam Barlow assured the church members that defendants were involved in their defense and that “all of you who are not named as defendants, if you believe in the work...you are in fact a defendant in this lawsuit...[as] they have made each and every [sic] one of us a defendant.”). F urthermore, they knew they wo uld be directed to defendants with any personal lega l issues that may arise, and p ersonally paid attorney fees in recognition of this individual guarantee. Most importantly, on multiple occ asions including one in 2008 and one in 2011, defendants held themselves out t o government officials and the public-at-large as representing the individual righ ts of individual members of the FLDS church. See Aplt. App. at 57, 58, 60. O n yet another occasi on, also in 2011, the affidavit of a liaison between defendants and the FLDS leadership stated that Mr. Park er and another lawyer called the FLDS to ask “if one o r more of the FLDS defendants m ight want them to provide representation.” Id . at 60. This once again eviden ces defendants’ status as “on call, standing by and willing to pe rform at the direction of th e leadership of the Church . . . [and] willing to represent any or all FLDS Defendants.” Id . (internal quotation marks omitted). With the many types o f explicit and implicit stateme nts made by defendants regarding individual representa tion, plaintiffs’ assertions tha t they believed they were31 personally represented are far from unreasonable. Thus, the to tality of the circumstances indicates that individual FLDS me mbers would have been reasonab le in believing that defendants were protecting their l egal interests as individuals , as distinguished from merely representing their common interests as a church. Finally, we emphasize that plain tiffs’ factual allegations desc ribe extremely unusual circumstances. Accordingl y, what may be reasonable in this situation varies significantly from what m ay be reasonable when there are more typical, less insular living conditions. See, e.g. , Keate v. State , No. 03-10-00077-CR , 2012 WL 896200, at *12 (Tex. Ct. App. Mar. 16, 2012 ) (expert witness stating that “[FLDS] indoctrination practices, based on the doctrin es and teachings of FLDS, allowe d members to become compliant with and complicit in underage marriages [and] sexual activity with underage children”). If individuals have been cut off from outside reso urces because of sincerely held religious beliefs and have b een actively and repeatedly de ceived as to an attorney’s responsibilities and allegiances towards them personally, it is plausible that they reasonably believed they were in dividually and collectively rep resented by that attorney. Although the district court only addressed the existence of an attorney-client relationship between Ms. Musser and defendants, this analysis o f the reasonability of subjective beliefs of representa tion under the totality of thes e circumstances can be similarly applied to all plainti ffs. We therefore reverse the district court on this issue and remand for a factual determinati on of whether implied attorney- client relationships existed between defendants and each of the follo wing plaintiffs : Sarah Allred, Helen Barlow, Lawrence Barlow, Nolan B arlow, Vergel Barlow, Holly Bis tline, Jason Black,32 Susan Broadbent, M arvin Cooke, Steven Dockstader, Thomas Jeffs, Carole Jessop, May Musser, Amy Nielson, a nd Alicia Rohbuck.
2. Fraudulent and Negligent Misrepresentation Plaintiffs base their fraudulent and negligent misrepresentatio n claims on allegations that defendants fals ely held themselves out as repr esenting and acting in the best interests of the entire FLDS membership and that plaintiff s reasonably relied on these representations in donati ng several millions of dollars i n attorney fees. See Aplt. App. at 66–69. The district c ourt dismissed the fraudulent and negligent misrepresentation claims because it concluded that the only pla intiff not barred by the statute of limitations failed to allege an implied attorney-cli ent relationship. Because we are reversing that determinati on with respect to certain plaint iffs, the district court will need to determine whether those plaintiffs sufficiently pled th e remaining elements of these claims.
3. Civil Conspiracy The district court dismissed th e majority of plaintiffs’ civil conspiracy claims on statute of limitations grounds, a nd then dismissed Ms. Musser’s claim because it concluded that none of the under lying torts alleged by plaintif fs were adequately pled. Once again, the district court w ill now need to determine wheth er plaintiffs sufficiently pled the remaining elements of this claim.
4. RICO Violations Plaintiffs did not adequately a ddress this part of the distric t court’s holding in their opening brief. When discussing the district court’s alleged mi scharacterization of their33 specific claims regarding particip ation in a criminal enterpris e, for example, plaintiffs stated, “[t]he District Court ba sed its dismissal of Plaintiff- Appellants’ TVPRA (and RICO) claims upon the absence o f specific facts which are in fa ct pleaded throughout the Complaint with specificity.” Aplt. Br. at 47. Although the br ief then specifically argues why the TVPRA claims should surv ive, plaintiffs never again men tion their RICO claim. “[W]e routinely have declined to consider arguments that are no t raised, or are inadequately presented, in an appellant's opening brief.” WildEarth Guardians v. U.S.
E.P.A ., 759 F.3d 1196, 1204 (10th Cir. 2 014) (internal citation omit ted). We do so here and decline to address pl aintiffs’ RICO claims.
5. Violations of the TVPRA 7 The TVPRA provides a civil cause of actionfor victims of any c rime under chapter 77 of title 18 of the U .S. Code. 18 U.S.C. § 1595. 8 Plaintiffs brought claims

7 The dissent claims that “[n]o where in their opening brief do plaintiffs argue that the district court erred in dis missing their TVPRA claims as in adequately pled.” Dissent at 2. But the dissent itself contradicts this alleged “procedu ral fact” with citations to specific arguments in plaintiffs ’ opening brief concerning the “flaws in the District Court’s reasoning [regardin g the TVPRA claim].” Id. at 10 (alterations in original) (citing Aplt. Br. at 47–48). This concern thus appears illusor y in light of the dissent’s own acknowledgment and analysis of these arguments that it para doxically declares to be entirely absent. Notably, defendants did not argue that plaint iffs’ TVPRA claims were time-barred and the district cour t expressly did not dismiss th ese claims on statute of limitations grounds. See Bistline , 2017 WL 108039 at *3. A ccordingly, any and all TVPRA arguments asserted by plain tiffs on appeal inevitably con cern the sufficiency of these allegations to state a cl aim. To avoid any further confu sion, we note that plaintiffs specifically argue the district c ourt erred in dismissing their TVPRA claims as inadequately pled on pages 4 5–48 of their opening brief.

8 Section 1595 provides: An individual who is a victim of a violation of this chapter may bring a civil action against the perpetrator (or whoeve r knowingly bene fits,34 pursuant to the TVPRA, alleging th at they were subjected to vio lations of 18 U.S.C. § 1589’s prohibition on fo rced labor or services. 9 Section 1589 provides the following: (a) Whoever knowingly provides or o btains the labor or services of a person by any one of, or by any combina tion of, the following means— (1) by means of force, threats o f force, physical restraint, or threats of physical restraint to that person or another person; (2) by means of serious harm or t hreats of serious harm to that person or another person; (3) by means of the abuse or thr eatened abuse of law or legal p rocess; or (4) by means of any scheme, plan , or pattern intended to cause the person to believe that, if that person did not perform such labor or serv ices, that person or another person would suffer serio us harm or physical restraint shall be punished as provided under subsection (d). (b) Whoever knowingly benefits, financially or by receiving any thing of value, from participation in aventure which has e ngaged in the provid ing or obtaining of labor or services by any of the m eans described in subsection ( a), knowing or in reckless disregard of the fact tha t the venture has engaged in the providing or obtaining of labor or services by any of such means, shall be p unished as provided in subsection (d). The statute defines “serious har m” to include “any harm, whethe r physical or nonphysical, including psychol ogical, financial, or reputationa l harm, that is sufficiently

financially or by receiving anyth ing of value from participatio n in a venture which that person knew or should have known has engaged in an a ct in violation of this chapter) in an a ppropriate district court of the United States and may recover damages and reasonable attorneys fees.

9 Plaintiffs also allege they we re subjected to violations of 1 8 U.S.C. §§ 1583 and 1591, which prohibit involuntar y servitude and sex trafficking. But plaintiffs did not mention these statutes in eith er their response in opposition t o defendants’ motion to dismiss or in their opening bri ef to this court. We therefore consider their claims under §§ 1583 and 1591 to be forfeited.35 serious, under all the surroundi ng circumstances, to compel a r easonable person of the same background and in the same circumstances to [render labor] . . . to avoid incurring that harm.” Id. § 1589(c)(2). One can violate the statute eith er as a primary offender or si mply by benefiting financially from participation in a “venture” with the primary offender. Plaintiffs allege the FLDS Church in general, and Mr. Jeffs in particular, were t he primary offenders who forced FLDS members to engage i n labor and sexual acts. Defend ants’ liability is alleged to stem from their participation in a “venture” that benefitted financially from this prohibited conduct. Therefore, to succeed in avoiding dismissa l of their § 1589 claims against defendants, plaintiffs mus t plausibly allege that they provided labor or services that were procured by a method that is prohibited under the TVP RA, and that defendants knowingly benefited from particip ating in this venture. We wil l first address whether plaintiffs have pled facts suffi cient to support a claim agains t a primary offender, because this is a necessary eleme nt for venture liability. i. The means used to force labor or services As recognized by this circuit in United States v. Kaufman , 546 F.3d 1242, 1261– 63 (10th Cir. 2008), anddescribed by plaintiffs in their respo nse to defendants’ motion to dismiss, Aplt. App. at 233–36, the TVPRA was enact ed to encompa ss more subtle forms of psychological abuse and nonvio lent coercion than those previ ously required to hold perpetrators accountable. Nine pl aintiffs have pled sufficient facts to maintain a claim against Mr. Jeffs and the FLDS c hurch under the TVPRA. Accordi ng to the general allegations in the complaint, whe n FLDS members were “ordered” to do something they36 had no choice but to comply. This was due to Mr. Jeffs’ purported control over every aspect of their lives, which “cr eate[d] the ability to punish m alcontents or recalcitrant followers with swift and horrend ous punishments, including the loss of all shelter, food, medical care, cash, livelihood , and other essential support mec hanisms necessary to an endurable daily existence.” Id . at 29; see also id . at 106 (“The FLDS Church represented not just a way of living, but ove r time, it made the FLDS depen dent and captive. It [] entrapped them because it was th eir ‘retirement plan’ in this w orld and their ticket to salvation in the next.”). The c omplaint alleges that “[p]laint iffs were threatened with force, kidnapped, physically rest rained, [and] threatened with other harms . . . if they failed to cooperate with the d ictates of the Prophet.” Id . at 73. Other articulated punishments include “intense an d prolonged forced labor for und erage workers and adults alike, which labor was typically performed in dangerous construction or excavation activities in which saf ety precautions were regularl y ignored.” Id . at 34. Furthermore, plaintiffs maintain that “Jeffs employed the instr umentalities of the law to illegally punish those w ho appeared to be unwilling to s ubmit . . . [through] loss of property, loss of a place to liv e, [and] loss of livelihood.” Id . at 46. This domination was allegedly enabled through the Reinstated Trust and Mr. Jeffs’ r esulting control of FLDS members’ property. For example , one plaintiff claims he was or dered to pay more in religious “contributions” upon th reat of expulsion and that he did so out of fear of the “repercussions for disobedience, which include expulsion from the FLDS Church and UEP Trust property where [he] both lived and worked.” Id . at 104; see also id. at 49–50 (example of this threat being ca rried out, with defendants usin g the Trust to evict an37 FLDS family that disobeyed Je ffs). Another plaintiff allegedly lost her job as a result of her “disobedience” when she state d that she was not yet ready t o be married. Id . at 115. Such tangible losses and the use of legal processes to enforce these harms legitimize plaintiffs’ claims under the TV PRA. These and other similar ge neral allegations, when combined with the sp ecific facts outlined b elow, are sufficient to plead violations of § 1589(a). ii. Specific plaintiffs’ labor or services Three plaintiffs focus their cla ims solely on labor in the trad itional sense. They claim that the described threats and punishments were used to “ induce them to work for free or at unlawful rates of com pensation for years on end at d angerous, difficult, demeaning and unpleasant jobs as well as at jobs that would be considered acceptable but for the fact that [they] were not permitted to keep fair compen sation for such work.” Id

. at 73. Steven Dockstader states that in 2004 he was ordered as a twelve-year-old to move to Texas and engage in hard physical labor to build up the YFZ Ranch. For the following seven years he “did little othe r than construc tion and other fo rms of hard labor, receiving no payment for his work.” Id . at 103. Mr. Dockstader worke d extreme hours without breaks, and “[t]he stress of the l abor he engaged in while in T exas caused [h is] appendix to burst.” Id . Similarly, Thomas Jeffs explains that his formal education s topped in 2002 when he was fifteen-years-old and he was subsequently assigned to work for a series of FLDS controlled companies. Id . at 129. For the first couple of years, Thomas Jeffs states that he received only approximat ely one-fourth of each paycheck , with the rest taken by FLDS leadership. In fo llowing years, he often received a full paycheck but was expected38 to immediately turn it over for pa yment of FLDS expenses. Fina lly, May Musser claims that she was required at age thi rteen to work at a clinic under her older sister’s name, with her paychecks made out to her o lder sister and surrendered to the FLDS church as part of a mandated practice. She further states that as a child she wa s “required to perform manual work for which she was not paid, which caused an injury to her back, and was not allowed the medical care she needed.” Id . at 91. Notably, “[l]abor or services in § 1589 is not limited to work in an economic sense and extends to forced sexual acts.” Ricchio v. McLean , 853 F.3d 553, 556 (1st Cir. 2017) (citing Kaufman , 546 F.3d 1259–63) (int ernal quotation mark s omitted). This c ourt’s analysis in Kaufman assessed a variety of sources to reach this ultimate conclusio n. 546 F.3d at 1261–63. These included one academic article observing that the context of compelled sexual chores surrounds the Thirteenth Amendment’s pr ohibition against forced labor, another article rea soning that slaves who were vi ctims of sadism and torture (instead of being put in the fiel ds) were still covered by the core of the Thirteenth Amendment, and a Fourth Circuit case recognizing sexual abuse a s a badge and incident of servitude. See id . at 1262. A number of plainti ffs here sufficiently allege suc h compelled sexual acts and sexual abuse. Janetta Jessop alleges both coer ced sexual activity and forced labor in the traditional sense. She was “ma rried” to Mr. Jeffs in 2003, whe n she was only sixteenyears-old. After their marriage , she “approached Defendant Jef fs and told him she wanted to have a baby. Without giving her any explanation, Jef fs told Janetta to take off all her clothes and sit on his la p. She obeyed . He then engag ed in sexual activity with39 her without intercourse.” Aplt. A pp. at 135. She also worked at a clinic where, although she was paid for her work, her fa ther made her turn all of the money she earned over to the Prophet. During this period “she desperately tried to run away several times but was caught by the FLDS police based in Short Creek a nd returned to her FLDS parents.” Id

. at 136. Susan Broadbent alleges that Jef fs commanded her to enter into a “spiritual marriage” with her 51- year-old cousin when she was sixteen-year s-old. Id . at 83. She actively avoided sexual relati ons with him for as long as possi ble but eventually “succumbed to the pressure to [have] sex with her ‘husband’ on the night before September 1, 2003.” Id. Gina Rohbock states that she wa s “spiritually married” at age 16 on December 28, 2001, “at the c ommand of Defendant Jeffs.” Id . at 83. Although sixteen-year-old Gina did not meet 23-year-old Richard until th e day of her “spiritual marriage” to him, he so on engaged in sexual relations with her. Id . at 84. The complaint states that in 2001, at age four teen, Ruby Jessop had to stop a ttending ninth grade and was forced into a marriage with her second cousin and step-brot her, who proceeded to “viciously rape[]” her. Id . at 80. Eighteen-year-old Carol e Jessop allegedly received a message from Mr. Jeffs on May 1, 2 003, informing her that she w ould be married to a grown, already-married man later that same day. Although Ms. J essop protested, she was told that she had no choice. Id . at 115. Finally, Briell Deck er asserts she was “coerced by Jeffs to enter into a plural s piritual marriage” on January 18, 2003, when she was eighteen-years-old. Id . at 117. She was then subjected to extensive “training” which included “the deprivation of cer tain freedoms, foods and person al items; punishments and40 rewards; intense indoctrination and study; medication; [and] se xual activities.” Id . at 118. Each of these plainti ffs was a teenager at the time she was pur portedly ordered into a sexual relationship with a significantly older man—order ed by her Prophet, whom she had been raised since birth to believe “only does right.” See id . at 121. “A victim’s age or special vulnerability may b e relevant in determining whe ther a particular type or a certain degree of physical or leg al coercion is sufficient to h old that person to involuntary servitude.” United States v. Kozminski , 487 U.S. 931, 948 (1988). In the same way, these plaintiffs’ youth and vulnerability, particularly with re spect to the parties who were forcing them into this labor, c ontribute to the plausibility of their allegations under §1589. Each of the plaintiffs listed ab ove alleges facts sufficient t o preclude dismissal on the issue of whether or not the y were victims of forced labor u nder §1589. We now turn to whether they allege suffici ent facts to support liability fo r defendants. iii. Venture liability As we stated above, § 1589 holds not just primary offenders acc ountable but also anybody who knowingly “benefits, fi nancially or by receiving an ything of value, from participation in a venture which has engaged in” forced labor. § 1589(b). While the term “venture” has not beendefined in the cont ext of § 1589(b), the First Circuit recently persuasively applied the defin ition from another TVPRA subsecti on to the forced labor

context. See Ricchio , 853 F.3d at 556. In § 1591(e )(6), “venture” is defined as “a ny group of two or more individuals associated in fact, whether or not a legal entity.” The41 district court here held that def endants did not participate in a “venture.” We disagree.
In Ricchio , the First Circuit became the firs t court to elaborate on the de finition of “venture” in the context of the TVPRA. In that case, defendant McLean took Lisa Ricchio captive and brought her t o a motel owned by husband and wife defendants, the Patels. Mr. McLean “physically and sexually abused Ricchio, re peatedly raping her, starving and drug ging her, and leaving her visibly haggard and bruised.” Id . at 555. The Patels and Mr. McLean had previous ly collaborated in unspecifie d “commercial dealings.” Id. While Ms. Ricchio was captive, McLean and Mr. Patel enthusiastic ally expressed [intent to rein state these commercial dealings] by exchangi ng high-fives in the motel’s parking lot while speaking about “getting this thing going again,” in circumstanc es in which McLean’s coercive and abusive tr eatment of Ricchio as a sex sla ve had become apparent to the Patels. Ms. Patel had not only nonchalantly ig nored Ricchio’s plea for help in escaping from McLean’ s custody at the motel but, wh en visiting the rented quarters to demand further payment, had shown indifferen ce to Ricchio’s obvious physical deterioration. A nd in plain daylight view of the front office of the motel, either of the Patels on duty there would have seen M cLean grab Ricchio, kick her, and force her b ack toward the rented quarter s when she had tried to escape.
Id. The First Circuit concluded that these facts supported, among o ther TVPRA claims, a plausible § 1589 forcedlabor claim against the Patel s. It reasoned that the Patels profited from McLean’s re nting of space to use in obtain ing forced sexual labor or services and thus benefite d from McLean ’s conduct. Id . at 556. Because knowingly benefitting made them equally lia ble, the First Circuit reverse d the district court’s dismissal for failure to state a claim with respect to venture liability under § 1589(b). The opinion, written by retired Sup reme Court Justice David Sou ter sitting by42 designation, emphasized that the court “[gave] attention to the whole body of allegations as circumstantially supplying m eaning to particular acts by the Patels that the trial judge found too ambiguou s to support the claims when considered in is olation.” Id. at 557. For instance, “the district court f ound it ‘meaningless’ that McLea n and Mr. Pat el exchanged high fives.” Id. But the First Circuit disagreed , explaining that “[i]n isolat ion this may be so, but the complaint is to b e read as a whole, and we read the statement in light of the allegations of the Patels’ compl aisance in response to the seve ral alleged exhibitions of McLean’s coercive and brutal beh avior to a physically deteriora ting Ricchio.” Id. In the present case, the complai nt recounts in great detail how defendants were responsible for creating the intr icate scheme that both enabled forced labor and allowed the threats which enforced that labor to be effective: a scheme far surpassing the district court’s limited description of m erely “help[ing] with Trust doc uments.” Bistline , 2017 WL 108039 at *9. Defendants had ample notice of the illegal ac tivities which were taking place within the FLDS community while they were actively seeking to enforce Mr. Jeffs’ control and simultaneously protecting him from any liabi lity. Jeffs’ Priesthood Record makes v arious references to Parker and his awareness of Jeffs’ practices with underage brides and the manner in which h e claimed that the Lord instructed him to ignore th e legal actions and complaints against him and the FLDS and to never compromise o r retreat from his present course of action, but instead to rely upon Parker and other lawyers operating under h is direction to strategically battle and evade t he attacks brough t by non-belie ving victims. Aplt. App. at 51. The complaint a lleges that the scheme set up by defendants was designed expresslyfor the purpose of facilitating th ese crimes and also ensuring that defendants would personally reap ample benefits therefrom. For instance, plaintiffs43 allege that defendants and Mr. J effs “actively discussed [Jeffs ’] illegal goals” in setting up the Reinstated Trust, id . at 29–30, and that Mr. Jeffs ret ained defendants’ legal couns el for the purpose of developing a sc heme to “cloak” forced labor and ritual rape of young girls “with the superficial trappings of legal acceptance,” id . at 28. They also allege that “a large part of the reason for re writing the Trust was to give Parker and SC&M peace of mind that their fees would be paid.” Id . at 111. Plaintiffs further claim that de fendants actively maintained an d extended this scheme over the years. Their con duct purportedly included, but was not limited to, using the Reinstated Trust to carry out the types of threats that compelled plaintiffs’ obedience to Mr. Jeffs and consequent forc ed labor by, for example, repre senting the Trust in an eviction action “to expel a fam ily in retaliation for the mothe r’s refusal to consent to the ‘marriage’ (rape) of her 15-year-old daughter.” Id . at 49–50; see also id. at 50. Importantly, like in Ricchio , some facts alleged in the compl aint here indicate defendants’ “complaisance” in response to exhi bitions of TVPRA violations. One enumerated example is the negotiation in whi ch defendants explained Jeffs’ refusal to compromise with the Attorney General, reite rating that “y ou are not going to change that community” and attempting to convince ever yone involved that it was a “use less effort” to try and interfere with the marriag e of underage girls. Id . at 48. Another is the allegation that Mr. Parker personally and knowingly utilized ma nual labor in exchan ge for legal services, through construction and remodeli ng work on his real estate, de spite knowing that he was not actually representing the be st interests of these individua ls and that they would not receive the benefit of their labor. See id . at 72, 212.44 As in Ricchio , these acts fully support the TVPR A claims when read in light of the complaint as a whole. Defendant s’ knowledge extended beyond th e generic religious practices that they had acknowled ged as raising “serious legal questions” and included graphic evidence of the ceremoni al rape of little girls (which was provided to them by the FBI in 2005 at the latest, and wa s also garnered from their man y representations of church members accused of sexual crimes). Id . at 49, 75. Plaintiffs contend that despite extensive knowledge of the way s Mr. Jeffs was using his power t o harm plaintiffs and other similarly-situated indivi duals, defendants continued to u se their legal expertise to uphold this scheme. See, e.g., id . at 57 (“Parker participated behind the scenes in the [Texas] criminal defense of [Mr.] Jeffs and the other men by in terviewing and organizing teams of defense lawyers and by assuring that those lawyers did not share information about Jeffs' conduct with the F LDS.”) All of these allegations are set within the previously described context o f plaintiffs’ extreme isolation f rom the external world, circumstances of which defendant s were well aware, as well as w ith defendants’ express and sanctioned reassurances tha t they individually represented plaintiffs and with their solicitation of large financial payment from plaintiffs for the se purposes. To top it off, plaintiffs allege that some of d efendants’ legal fees were bein g funded by the forced labor of children, with defendants ’ awareness and acquiescence. Id . at 46 ,72, 91. We do not present this summary as necessar ily exhausting every variant of statutory violation and basis for civil liability that coul d survive the motion to dism iss, but merely to indicate that the claims so summarized are supported by factual allegati ons and reasonable inferences sufficient to pass muster under the plausibility standard. See Ricchio , 853 F.3d45 at 557.
In Ricchio , the owners of a motel were awar e of a woman being held agains t her will and sexually abused while in their hotel. Id . at 555. They did no thing to expose the cruel conduct, even tacitly appr oving of it through a high-five with the offender, and benefitted from this conduct thr ough the offender’s continued p ayment for a room. In this case, plaintiffs allege f acts supporting their claims that defendants were well aware of the crimes being committed agai nst plaintiffs, did nothing to e xpose these atrocities, tacitly approved of the conduct by constructin g a scheme for th e purpose of enabling it, and benefited for years from plai ntiffs’ payments of a consider able amount of attorney fees. These combined allegations create a reasonable inference that defendants were participating in a venture with Mr. Jeffs which involved forcedlabor and services. Considering all of these circums tances, the previously enumerat ed plaintiffs have sufficiently pled that defendants “benefit[ted], financially . . . from participation in a venture which [w]as engaged in” a proscribed action under §1589 of the TVPRA. 10
B. Statute of Limitations A complaint need not anticipate any affirmative defenses that m ay be raised by the defendant, including the statu te of limitations; it is the defe ndant’s burden to plead an

10 The dissent claims that plain tiffs failed to cite any authori ty that would render defendants vicariously liable for Jeffs’ TVPRA violations, and that “plaintiffs do not identify any additional legal or o ther work that these defendan ts performed [beyond drafting the Trust] to support J effs’ scheme.” Dissent at 11. However, this sweeping declaration ignores all the ab ove-enumerated allegations as wel l as our entire analysis regarding Ricchio

. See also Aplt. Reply Br. at 24 (citing Ricchio to support defendant’s TVPRA liability).46 affirmative defense. Fernandez v. Clean House, LLC , 883 F.3d 1296, 1299 (10th Cir. 2018) (citing Gomez v. Toledo , 446 U.S. 635, 640 (1980)); see also Federal Rule of Civil Procedure 8(c)(1) (explicitly listi ng statute of limitations as an affirmative defense). Indeed, it is only proper to dism iss a complaint based on an af firmative defense when the complaint itself admits all the elements of the affirmative def ense. Id. 11 With respect to plaintiffs’ state -based claims, we apply Utah’s statutes of limitations. We must also apply Ut ah’s tolling rules, which ar e “an integral part of the several policies served by th e statute of limitations.” Elm Ridge Expl. Co., LLC v. Engle , 721 F.3d 1199, 1210 (10th Cir. 2013). Pla intiffs’ claims canno t be properly dismissed, therefore, unless they allege fact s plainly establishing that t heir claims have expired and cannot be tolled under Utah law . We now turn to plaintiffs’ va rious claims to ascertain the applicable statutes of limitations. 12

11 Utah law, which gove rns what party bears the ultimate burden of proof on this issue, is to the same effect. See Young Res. Ltd. P'ship v. Promontry Landfill LLC , 427 P.3d 457, 466 (Utah Ct. App. 2018 ) (statute of limitations is a n affirmative defense); Pierucci v. Pierucci , 331 P.3d 7, 13 (Utah Ct. App. 2014).

12 Overlooking these precedents, t he dissent believes plaintiffs “failed to offer the district court sufficient allegations to allow it to conclude t hat the applicable statutes of limitations were or at least might have been tolled.” Dissent at 8. But the application of tolling through the discovery rule is relevant only to a statut e-of-limitations defense; accordingly, plaintiffs did not h ave the burden to plead on thi s issue. See Fernandez , 883 F.3d at 1299. Nevertheless, pla intiffs here actually did alleg e facts underlying the application of the discovery rule. See, e.g., Aplt. App. at 43 (complaint alleges defendants were “working conti nuously from at least 1997 to the present day to keep the Plaintiffs and similarly situated persons completely in the dar k about these matters”); id

. at 35, 41, 45, 91 (other allegati ons in the complaint that defe ndants’ misconduct prevented plaintiffs’ discovery of their claims); id. at 245–247 (plaintiffs ’ argument to the district court that plaintiffs d id not discover their claims un til “shortly before this action was filed.”); see also Pierucci , 331 P.3d at 13 (noting that, i n Utah, a general statement47 1. Applicable Statutes of Limitations i. Fraudulent misrepresentation Claims in Utah for fraudulent misr epresentation have a three-ye ar statute of limitations. Utah Code Ann. § 78B -2-305(3). Alth ough plaintif fs did allege relevant activities taking place throughou t 2012-2014, there is no quest ion that many of the crucial events related to their causes o f action transpired more than three years before they filed suit. As the district court noted: The Trust was amende d in 1998. The colle ction of donations fro m members for attorney’s fees began at least as early as 2001. Defendants al legedly held themselves out as representing in dividual FLDS members in 2008 and 2011. Jeffs allegedly admitted that he was not the Prophet around 2007. De fendants’
that plaintiff did not discover c auses of action until a date w ithin the limitations period is sufficient to survive a motion to dismiss, even if general stat ement is not expanded upon). Accordingly, only those plainti ffs who alleged additional facts admitting that the relevant statutes of limitations were not s ufficiently tolled with respe ct to their individual claims—for example, by pleading specific dates of discovery out side the limitations periods—may be dismissed on limitations grounds. Case law in the Third and Sevent h Circuits supports our analysi s. See Sidney Hillman Health Ctr. of Ro chester v. Abbott Labs., Inc ., 782 F.3d 922, 9 28–29 (7th Cir. 2015) (“Dismissing a complaint as untimely at the pleading stag e is an unusual step, since a complaint need not antic ipate and overcome affirmative defenses, such as the statute of limitations. . . . It is true that, if a plaintiff a lleges facts sufficient to establish a statute of limitations defense, the district court may dismiss the complaint on that ground. But we have cautioned that this irregular approach is appropria te only where the allegations of the complaint its elf set forth everything necess ary to satisfy the affirmative defense. As long as there is a conceivable set of fa cts, consistent with the complaint, that would defeat a statute-of-limita tions defense, questions of timeliness are left for summary judgment (or ultimately trial), at which point the district c ourt may determine compliance with the statute of limitations b ased on a more complete factua l record.”) (emphasis added) (internal citations a nd quotation marks omitted); Schmidt v. Skolas , 770 F.3d 241, 251–52 (3d Cir. 2014) (“This cour t has stated, in the context o f the discovery rule, that when the pleading does not reve al when the limitations period b egan to run ... the statute of limitations cannot justify Ru le 12 dismissal. Several of our sister circuits have held the same.”) (internal citation omitted).48 involvement with the Trust ended in 2005.
Bistline , 2017 WL 108039 at *3. Plaintiffs are incorrect in assu ming that their claims failed t o accrue until the occurrence of the very last associated event. 13 A cause of action accrues (and is complete) when a plaintiff could have first filed and prosecute d an action to successful completion. 14 DOIT, Inc. v. Touche, Ross & Co. , 926 P.2d 835, 843 (Utah 1996). As alleged in the complai nt, there are events which occ urred many years before plaintiffs brought suit that fulf ill each element of a cause of action for fraud. See Aplt. App. at 209–219. Acco rdingly, absent to lling, plaintiffs’ frau d claims are time-barred. ii. Negligent misrepresentation The district court applied the th ree-year limitations period fo r fraud, relying on a 2012 Utah case. See Mackay v. America’s Wholesale Lender , 2012 WL 464648, at *2 (D. Utah Feb. 13, 2012) (“The st atute of limitations applicable to a negligent misrepresentation claim is three years.”). The parties do not argue otherwise.

13 The dissent ostensibly falls pre y to this same legal misunder standing, claiming that plaintiffs fail to provide any ex amples of defendants’ wrongful conduct “that would have served as the events n ecessary to save their various causes of action from a statute of limitations bar.” Dissent at 3. N evertheless, the complaint a nd plaintiffs’ appellate briefs did in fact list many relevant e vents as taking place after the 2008 marker that the dissent cites as the end of defendants’ i nvolvement, which are in turn frequently cited throughout this opinion.

14 But see infra for discussion of potential app lication of the continuing tort doctrine.49 iii. Malpractice, breach of fiducia ry duty, and civil conspiracy 15 Legal malpractice and breach of fi duciary duty both require the formation of a relationship of trust between p laintiffs and defendants, and de fendants’ subsequent breach of that duty. A four-yea r statute of limitations applie s to plaintiffs’ legal malpractice and breach of fiduciary duties claims. Utah Code A nn. § 78B-2-307(3). Subject to the analysis above, these claims are also time-barre d unless they are equitably tolled. iv. TVPRA Plaintiffs also allege claims under the federal TVPRA statute. A claim under the TVPRA must be brought within tenyears either after the cause o f action arose or after the victim reaches eighteen years o f age (if the victim was a minor at the time of the alleged offense). 18 U.S.C. § 1595(c). The district court did not dis miss plaintiffs’ TVPRA claims on statute of limitations grounds, and defendants do not argue that the claims should be time-barred. As will be come clear from our analysis below, some of the events that could trigger a TVPRA cause of action happened outside of this ten year window. However, because plaintiffs had n o reason to brief any theories as to why those particular claims should be tolled, we will not address any statute of lim itations issues with respect

15 Because the validity of the civ il conspiracy claims is tied t o the validity of the claims upon which they are based , we will not address them separately. Strong , 2017 WL 4620984 at *11 n.6. The district court dismissed these claims on the basis that the underlying torts were not adequat ely pled; in the same way, pla intiffs’ opening brief tied their analysis of civil conspira cy to the adequa cy of their ple adings of the underlying torts. Because plaintiffs claim the district court was incorre ct in dismissal of these claims and argue specifically why this is so in the context of arguing the underlying torts, we will not consider this argument forfeited.50 to plaintiffs’ TVP RA claims.
2. Tolling the Limitations Periods i. The age of majority There are multiple exceptions to the rule that “a statute of li mitations begins to run upon the happening of the last ev ent necessary to complete the cause of action.” Colosimo , 156 P.3d at 810. One such exception is that “in the case of a plaintiff who is under the age of majority or menta lly incompetent, the statute of limitations will be tolled until plaintiff is free from the disability.” Id . In this case, plainti ff May Musser turned eighteen-years-old in 2015. Acco rdingly, the limitations perio d on all of her claims only began to run in 2015, and none are time-barred because the comp laint here was filed on July 13, 2016. The complaint lists eight othe r minor plaintiffs: A.B., A.B., M .B., P.B., T.B., R.R., R.R., and B.J.R. But they are in cluded only by reference in th eir mothers’ sections, their claims do not have a nexus to defendants, and there are no alle gations of facts upon which relief could be granted. Th erefore, despite not being ti me-barred by the statute of limitations, their claims do not su rvive. The district court d id not err in dismissing them. ii. Continuing tort doctrine Plaintiffs argue in their opening brief that the district court failed to consider key factual averments in their compl aint when determining the comme ncement of the statutory periods, including ig noring “continuing tortious cond uct.” Aplt. Br. at 41. “A tort cause of action accrues when all its elements come into be ing and the claim is actionable.” Hatch v. Davis, 102 P.3d 774, 784 (Utah Ct. A pp. 2004) (internal citation51 omitted). However, where a tort involves a pattern of continuo us and ongoing tortious conduct, the cause of action accr ues and the period of limitati ons begins to run at the time the last injury occurred or the tortious conduct ceased. See Tiberi v. CIGNA Corp ., 89 F.3d 1423, 1430 (10th Cir. 1996); see also Bingham v. Roosevelt City Corp ., 235 P.3d 730, 745 (Utah 2010). C ontinuing dama ges stemming from a singl e initial violation do not constitute a continuing tort. Hatch, 102 P.3d at 785 n.18. The Utah Supreme Court has rec ognized the continuing tort doctr ine (also referred to as “continuing wrong,” “contin uing harm,” or “continuing vio lation”) as an exception serving to toll the statute o f limitations, and has applied it in a variety of situations including nuisance, trespass, i ntentional infliction of emotion al distress, continuous negligent treatment, and continuing negligence. Bingham , 235 P.3d at 745. Utah courts have not mentioned the doctrine when analyzing any of the types of tort claims at issue here. But a number of cases bea r mentioning. Construing New M exico law, we have applied the doctrine to toll th e statute of limitations for fraud and negligent misrepresentation. See Tiberi , 89 F.3d at 1431; see also Corbeau USA, LLC v. Corbeau Seats, Ltd ., 2007 WL 1964516, at *4 (D. Uta h July 2, 2007) (federal distr ict court in Utah cited Tiberi but recognized that Utah court s have not ruled on this matter) . Recognizing that New Mexico courts have not adopted the continuing harm doc trine with respect to legal malpractice claims, we de clined to adopt it on their beha lf in Spencer v. Sommer , 91 Fed. Appx. 48, 52 ( 10th Cir. 2004) (unpublished). But state co urts elsewhere have applied the continuing harm doctr ine to legal malpractice and a ssociated fraud-based claims. See, e.g. , Giulietti v. Giulietti, 784 A.2d 905, 926 (Conn. App. Ct. 2001). And,52 notably, the Utah Court of Appeals has cited with approval Cali fornia’s application of the continuing wrong doctrine to ci vil conspiracy, although it has not itself applied the doctrine. See Currier v. Holden , 862 P.2d 1357, 1377 (U tah Ct. App. 1993) (citing Wyatt v. Union Mort. Co., 598 P.2d 45, 53 (Cal. 1979)). Adoption of the continuing tort doctrine raises the question of how it interacts with the discovery rule (another tolli ng doctrine, discussed in more depth below). In the only Utah-based cases explicitly men tioning both doc trines, the fede ral district court appeared to treat them as alternative methods of tolling the statute of limitations. See Sasser v. Salt Lake City Corp ., 2017 WL 5991732 * 4–5 (D . Utah Dec. 1, 2017); see also Corbeau, 2007 WL 1964516 at *2. Because we hold below that there are still factual issues to be resolved regarding tolling under the discovery rule, we leave any additional analy sis regarding the application of the continuing to rt doctrine to further proceedi ngs in the district court.
3. Tolling Through the Discovery Rule The discovery rule is another exc eption to the general statute of limitations. “Under the discovery rule, the limitations period does not begi n to run until the discovery of facts forming the basis for the cause of action.” Berenda v. Langford , 914 P.2d 45, 51 (Utah 1996) (internal citations and quotation marks omitted). Utah courts recognize three situations in which the discove ry rule applies: when there is ( 1) a statutory tolling provision, (2) an exceptional ci rcumstance, or (3) fraudulent c oncealment. Colosimo , 156 P.3d at 810. The latter two are referred to as “equitable” discovery rules. Russell Packard Dev., Inc. v. Carson , 108 P.3d 741, 747 (Utah 2005). Plaintiffs do not mention53 the exceptional circumstances doc trine anywhere in their openin g or reply briefs, even though the district court analy zed this exception in its order. We therefore consider this particular discovery argument forfeited. WildEarth Guardians., 759 F.3d at 1204. Utah courts consistently acknowl edge that, at root, the applica tion of the discovery rule is a factual matter. See, e.g. , Colosimo , 156 P.3d at 817; see also Arnold v. Grigsby , 417 P.3d 606, 616 (Utah 2018). The analysis of the fraudulent c oncealment iteration of the discovery rule at this stage of court proceedings is outlin ed as follows: The question of when a plaintiff reasonably would have discover ed the facts underlying a cause of action in light of a defendant’s affirmat ive concealment is a highly fact-dependent legal ques tion that is necessarily a matt er left to trial courts and finders of fact . . . preclud[in g] [summary judgment or dis missal] in all but the clearest of cases, i.e., when the facts fall on two opposite en ds of a factual continuum. These include situa tions in which either (1) the fac ts are so clear that reasonable persons could not dis agree about the underlying fact s or about application of the governing leg al standard to the facts, or (2 ) the facts underlying the allegation of fraudulent con cealment are so tenuous, vague, or insufficiently established that the claim fails as a m atter of law. Carson, 108 P.3d at 750–51 (internal citations and quotation marks omitted). As explained below, the present s ituation does not fall on either end of this factual continuum. The Utah Supreme Court has acknowledged that “[a]lthough deceptively simple in theory, the [discovery ] rule has led to disarray as c ourts have attempted to articulate and apply hard and fixe d subrules to determine wheth er a statute of limitations should be tolled as a matter of l aw on the particular facts of specific cases.” Berenda , 914 P.2d at 52. The district court’s analysis in the present case relied on Colosimo , Berenda , Carson, and Baldwin v. Burton, 850 P.2d 1188 (Utah 1993), to conclude that the statutes54 of limitations here are not eligible for tolling. As we articu late infra , we are not persuaded that those cases support the district court’s conclus ion. i. Statutory tolling Plaintiffs’ misrepresentation cl aims are the only ones that con tain a statutory discovery provision. Utah Code A nn. § 78B-2-305(3) provides th at “the cause of action does not accrue until the discover y by the aggri eved party of the facts constituting the fraud or mistake.” Under Utah’s st atutory version of the disco very rule, the limitations period is triggered when the p laintiff “has actual knowledge of the fraud or by reasonable diligence and inquiry should know[] the rele vant facts of the f raud perpetrated against him.” Colosimo , 156 P.3d at 811 (internal citati ons and quotation marks omitt ed). This knowledge, actual or constructiv e, signifies accrual of the cla im and triggers the immediate running of the statute of limitations because the fac ts known to the plaintiff should have incited suspicion of fraud and would have prompted a reasonably prudent person to begin to investigate. See Donner v. Nicklaus , 197 F. Supp. 3d1314, 1325 (D. Utah 2016). When a statutory tolling provis ion exists, as is the case for f raud, “the question is not whether the discovery rule applies—it do es by virtue of the statute, b ut rather, when a plaintiff either discovered o r should have dis covered his or her cause of action, thereby triggering the running of the statute of limita tions.” Carson , 108 P.3d at 746 (internal citati ons and quotation mark s omitted) (emphasis in original). In this case, plaintiffs allege that they were not on notice of a duty to inquire into their causes of action until r ecently (less than three years be fore their July 2016 filing date). See, e.g. , Aplt. Br. at 11; see also Aplt. App. at 247. The fraud statute of55 limitations involved here almost always presents a question of fact as to when plaintiff did discover or should have disco vered the defendants’ wrongdoi ng. Dah v. Gardner , 583 F. Supp. 1262, 1266 (D. Utah 1984) (internal citation and q uotation marks omitted); see also Strong, 2017 WL 4620984 at *4 (the rele vant question for accrual purpos es is “when the Trustee should have discovered the existence of, for example, the fraud based claims,” which is “factual in nature”). The question here is w hen plaintiffs knew or should have known that defendant s were falsely claiming to be l egally representing the best interests of individual FLDS members. The district court held that the facts known to plaintiffs were sufficient to constitute a duty to inquire m any years ago. It based this conclusion on plainti ffs’ purported knowledge of Mr. Jeffs’ act ions, the connections between him and defendants, and d efendants’ various legal repre sentations of some FLDS members with respect to bot h the Trust and some custody di sputes. Aplt. App. at 828. Concluding that “[t]he fact s known to Plaintiffs were eno ugh to trigger a duty to inquire into potential claims aga inst Defendants,” the district court held that “Utah Code Ann. 78B-2-305 does not toll th e limitations period on Plaintif fs’ fraud claim[s].” Id

. In Berenda , the frequently cited Utah Supre me Court case, the state trial court relied on two letters the plainti ffs wrote more than three year s before filing their complaint to determine that th eir claims were time-barred. The trial court described the letters as reflecting “clear suspi cions of wrongdoing [which] g ave rise to a legal duty to make further inquiry.” Berenda, 9 14 P.2d at 50. But the Utah Supreme Court rejected this legal conclusion. Id. at 55. Explaining multiple diffe rent ways the letters could be interpreted, only one of which e videnced clear suspicion, the U tah Supreme Court56 ultimately concluded it could not be said “ as a matter of law that [plaintiff] should have suspected [defendant] of wrongdoi ng and, therefore, that he sho uld have inquired further.” Id. Likewise, despite allegations here that could be interpreted to indicate plaintiffs’ duty to inquire further, we cann ot say as a matter of law that plaintiffs should have suspected defendants of wrongdoi ng prior to July of 2013. Read ing the complaint in the light most favorable to plainti ffs, particularly given the seve rely isolated circumstances in which plaintiffs were forced t o live, reveals a factual questio n regarding the point at which a reasonably prudent person in these unusual circumstance s should have become suspicious of defendants. Plain tiffs assert that they were con sistently informed of the ways defendants were operating on their behalf and protecting their rights, and that this “representation continued to a t least 2014 and never officiallyended.” Aplt. Br. at 44. The complaint supports that as sertion. It contains numerous sp ecific allegations of defendants portraying themselves as legal representatives of th e individual FLDS members after the February 2011 date cited by the district cour t. For instance, plaintiffs describe fundraising events for l egal fees taking place as late as 2014, based on expressed and repeated assurances of repres entation for the church and al l of its members. See Aplt. App. at 70. Plaintiffs als o explain how defendants’ apparent condonation of Mr. Jeffs’ behavior enabled Mr. Jeffs’ domination (and likewise dim inished their suspicion), and they allege that defendants ’ continuous involvement afforde d Mr. Jeffs’ wrongdoing the guise of legal legitimacy and societal approval. See id . at 29. In addition, plaintiffs allege m any facts to support their lack of legal sophistication57 and inability to “divine the impa ct of unknown machinations on the part of a law firm as sophisticated as SC&M.” Id . at 246. They described multi-ge nerational entrenchment in a community entirely insulated from the outside world, a lack o f outside education that could alert them to their legal rights and the impacts of defen dants’ action, and in some cases specialized schooling to i ndoctrinate them against recogn izing their legal claims. See, e.g., id . at 73, 83, 91–92, 96; see also id. at 34 (articulating specialized mandatory schooling for girls in grades 3 through 8 where they were instr ucted they “never have the right to think [they] have been f orced” when they were instruct ed to marry and commanded to sexual servitude). Mos t plaintiffs had spent thei r entire lives isolated in these restricted communities, with their only education and sou rce of information being supplied through their communities. The complaint asserts that plaintiffs were continually informed in these severely isolated circumstances that defe ndants were their only legal re source, id . at 88, 170, and thus one of their sole links to the outside worl d. And it is a gainst this background that plaintiffs were regularly told de fendants were protecting them and Mr. Jeffs’ allegedly legal activities. See, e.g., id at 43 (a legal update by Sam Barlow at a church meeting included statements that “I wan t to remind you again that we ar e all defendants in this matter,” and “our attorneys feel g ood about the work we have do ne”). Finally, the complaint alleges facts highligh ting defendants’ active role in maintaining plaintiffs’ ignorance and isolation. See id . (discussing statements Mr. P arker made in court in March 2014 arguing “that his FLD S clients shouldnot have been exposed to any of the evidence used in Texas to con vict Jeffs of child rapes”).58 While there are few cases compar able to the unique fact situati on presented here, the analyses of two other jurisdi ctions regarding somewhat simi larly situated plaintiffs are instructive. See Barba v. Seung Heun Lee , 2009 WL 8747368 (D . Ariz. Nov. 4, 2009) (unpublished); Kolbek v. Twenty First Century Holiness Tabernacle Church, Inc ., 2013 WL 6816174 (W.D. A rk. Dec. 24, 2013). In Barba , the plaintiffs became involved in a “totalistic, high demand grou p” that engaged in “indoctrin ation [and] psychological manipulation . . .” to induce its members to, a mong other thing s, “donate all the money they possess or can borrow.” Barba , 2009 WL 8747368 at *1. S everal of the plaintiffs there filed suit after the statu tory limitations period once th ey “[broke] the psychological manipulation and indoctrination sufficiently to leave” the defe ndant organization. Id . at *24. They argued that d espite having left the community before the statutory limitations period ended, there was still a triable issue of fact regarding when they recovered sufficiently from the defendant’s psychological m anipulation an d undue influence so as to be able to appreciate both the wrongful nature of defendant’ s conduct and the fact that they had suffered in jury as a result, thereby finally discoveri ng their claims. Id . at *28. The court agreed that the plain tiffs provided enough evidence t o raise a factual question “as to when they had the minimu m requisite of knowledge suffici ent to identify that a wrong occurred and caused injury.” Id . (internal quotation marks omitted). Yet another plaintiff in Barba alleged that her continue d work for the defendant organization in Korea, compelled by her lack of legal permissio n to work in Korea, essentially trapped her there un til she could make enough money to return home, and that this “restricted (if not blocked ) her access to the U.S. judici al system.” Id . at *26. Citing59 the maxim that “no man may take advantage of his own wrong,” th e court agreed and concluded there were factual que stions making it inappropriate to determine the issue of equitable tolling at the dismissal stage. See id. at *27. Similarly, the plaintiffs in Kolbek raised the discovery rule to preclude summary judgment on the basis of the s tatute of limitations despite the fact that they had “escaped” the defendants’ control a number of years before the statutory period had run. Kolbek , 2013 WL 6816174 at *1 , 3. With facts comparab le to the present case, the plaintiffs there described a church organiz ation where they were forced to become “spiritual wives” of the leader while still mi nors and were successively s ubjected to frequent sexual abuse. Id. at *1. The defendants argued th at the plaintiffs had discover ed their injuries by the time they each left the c hurch, while the plaintiffs con tended that “because of their sheltered lives and the ‘brainwa shing’ within Alamo’s church, t hey did not really begin to understand how wrong their relati onships with Alamo were until after they left his house.” Id . at *10. The court held that th e testimony did not clearly in dicate the plaintiffs had discovered the e ffects of their sexual abuse inj uries by the time they escaped, and that the discovery q uestion was further complicate d by the plaintiffs’ allegations of brainwashing and being raised to believe their s exual relationships were ordained by God. Id. at *11. The court concluded it could not determine as a matte r of law that the plaintiffs’ escapes conclusively demonstrated they had discovered the effects of their sexual abuse injuries. Id . “Given these unique cond itions, a reasonable jury could find that it was possible for Plaintiffs to have been fed up with their living conditions in Alamo’s house while not fully understanding the e xtent of the sexual abuse60 or its effects.” Id

. The facts in the present case are comparable to those in Barba and Kolbek . Like the plaintiffs in those cases, p laintiffs here allege that theywere subjected to intensive indoctrination and seclusion that plausibly preve nted them fromidentifying the wrongful nature of defendants’ conduct. Infact, the circumstances pled here present an even more egregious version of indoctrina tion, with many plaintiffs being born and raised completely within thi s community, their education being provide d in most cases solely through the community, and thei r interactions with anything out side the community intentionally and severely rest ricted. They were trapped “in [ a] fog of misapprehension of their true rights.” Aplt. Br. at 11. As in both Barba and Kolbek , several plaintiffs plead not just psychological but physical restraint and captivi ty by the community. See Aplt. App. at 80–81, 92, 136. Like the district courts in Barba and Kolbek , we conclude that there are factual questions raised here regarding when plaintiffs’ discovered the facts underlying their claims and whether they had a duty to inquire before July 2013. Many plaintiffs were still sequestered in the FLDS co mmunity until that date, and th eir lack of suspicion is evidenced by their continual paym ents of attorney fees to defen dants through 2014. In light of the incredibly unique and extreme factual circumstance s presented here, we conclude that the district cour t erred in dismissing the statut ory fraud and negligent misrepresentation claims on stat ute of limitations grounds as amatter of law. This is not the creation of a fixed subrule but merely the proper applicati on of Utah case law’s factbased analysis (see discussion regarding Berenda analysis, infra at 64).61 ii. Equitable tolling – fraud ulent concealment Utah precedent is clear that e quitable tolling applies “only wh ere a statute of limitations does not, by its own terms, already account for suc h circumstances.” Carson , 108 P.3d at 747. In the present case, this doctrine is applica ble to plaintiffs’ claims of legal malpractice, breach of fi duciary duty, and civil conspira cy. The general rule clarified in Utah in 1996 and maintained since is that the frau dulent concealment analysis has two prongs: (1) the plainti ff must make a prima facie showi ng of fraudulent concealment and then (2) must de monstrate that, given the defen dant’s actions, a reasonable plaintiff would not h ave discovered his or her claim earlier. 16 Berenda , 914 P.2d at 53. “The application of this legal rule to any particu lar set of facts is necessarily a matter left to trial courts and finders of fact.” Id

.

a. Concealment As a threshold matter, plaintiffs must first allege concealment by defendants. The Utah Supreme Court has held that concealment includes non-discl osure where there is a duty to disclose. Jenson v. IHC Hosps., Inc ., 944 P.2d 327, 3 33 (Utah 1997) ( reh'g granted on other grounds ) (“Fraudulent concealment requir es that one with a legal duty or obligation to communicate certain facts remain silent or oth erwise act to conceal

16 The Utah Supreme Court has clarified that once concealment has been established, there are two instances in whic h a plaintiff may rely on this e quitable tolling doctrine. The plaintiff must demonstrate either that: (1) the plaintiff n either knew nor reasonably should have known of the underly ing facts before the fixed limi tations period expired; or (2) notwithstanding the plainti ff’s actual or constructive know ledge before the limitations period expired, a reasonably dilig ent plaintiff would have dela yed in filing. Colosimo , 156 P.3d at 816. Because plainti ffs here rely only on the firs t situation, we similarly restrict our analysis.62 material facts known to him.”); see also Anderson v. Kriser , 266 P.3d 819, 823 n.11 (Utah 2011) (“elements for fraudule nt concealment [are] (1) a l egal duty to communicate, (2) knowledge of information not disclosed, and (3) materiality of the nondisclosed information”). “Such a duty or obligation may arise from a rel ationship of trust between the parties, an inequality of kn owledge or power between the pa rties, or other attendant circumstances indicating reliance.” Jenson , 944 P.2d at 333. Utah’ s court of appeals has formally extended the applicati on of the fraudulent concealment doctrine to attorney malpractice, reasoning that “the attorney-client relationship i s based upon trust, and is a situation in which one less knowl edgeable must rely on another, who has special expertise, for advice and assistance.” Merkley v. Beaslin , 778 P.2d 16, 19 (Utah Ct. App. 1989). The district court first conclu ded “Plaintiffs have not establ ished that Defendants concealed any of the alle ged wrongdoings.” Bistline , 2017 WL 108039 at *5. To buttress this conclusion, the cou rt pointed to defendants’ openassistance with the trust and their open representation o f the FLDS members. In doing so , however, the court mischaracterized plaintiffs’ cla ims and emphasized the wrong fa cts. Plaintiffs do not maintain that defendants concea led their identity as the legal representatives of the church and its members; to the contrar y, plaintiffs rely on this “hold ing out” by defendants to support their claims. Instead, a s plaintiffs’ note in their op ening brief, their complaint

contains a particularized, factua l basis to support the avermen t that SC&M never disclosed to the parishioner clie nts it claimed to personally r epresent that: (1) it had reformed the Trust for Jeffs specifically to facilitate the ir victimization; (2) the 1998 Restatement was declared vo id by the Utah Supreme Court in 2005 as63 having been formed for an illegal purpose; (3) the powers creat ed by the 1998 Restatement were continually and systematically employed by SC& M to victimize its parishioner clients; or (4) SC& M had been facing inherent c onflicts of interest in victimizing its parishioner clients. Aplt. Br. at 49. Plaintiffs’ argum ents rely heavily on such no n-disclosure, but they further argue that defendant law firm “actively concealed” from plaintiffs the firm’s “conflicts of interest and tortio us conduct,” and “the fact tha t it was not in any manner acting in their best interests , despite expressly holding itsel f out as doing so.” Id . at 24– 25 . Defendants’ alleged misrepre sentations include the use of fundraising events for attorney fees “based upon expre ss and repeated assurances that Parker and SC&M were representing the individual inte rests of plaintiffs,” Aplt. App . at 70, juxtaposed against defendants’ active conduct under mining plaintiffs’ best interes ts, s ee, e.g. , id . at 53 (defendants evidenced awareness of their tortious conduct by vo calizing concerns of being “sued by somebody on [tru st] land for not defending them properly”); see also id

. at 51 (Mr. Jeffs relied on defend ants “to strategically battle and evade the attacks” against his rape of underage brides). T hese and other alleged facts ar e sufficient to support a prima facie case of fraudulent c oncealment by defendants in the egregious circumstances presented here.

b. Reasonableness Once concealment has been est ablished, the court reaches the s econd prong of the analysis: reasonableness. The d octrine requires a determinatio n of (a) “when a plaintiff would reasonably be on notice to inquire into a defendant's wrongdoing despite the defendant's efforts to conceal it,” and (b) “whether a plaintif f, once on notice, would64 reasonably have, with due diligence , discovered the facts formi ng the basis of the cause of action despite the defendant's efforts to conceal those fact s.” Berenda , 914 P.2d at 52 (emphasis added). Plaintiffs allege that they were not on notice to inquire until shortly before filing this action. Our prior conclusi on that this is a question of f act inappropriate for dismissal under the statutory discovery rule for fraud applies equally to the fraudulent concealment analysis here. While the determi nation of notice to inquire op erates differently once there is an allegation of fraudulent c oncealment, the Utah Supreme Co urt has clarified that this “serves only to illustrate the c oncept that a plaintiff must be reasonably diligent in pursuing his claims.” Colosimo , 156 P.3d at 816. But Utah’s requirement that plaintiffs must act in a reasonable and d iligent manner in order to take a dvantage of the fraudulent concealment rule does not arise until a plaintiff has knowledge of enough underlying facts to constitute a duty to inquire. See Berenda , 914 P.2d at 52. Because Utah’s case law indicates that due diligence b ecomes a pertinent aspect of the fraudulent concealment analysis after a duty to inquire arises, it is not relevant here where plaint iffs plausibly allege they did not have a dut y to inquire until recently. Furthermore, plaintiffs do not argue that th ey exercised due di ligence in pursuing their claims but contend insteadthat an investigation would ha ve proved futile. In Colosimo , the Utah Supreme Court relied on policy considerations to con clude that permitting “mere speculation abou t the futility of a nonexisten t inquiry is insufficient to toll the limitations period.” 156 P.3d at 819. Colosimo determined that a futility component to the fraudulent conc ealment doctrine would only be recognized in two65 narrow circumstances, one of which is when the defendant affirm atively concealed from the plaintiff the facts necessa ry to put the plaintiff on notic e of a duty to inquire. Id

. (“Such was the situation in Carson , where during much of the limitations period, the plaintiffs had neither knowledge that a tort had been committed nor knowledge of facts sufficient to place them on inqui ry notice.”). This analysis a pplies in the present case. In rejecting a wholesale futility rule and narrowing the applic ation of a futility inquiry to specific circumstances, the court in Colosimo cited language in Berenda specifically declining to adopt this and other “artificial lega l subrules” that could be employed to relax either the i nquiry or diligence prongs of the fraudulent concealment rule. Id. at 817 (citing Berenda , 914 P.2d at 53). The court in Berenda reasoned that attempting to determine the effe cts of particular facts as a ma tter of law would create a fact-dependent case law beyondthe appellate courts’ ability to keep consistent. 914 P.2d at 53. The court therefore dec lined to “introduce such artific ial legal subrules” and recognized that these are factua l matters that should be left t o fact-finders. Id . It further recognized that the fact-finder m ay look to a number of factors , including futility of inquiry, as relevant in determin ing “the difficulty a plaintiff may have in recognizing and diligently discovering a cause of action.” Id. at 54. In sum, defendants were allegedl y tortfeasors who actively conc ealed wrongdoing from plaintiffs who plausibly c ontend they did not have enough knowledge to support a duty to inquire. Plaintiffs have alleged facts to support thei r claim that defendants had a direct fiduciary relationship of trust to plaintiffs, which the y intentionally exploited to mislead plaintiffs over an extend ed period of time and arguablyup to the time plaintiffs66 filed this action. The fraudulen t concealment doctrine thus ma y operate to toll the limitations periods for plaintiffs ’ claims of legal malpractice , breach of fiduciary duty, and civil conspiracy, making it in appropriate to dimiss these c laims at this stage. We emphasize that our decision to reve rse the district court’s dis missal on this matter is based on the exceedingly unusual natu re of the fact scenario here, wh ich is distinguishable from the facts at issue in Colosimo. Accordingly, our decision does not serve to undercut that court’s emphasis on due diligence.
4. Tolling for Indivi dual Plaintiffs Several plaintiffs allege dates and facts making it clear that all of their claims are time-barred except for those aris ing under the TVPRA, which has a ten-year statute of limitations. Three plaintiffs who escaped their extreme confin ement within the FLDS community before July 2012 are c learly barred by the applicable statutes of limitations as a matter of law: Gina Rohbock , Wallace Jeffs, and Janetta Jesso p. By this time, they were no longer subject to the alle ged continued misrepresentati ons by defendants, and they were no longer immersed in th e unique circumstances descri bed above which reasonably delayed acting upon their suspicions regarding defen dants. Gina Rohbuck and Wallace Jeffs admit discoveri ng information regarding wrong doing shortly after leaving the community, and Janetta Jessop had access to such in formation. See Aplt. App. at 87, 98, 136. Moreover, J anetta Jessop’s decision to ru n away from the community in 2006 evidences sus picion of wrongdoing at that tim e, and she had ten years of unconstrained living to investigate further before thi s complaint was filed. Her failure to do so renders her non-T VPRA claims time-barred as a matter of law.67 Although it is unclear when Derrell Barlow left the restrictive FLDS community, the facts pled likewise bar him from relying on the discovery r ule to toll the non-TVPRA limitations periods. Derrell Barl ow claims that “after Jeffs’ convictions in Utah and Texas,” which took place in 2007 and 2010, he “started to acces s” and discover information that was being “kep t from the FLDS.” Aplt. App. at 105. Because Derrell Barlow was on notice of a duty to inquire and likely had actual knowledge well before the statutory periods, he cannot now claim tolling based on a l ack of knowledge. Plaintiffs Ruby Jessop, Nolan B arlow, Lawrence Barlow, and Jaso n Black are each barred by the three-year s tatute of limitations for fraudu lent and negligent misrepresentation, although a qu estion of fact remains regardin g the claims subject to the four-year statutes of limitations . Ruby Jessop alleges that sh e successfully escaped an FLDS compound at an unknown date in 2012. Id . at 81. She evidenced knowledge of wrongdoing at this point by quic kly initiating custody proceedi ngs to remove her children from the community. Law rence Barlow was expelled from the chur ch on or around October 29, 2012, and during the se veral months he was away he “became aware that Jeffs was defrauding the FLDS.” Id . at 100–01. Nolan Barlow states that he began investigating concerns about the FLDS community after the imple mentation of the United Order, which unfolded in late 2011 and early 2012. Id . at 90, 88. Jason Black alleges that in early 2012 he p ossessed “rare knowledge” about the church’s teachings that enabled him to question a nd resist the requirements of the United Order, which placed him on a duty to inquire from that time forward. Id . at 88. As we have noted, notice which is sufficient to rais e the duty to inquire starts the clock running on the68 statutory discovery period, irre spective of when the investigat ion culminates in discovery. These plaintiffs therefore ca nnot claim tolling under the statu tory discovery rule for fraudulent misrepresentation, a lthough they are not facially barred with respect to the remaining claims. There are plausible allegations for each of the remaining plain tiffs regarding whether they either discovered or should have discovered the fa cts underlying their various causes of action before July 2013. Marvin Cooke was pu rportedly expelled from the church on December 4, 2012. Id . at 107. While he admits l earning about child abuse in the church during the first year after his expulsion, the co mplaint does not specify when during this year that know ledge was acquired. Alicia Rohb uck was expelled and fled the church presumably sometime in late 2012, 17 at the earliest, and claims she did not learn “the facts that FLDS Church leaders and lawyers had hidde n from her” until “later.” Sarah Allred was banished from the church in or around 2012 18 but she alleges that she continually wrote letters repen ting of her sins and begging re- entrance into the community until her “cult thinking started to ease” in early 20 14. Id. at 127. Amy

17 The complaint alleges that Ms . Alicia Rohbuck was moved to a home in Colorado City in 2011 and was subjected to shunning and other emotional abuses “throughout 2011 and 2012.” Aplt. App. at 79–80 . She did not leave the communi ty until after first enduring these circumstances long enough to be “utterly broken, ” then approaching Seth about leaving, being admitted in to the exclusive “United Order” for two weeks, and finally receiving “a revelation” fro m Jeffs that she was to be expelled. Id . at 80.

18 The complaint does not allege when Ms. Allred left the church but it does assert that she wrote letters repentin g of her sins for two years and that her cult thinking started to ease in early 2014. Id . at 127. It is thus reasonable to infer that she was banished in or around 2012.69 Nielson gained evide nce regarding fraud and wrongdoing at a dep osition in April 2012 and began “secretly plann[ing] to . . . get away” from the chur ch. Id . at 122. But she also contends that Mr. Parker represented her in litigation that was active until April 2013, and Ms. Nielson evidenced her belief that he continued to represent her in an email she sent on August 25, 2014, requesting th at Mr. Parker “release [her] a s a client.” Id . Briell Libertae Decker escaped physical captivity in the FLDS community on May 22, 2012, but as in Barba the allegations regarding her psy chological state around the t ime of her escape raise a factual questionregarding when she reasonably s hould have discovered her claims. 19 The complaint avers severe i ndoctrination and training “desig ned to achieve absolute mental and physical c ontrol” over Ms. Decker, and furt her describes her battle with mental illness that has con tinued since her escape and has led to her “often be[ing] hospitalized.” Id. at 118–19. According to the complaint, pla intiffs Holly and Alyssa Bistlin e left the FLDS church after July 2013. Id . at 94, 95. An additional five p laintiffs—Steven Dockstader, Helen Barlow, Vergel Barlow, Carole Jessop 20 , and Thomas Jeffs—all ege that they left

19 Ms. Janetta Jessop also state s that she experienced “extreme PTSD and depression” after leaving the community. Aplt. App. at 119. H owever, she escaped the FLDS church in 2006, ten years b efore filing the complaint. Th e discovery rule would have to continue to toll the s tatute of limitations for an addi tional six years after Ms. Jessop escaped, compared to onl y two months for Ms. Decker. Th is distinction makes it appropriate to determine as a m atter of law that Ms. Jessop sho uld have discovered her causes of action before July 20 12, in spite of her ongoing stru ggle with mental illness, but leaves a question of fact regarding Ms. Decker.

20 Ms. Carole Jessop alleges that s he “endured over two years” o f fear resulting from the United Order restrictions “[p ]rior to leaving the FLDS Chur ch.” Aplt. App. at 117. She further alleges that the restrictions were imposed in late 2011, meaning she left the70 the church at some unknown time in 2013, continuing to pay atto rney fees to defendant law firm into that year. Id . at 104, 110, 114, 117, 131. Finally, the complaint does not assert on what date Susan Broadb ent escaped the FLDS community. Unlike the plaintiffs we have determined are barred by the appl icable statutes of limitations as a matter of law, who each allege leaving the FLD S community and discovering the facts underlying t heir claims many years before the complaint was filed, the above-enumerated plaintiffs d id not plead any dates which e stablish on the face of the complaint that their cla ims are time-barred. See, e.g. , Fernandez v. Clean House, LLC , 883 F.3d 1296, 1299 (10th Cir. 2018) (“To b e sure, on occasion it is proper to dismiss a claim on the pleadings based on an affirmative defense. But th at is only when the complaint itself admits all the elements of the affirmative def ense by alleging the factual basis for those elements.”); see also Xechem, Inc. v. Bristol–Myers Squibb Co. , 372 F.3d 899, 901 (7th Cir. 2004 ) (“Only when the pl aintiff pleads itsel f out of court—that is, admits all the ingredients of an impenetrable defense—may a com plaint that otherwise states a claim be dismissed un der Rule 12(b)(6).”). Accordingl y, the district court erred in dismissing these claims on st atute of limitations grounds.

church sometime in or around late 2013, at the earliest. Id . at 116. The complaint also alleges that Vergel and Helen di d not follow instructions to le ave Carole, so it is a reasonable assumption they all le ft the church at the same time (after July of 2013). Id . at 114, 117.71 IV. Conclusion In sum, the status of plaintiffs ’ claims moving forward are as follows. For the legal malpractice and breach o f fiduciary duty claims, the foll owing fifteen plaintiffs pled facts sufficient to survive a m otion to dismiss: Sarah Allred, Helen Barlow, Lawrence Barlow, Nolan Barlow, Vergel Barlow, Holly Bistline, Jason Blac k, Susan Broadbent, Marvin Cooke, Steven Dockstado r, Thomas Jeffs, Carole Jessop, M ay Musser, Amy Nielson, and Alicia R ohbuck. A factual question remains for ea ch of these plaintiffs regarding whether (and how long) equitable tolling applies to their limitations periods, and whether individual implied at torney-client relationships ex isted. On remand the district court will also have to address the remaining elements of their claims. Furthermore, because these under lying torts are no longer dismi ssed for failure to state a claim, the court on remand must d etermine with respect to these fifteen plaintiffs whether the elements for civil conspiracy have been sufficiently pled. Twelve plaintiffs pled facts su fficient to survive dismissal of their fraudulent and negligent misrepresentation clai ms: all of the aforementioned p laintiffs except Lawrence Barlow, Nolan Barlow, and Jason Black. Once again, for the pla intiffs whose claims survive there is a factual ques tion regarding when they discove red their claims, thereby starting the running of the statu tory period, and whether an implied attorney-client relationship existed. The remain ing elements of their claims must also be addressed on remand. The civil RICO claims have been forfeited as inadequately prese nted in plaintiffs’72 opening brief. With respect to th e TVPRA claims, nine plaintif fs have pled facts sufficient to pass muster unde r the plausibility standard and thus survive dismissal: Susan Broadbent, Steven Dock stader, Thomas Jeffs, Carole Jessop, Brie ll Decker, May Musser, Ruby Jessop, Janetta Je ssop, and Gina Rohbock. For all the reasons set forth abov e, we reverse and remand to t he district court for further proceedings consisten t with this opinion.No. 17-4020, Bistline v. Parker BRISCOE , Circuit Judge, dissenting. I respectfully dissent. In my vi ew, the majority opinion fail s to adhere to either the ruling made by the district court or the arguments actually asserted by plaintiffs in their appellate brief, and also does most of the heavy-lifting for plaintiffs in terms of fleshing out their claims, bot h factually and legally. Focusin g, as we must, on the district court’s ruling and plaintiffs’ a ppellate challenges to that rul ing, I would affirm the judgment of the district court. a) The district court’s ruling and plaintiffs’ cha llenge to that ruling Defendants moved to dismiss plai ntiffs’ complaint on several gr ounds. Specifically, defendants argued that: (1) plaintiffs’ first fiv e claims failed because defendants did not owe a duty to plaintiffs; (2) plaintiffs’ cl aim under the Trafficking Victims Protection Reauthoriza tion Act (TVPRA) failed as a matt er of basic statutory application; (3) plaintiffs’ sev enth claim for relief failed be cause 18 U.S.C. § 2 does not create a private cause of acti on; (4) plaintiffs failed to alle ge a cognizable claim under the Racketeer Influenced Corrupt Org anizations Act (RICO); (5) plai ntiffs’ claims were nonjusticiable because they requir ed the district court to adju dicate religious beliefs; and (6) plaintiffs’ claims were barre d by the applicable statutes o f limitation. The district court, in granting defendants’ motion and dismissi ng the complaint, focused primarily on the last o f these arguments. It concluded that, with the exception of plaintiff May Musser, all of the plaintiffs’ legal malpractice, breach of fiduciary duty, fraud, negligent misrepresentati on, civil conspiracy, and civil RICO claims were barred2 by the relevant statutes of limitations. Aplt. App. at 820. T he district court in turn concluded that Musser’s claims we re inadequately pled and thus subject to dismissal. Id. As for plaintiffs’ claim under the TVPRA, the district court co ncluded it was inadequately pled and thus sub ject to dismissal. Id. at 821, 8 37–843. Plaintiffs, in their appellate bri ef, assert two general issues , both of which concern the district court’s dismissal o f their claims as untimely. No where in their opening brief do plaintiffs argue that the di strict court erred in dismissing their TVPRA claim as inadequately pled, nor do they a rgue that the district court er red in dismissing the individual claims of May Musser. 1 Defendants, in their appellate response brief, note these deficiencies in plainti ffs’ opening brief. Plaintiffs, i n their appellate reply brief, argue for the first time that they are, in fact, intending to c hallenge the entirety of the district court’s dismissal orde r. We have repeatedly held that a new argument raised for the first time in a reply brie f comes too late and will not be considered. E.g., Sylvia v.

1 To be sure, plaintiffs make pa ssing references in their opening appellate brief to their TVPRA claim and the distric t court’s dismissal of it. Ap lt. Br. at 45–48. But those references are contained within the context of two general appe llate arguments, both of which focus exclusively on wheth er the district court erred in conducting its statute of limitations analysis. Id. at ii , 41–58. Therefore, plaintiffs ’ fleeting references to their TVPRA claim cannot reasonably be i nterpreted as a substantive c hallenge to the district court’s dismissal of that claim . And, in turn, the district co urt’s dismissal of the plaintiffs’ TVPRA claim must s tand. See Clark v. Colbert, 985 F.3d 1258, 1265 (10th Cir. 2018) (“By offering an incompl ete challenge to the distric t court’s analysis, Clark has effectively abandoned his appeal of its ruling.”). The majority concludes otherwi se, however, and states that “anyand all TVPRA arguments asserted by plaintiffs on appeal inevitably concern t he sufficiency of these allegations to state a claim.” Maj. Op. at 33 n.7. As I shall outline in greater detail below, even if this were true, the arguments contained in plain tiffs’ appellate brief are far too conclusory to constitute a s erious challenge to the distric t court’s dismissal of their TVPRA claim.3 Wisler, 875 F.3d 1307, 1332 n.7 (10th Cir. 2017) (noting that this court does not ordinarily review issues raised fo r the first time in a reply b rief). The majority opinion makes no me ntion of these procedural facts , which have for plaintiffs become a hurdle to b e overcome. Nor does it attempt to confine itself to the precise arguments asserted on ap peal by plaintiffs. Instead, the majority opinion addresses issues never reached by the district court—in particu lar, whether defendants owed a duty to plaintiffs. Although we have discretion to affi rm a district court’s judgment on any basis found i n the record, I am unaware of any rule affording us discretion to reverse a district court’s judgment on the basis of issues never reached by the district court. Thus, to the extent the district court was wrong on the statute of limitations issues, the proper cou rse would be to remand to the district court to address for the first time the other issu es raised by defendants in the ir motion to dismiss, including whether the complaint sufficiently alleged that defen dants owed a duty to plaintiffs. b) The district court’s statute of limitations rulings In my view, both plaintiffs’ res ponse to the defendants’ motion to dismiss, and their appellate brief, are conclu sory in nature. Although plai ntiffs allege that their complaint contained “many particularized examples” of wrongful conduct on the part of defendants Parker and Snow Christ ensen & Martineau (SC&M) that would have served as the last events necessary to sa ve their various causes of ac tion from a statute of limitations bar, they fail to dis cuss or cite to a single one. Aplt. Br. at 42. And that is particularly troublesome because their complaint is unnecessari ly lengthy and clearly4 fails to comply with F ed. R. Civ. P. 8(a)(1)’s “short and plainstatement” requirement. The majority opinion makes no men tion of these deficiencies and , instead, does most or all of plaintiffs’ work in terms of locating and discussing all egations in the complaint that might be relevant to the issue of timeliness. In any event, an examination of plaintiffs’ complaint reveals that, with two general exceptions, all of the alleged misc onduct on the part of defend ants occurred in 2008 or before. More specifically, nearl y the entirety of the alleged misconduct discussed in the complaint concerns defendant J effs’ use of the 1998 United Effo rt Plan Trust (UEP Trust), from the time it was execu ted until he was arrested, to control the Fundamentalist Church of Jesus Christ of Latter-D ay Saints (FLDS) and its memb ers, to incorporate underage marriage as a routine FLDS practice, and to allegedly abuse FLDS children by making them work to pay for FLDS expenses (including the legal fees of defendants Parker and SC&M). The two exceptions in the compla int that identify more recent events are allegations (1) that Parker “participated behind the scenes in the criminal defense of Jeffs and other men by interviewing and organizing teams of defense l awyers and by assuring that those lawyers did not share information about Jeffs’ condu ct with the FLDS,” Aplt. App. at 57 (Complaint at 40), a nd (2) that Parker and SC&M appe ared on behalf of the FLDS in a number of civil cases t hat were filed after Jeffs’ ar rest. With respect to the first of these allegations, the c omplaint does not provide any details as to Parker’s criminal representation of Jeffs or other individuals, includin g the dates of such representation. With respect to the second of these allegation s, the complaint likewise5 provides few details. To be sure , the complaint does discuss P arker making a closing argument in March of 2014 in Utah state court. Aplt. App. at 4 3 (Complaint at 26). But plaintiffs fail to discuss in the ir pleadings how this criminal and/or civil representation impacted the accrual of any of their claims against Parker and SC&M. At best, certain of plaintiffs’ a llegations can be read as sug gesting that Parker and SC&M somehow concealed their m isconduct from plaintiffs. But, in light of the arrest and convictions of Jeffs and othe r male leaders of the FLDS, th e raid of the FLDS’s ranch in Texas, and the various c ivil cases that were filed by certain FLDS members, it is difficult to say the plaintiffs r easonably could not have knownabout the misconduct alleged in the complaint and f iled their suit earlier. And, re latedly, the plaintiffs are quite vague, both in their complaint and their other pleadings, conce rning precisely when and how they learned of the involvement of Parker and SC&M. Thus, in sum, there was simply no basis in the complai nt for concluding that any of pla intiffs’ claims (save for their claim under the TVPRA, whi ch carries a ten-year statute o f limitations) were timely. Of course, plaintiffs argue in their second issue on appeal th at the district court erred by failing to apply Utah’s d iscovery rule to toll the app licable statutes of limitations on the basis of particularized factual averments of concealment and nondisclosure. Aplt. Br. at 48. In support, plaintiffs b egin by arguing that the language employed by the district court in its order of d ismissal, i.e., that “‘Plaintif fs have not established that Defendants concealed any of the a lleged wrongdoings,’” suggests that it relied on “the absence of evidence , rather than the presence of we ll-pleaded facts which were disregarded.” Id. (emphasis in o riginal; quoti ng Aplt. App. at 830). This argument,6 however, lacks merit. The distri ct court’s use of the word “es tablished” does not, contrary to plaintiffs’ asserti ons, indicate that the district court dismissed plaintiffs’ claims due to a lack of eviden ce. Quite clearly, the district court was aware that it was ruling on a motion to dismiss and it based its analysis on the allegations contained in the complaint. Plaintiffs next argue that “the statute[s] of limitations ha[ve ] no application in this matter” because SC&M never “withdr[e]w” from representing FLDS members “or t[ook] any steps to notify its parishi oner clients that the attorney-c lient relationships it had aggressively formed with them ha d at some point ended.” Id. at 49. Plaintiffs in turn argue that applicable law “mandate s affirmative disclosure by l awyers of conflicts of interest and tortious conduct, andprovides that when lawyers d o not do so, they may not invoke the statute of limitati ons as a shield.” Id. at 50. But plaintiffs point to no cases holding that statutes of limit ations are inapplicable to claims against attorneys. T o be sure, plaintiffs cite to Je nsen v. IHC Hosps., Inc., 944 P.2d 327 (Utah 1997), a case they did not cite in their respons e to defendants’ motion to dismiss. In Jensen, the Utah Supr eme Court discussed the conce pt of fraudulent concealment as it relates to the tolling of a statute of limita tions. The Utah Supreme Court noted that “[f]raudulent concealment requires that one wi th a legal duty or obligation to communicate certai n facts remain silent or otherw ise act to conceal material facts known to him.” 944 P.2d at 333. The court in turn held that fraudulent concealment can operate to toll a statute of limitations, but that this is typically a question of fact for the jury. Id. at 334- 35. And, indeed, given the f acts before it (i.e., a physician7 who knowingly and intentionally, with the knowledge of his atto rney brother, withheld certain medical records indicati ng that he had committed medica l malpractice), the Utah Supreme Court remanded that very issue to the state trial court . Quite clearly, Jensen does not hold that statutes of limitations are inapplicable to attorneys who fail to comply with duties to disclose matters to their clients. Instead, Jen sen indicates that a failure to disclose or an active concealment can, depending on the particu lar facts at issue, operate to toll a statute of limitations. Turning to plaintiffs’ complai nt, they do allege, albeit in co nclusory fashion, that Parker and SC&M failed to disclos e certain information to them. For example, they allege that Parker and SC&M: (a ) failed to inform them that “th eir legal rights . . . were being violated on an ongoing a nd systematic basis by Jeffs and his favored cohorts within the FLDS,” Aplt. App. at 62 (Complaint at 45); (b) failed “to a dvise Plaintiffs . . . to seek separate and independent legal counsel,” id.; (c) “should have advised Plaintiffs to forbear from contributing direc tly to fundraising activities ca rried out for the stated objective of paying Parker and SC &M for the purported benefit o f legal advice and counsel for Plaintiffs and simila rly situated persons,” id.; an d (d) “should h ave informed and advised Plaintiffs, in a tim ely fashion, regarding the fact that the true nature of the legal work and the true structu re of the legal framework and pa ttern of tortious activity implemented by SC&M was in furthe rance of the unlawful, malicio us and tortious plan of Jeffs and his favored cohorts within the FLDS leadership,” i d. at 62-63. The only other specific examples that pl aintiffs offer in their complain t are that Parker and SC&M8 should have informed them about the 1998 UEP Trust being declar ed invalid in 2005 and about Jeffs’ 2007 confession that he was not a prophet. The problem (in addition to the fact that it should have been self-evident that Jeffs and his so-called favored cohort s were acting improperly, if no t illegally) is that plaintiffs fail to explain, either in their c omplaint or in any of their p leadings, precisely how and why these alleged failures on th e part of Parker and SC&M preve nted them from filing their complaint until July of 20 16, particularly given Jeffs’ a rrest and convictions and the multiple civil lawsuits involving the 1998 UEP T rust. Relatedl y, plaintiffs offer little to no explanation, either in their c omplaint or other pleadings, r egarding how and when they learned of the wrongful acts alle ged in the complaint against J effs, Parker and SC&M. Thus, they failed to offer the dis trict court sufficient allega tions to allow it to conclude that the applicable statutes of limitations were or at least mi ght have been tolled due to conduct on the part o f Parker and SC&M. c) The district court's dismissal of the TVPRA claim The district court, in dismissi ng the TVPRA claim, concluded th at the Complaint “ma[de] no connection between [P arker and SC&M] and the alleged kidnapping aside from the tenuous conn ection that the YFZ camp was on ‘Trust Lan ds’ and that [Parker and SC&M] helped amend and reinst ate the [1998 UEP Trust].” Ap lt. App. at 837. The district court concluded that thi s did “not approach adequately pleading that [Parker and SC&M] ‘kidnap[ped] o r carrie[d] away another person’ or enticeda person into slavery, or obstructed enforcement of 18 U.S.C. § 1583. ” Id. at 837-38. And, the district court concluded, “[t]he fact that Park er may have represented the int erests of those who lived at9 the YFZ Ranch following the raid d[id] not support Plaintiffs’ allegations on this point.” Id. at 838 (citing Utah R. Prof’l Conduct R. 1.2(b) (“A lawyer’ s representation of a client . . . does not constitute an endor sement of the client’s politi cal, economic, social or moral views or activities.’)). As for the complaint’s forced l abor allegations, the district court concluded that plaintiffs’ theory of liability o n the part of Parker and SC&M “would make attorneys vicariously liable for the acts of a client in the mismanagemen t of a trust simply because the attorneys prepared documents giving the client discretion i n how the trust was managed.” Id. at 838-39. Conseque ntly, the district court con cluded that “[t]his theory [wa]s not sufficient to state a claim under 18 U.S.C. § 1589(a) .” Id. at 839. The district court also reject ed plaintiffs’ allegations “that Defendants engaged in a scheme, plan, or pattern inten ded to cause the FLDS community to believe that they would suffer serious harm or physi cal restraint if they did not perform forced labor or services.” Id. In doing so, the district court noted that “[t ]he only actions alleged by Plaintiffs [we]re that Defendant s helped with Trust documents and that Parker represented an FLDS man faci ng a prosecution for rape.” Id. “ This,” the district court concluded, “[wa]s insufficient to support a cla im of a ‘scheme, plan or pattern’ designed to cause the beliefs alleged by Plaintiffs.” Id. More specifi cally, the district court noted that “[t]he Trust’s provisions a nd the authority it g[ave] [we] re centered on the distribution of property in a way that would meet the just want s and needs of the FLDS community,” and “[n]othing from the Trust or the facts alleged indicate[d] that10 Defendants drafted Trust documen ts with the intent to make FLDS members believe that they would suffer harm if they did not perform forced labor.” Id. at 840. Lastly, the district court rejected plaintiffs’ claim that, be cause Parker and SC&M benefitted monetarily from the al leged forced labor (in terms o f having their legal fees paid with the fruits of the forced labor), they were liable und er the TVPRA. Specifically, the district court noted that “[r ]egardless of whether Defendan ts knowingly benefitted from alleged forced labor, Plain tiffs ha[d] failed to adequatel y plead that Defendants ‘participat[ed] in a venture’ to provide or obtain that labor,” as would be required under 18 U.S.C. § 1589(b). Id. at 842. In their opening appellate bri ef, plaintiffs argue that the di strict court, in analyzing and dismissing their TVPRA claim , “erect[ed] an imaginary barri er between the 1998 [UEP Trust] and Jeffs’ conduct, w hich simultaneously highlights and ignores the importance of the extensive averm ents in the Complaint that det ail precisely how SC&M continuously furthered Jeffs’ control over the FLDS, where the 1998 [UEP Trust] was the legal machination enabling that control.” Aplt. Br. at 45-46. Plaintiffs also argue, relatedly, that “[t]he flaws inthe District Court’s reasoning [regarding the TVPRA claim] are most evident in its failure t o recognize the detailed alleg ations relating to SC&M’s receipt and acceptance of fees der ived from human trafficking, and the particularized averments of SC&M’s written threats and active litigation to pe rpetuate the unlawful use of force and threats of force to coerce its victims.” Id. at 4 7-48. The problem, however, is that p laintiffs’ arguments are as con clusory as the allegations in their complaint . For example, they fail—both in their complaint and in11 their briefs—to point to any sp ecific language in the 1998 UEP Trust that would legitimately connect Parker and SC&M to Jeffs’ wrongful conduct . At best, they allege simply that the financial struct ure created by the 1998 UEP Tru st allowed Jeffs to carry out his illegal activities. But, a s the district court noted, and as plaintiffs have failed to refute (or even address), plainti ffs point to no legal authority that would make Parker and SC&M vicariously liable for Je ffs’ acts in effectively mismanag ing the 1998 UEP Trust to carry out his illegal goals. In turn, plaintiffs have also failed to cite to any authority that would render Parker and SC&M vicariously liable simp ly because their legal fees wer e paid by Jeffs with the fruits of his wrongful conduct. To be sure, 18 U.S.C. § 1589(b ) employs the phrase “[w]hoever knowingly benefits,” but it also requires any such p erson to have “participat[ed] in a venture whic h has engaged in the providing or obtaining of labor or services by any of the means de scribed in subsection (a)” of th e statute (means of force, threats of force, means of seri ous harm or threats of serious h arm, means of the abuse or threatened abuse of law or legal process, or means of any schem e intended to cause the person to believe they would su ffer serious harm or physical re straint if they do not comply). Even assuming that Parker and SC&M “kno wingly benefit ed” from Jeffs’ wrongful acts in forcing FLDS m embers to engage in labor or ser vices, the allegations in the complaint are insu fficient to link Park er and SC&M to that wrongful conduct. More specifically, the allegations can not reasonably be read to indi cate that Parker and SC&M actually participated in Jeffs’ scheme. Simply providing legal services to Jeffs, including drafting the 1998 UEP Trust, is not enough to constitute such p articipation.12 In their appellate reply brie f, plaintiffs refer to Jeffs’ “sch eme” being “facilitated by SC&M’s empowerment,” and to “SC &M work[ing] to maintain the legalistic construct that served as the la tticework that supported the gro wth of Jeffs’ poison ivy.” Aplt. Reply Br. at 22–22. These v ague allegations, however, ar e insufficient, taken on their face, to indicate that SC&M knowingly participated in Jef fs’ scheme. Again, although it is undisputed that Parker and SC&M drafted the 1998 UEP Trust, plaintiffs do not identify any additional legal or other work that these defe ndants performed to support Jeffs’ scheme. Thus, in sum, I conclude that pl aintiffs have failed to establ ish that the district court erred in dismissing their TVPRA claim. I vote to affirm the district c ourt’s ruling in its entirety.