(Explanation of' the Per Curiam opinion) :
While I am in agreement with the per curiam opinion, I think it only proper in view of the dissenting opinion to give some additional facts about this case. Ordinarily I would not think the public would be interested in the reasons for disciplining an attorney. It is a matter between court and counsel. However, I think the dissent did not fairly state the matter, so I give the following:
George Bridwell, an attorney who has practiced law before the courts of this State for over twenty years, appeals from findings, conclusions, and a recommendation of disbarment made by the Board of *7Commissioners of the hereinafter called Bar. Utah State Bar,
Prior to 1957 Mr. Bridwell had represented a man by the name of Wagner in a divorce hearing; and because the service had been satisfactory to him in that matter, Mr. Wagner in 1957 engaged the services of Mr. Bridwell to represent him in an income tax matter involving him, his ex-wife, and Precisa, Inc., a corporation of which he was president and a minority stockholder. The majority of the stock was held by Precisa A. G., a Swiss corporation and its president.
The bookkeeping procedures between Wagner, Precisa, Inc., and Precisa A. G. were such as to attract the attention of the Internal Revenue Service, hereinafter referred to as I.R.S., and assessments were levied against Precisa, Inc., in the amount of some $90,000 and against Wagner and his ex-wife for $94,015.12. Wagner went to Switzerland, where he was born, and took with him $28,000 in moneys belonging to Precisa, Inc., thus further exciting I.R.S. and strengthening its belief that Precisa, Inc., was the alter ego of Wagner. From Switzerland, Wagner wrote Bridwell requesting representation and enclosing a letter to be given to a Mr. Grothe, who in the absence of Wagner was in charge of Pre-cisa, Inc. In that letter Wagner gave instructions to Grothe for him to show some substituted entries in the books of account and to tell the I.R.S. that the entries had been found in the local office. The letter further indicated dishonesty on Wagner’s part in connection with the tax matters then being investigated.
In agreeing to represent Wagner and Precisa, Inc., Bridwell said that his fee would be $14,000 for handling the matter through the administrative process of the I.R.S., and in addition he demanded “carte-blanche authority and ample expenses so that I may hire accountants of my own choosing to work with me.”
Since there was a probability that a tax fraud case would be filed against Wagner, Bridwell thought it wise to hire the accountants himself so as to clothe them with a certain amount of privilege in case they might be called as witnesses in a court proceeding. Pursuant to the authority given him, Bridwell did hire a certified public accountant and paid him $8,-967.50 for services rendered.
After Mr. Wagner went to Switzerland, the I.R.S. added another year to its claim of improper tax returns and raised the amount of the assessment to approximately three quarters of a million dollars.
In his efforts to convince the I.R.S. that Precisa, Inc., was not the alter ego of Wagner, Mr. Bridwell deemed it wise for him and the accountant to go to Switzerland and examine the books of Precisa A. G. They spent aproximately three weeks in time and $4,000 in expenses on this trip; *8and while they did not give an itemized accounting to Wagner or Precisa, Inc., they did satisfy the I.R.S. that the $4,000 was legitimately expended, and it was allowed in the settlement of the tax claims when finally consummated.
Bridwell told Wagner and Precisa A. G. that there would be substantial fees over and above the $14,000, and they understood that there would be such. The total fees and expenses taken by Mr. Bridwell were $30,653.36, which to us seems reasonable, and the Bar does not claim to the contrary. However, since Bridwell under his carte-blanche authority took over the bank account of Precisa, there is a complaint made about his not getting authority before taking the money. Certain it is that he was guilty of a lack of adequate communication with Mr. Wagner, who remained in Switzerland during the four years the matters were being handled. Perhaps Bridwell did not have the knack of making for good public relationship with his clients; but since he was able to compromise the tax assessment at 7‡ on the dollar and to prevent the filing of a criminal complaint against his client for fraudulent filing of returns, no one can doubt that in the totality of events he performed an excellent service for his clients.
Apparently he had to be cautious in what he wrote lest, if the truth regarding his clients were known, the settlement might not have been possible and perhaps even a criminal charge placed against Mr. Wagner.
Wagner first complained to the Bar in 1963. However, a formal complaint was not made in this matter until April 15, 1966. The final hearing was held in October, 1968. In his complaint to the Bar, Wagner also made a number of allegations regarding the handling of relatively small sums of money during the four years which were required to finally determine these matters, i. e., between 1957 and 1961.
Mr. Bridwell complains bitterly about the delay and asserts that the statute of limitations should afford him protection against false claims which are so old that he cannot adequately present a defense thereto.
Absent a statute or rule on the matter, we do not think the statute of limitations applies to a disciplinary proceeding against a member of the Bar1 for the reason that the courts are ever ready to see to it that lawyers who have such a close relationship to their clients must be like Caesar’s wife ■ — -above reproach. However, even where there is no statute or rule to cover the matter, I think disciplinary proceedings initiated a long time after the alleged commission of the act complained of should be regarded with disfavor and due allow-*9anees made for the lack of opportunity on the part of the accused attorney to present a proper defense under the circumstances.
With this in mind I would answer specifically some of the statements made in the dissent.
As to “a,” Bridwell feared the government might be opening and reading the mail to and from Wagner, and so he, wisely or not, deemed it important to communicate with his client personally, and may have become a bit impatient at the continued insistence of Wagner as to why he should send $2,000 for expense money. If Bridwell had to write the reasons, he might as well have written the whole story. It was just as necessary to prevent the government from finding out what the situation was in the one case as it would be in the other.
As to “b,” these small items were received many years prior to the time when Bridwell was required to explain what he did with the money. He was simply unable to recall them; and as to the $4,000 item of expenses to Switzerland for him and the accountant, it is enough to say that that item is explained above.
As to “c,” the record does not sustain the accusation made. The fact is that a man wanted to bid on the chandelier for his company but needed to contact his superior before doing so. It was he who requested the government auctioneer to postpone the sale of this item. Mr. Bridwell consented to the postponement, and the postponement was publicly announced. The prospective bidder was not authorized by his employer to bid, and when the matter was put for sale, there was only $145 bid for it. Mr. Bridwell paid five dollars more, and the sale was made to him. His client got the money, and Bridwell gave the chandelier to a friend. It well may be as a matter of law that when Bridwell bought this, he did so for his client and title would remain in his client. However, the client ought not get the money and fuss about the chandelier too.
As to “e,” I agree that Bridwell’s conduct was such as to merit some disciplinary action.
While Bridwell had powers of attorney in voting the stock so as to control Precisa, Inc., the business ceased operations due to failure of the European concerns to supply merchandise. This was no fault of Brid-well. There was no money collected, and payments on the building became delinquent.
Under the jeopardy assessments, the personal property of Wagner and Precisa had been sold at auction by the I.R.S., and Bridwell thought that an auction sale of the building was imminent. He permitted the owner to forfeit the contract of purchase and then arranged to have the owner give *10Precisa, Inc., an option to repurchase at a price which would include an increase in the interest rate, $1,000 as attorney fees (which were only $750), and the amount of delinquent taxes together with a profit of $2,000 and a penalty of $1,091.15. Brid-well feared the arrangement might be considered by I.R.S. as a subterfuge, and so he permitted a Mr. Schubach, another client and also a close personal friend of his, to exercise the option and to get possession of the building. This satisfied the I.R.S. that the transaction was bona fide, and a settlement of all claims was then had.
Mr. Bridwell informed Mr. Wagner that he could have the building back if he would reimburse Mr. Schubach for his expenditure, which amounted to $11,370.30. This was not immediately done and a short time later Wagner found out that such was no longer the case.
Bridwell wrote Wagner that the building was now fully owned by Schubach and was worth $50,000 but could be bought for $45,-000, and he recommended that Wagner buy it. Later he wrote Wagner that it could be bought for $42,000, and he recommended that Wagner borrow the money to buy it before it was sold to somebody else.
Wagner returned to the United States and dealt directly with Schubach. He purchased the building for $35,000, and in doing so had to give Schubach a profit of approximately $10,000.
The evidence does not warrant a finding that Bridwell got any of this money, and the Bar has not found that he did.
It should also be noted that Wagner spent a very nominal amount of his own money on this matter. Most of the fees and expenses were borne by the two corporations, and the officers of those concerns after meeting with Mr. Bridwell gave a statement completely exonerating him and ratified all that he had done in the matter. These officers were men who ran a worldwide organization and were knowledgeable in tax matters and other business ventures. One of them was a Swiss lawyer, and in addition thereto they retained a Swiss ex-judge to sit in on the meeting and to advise with them before they gave the statement.
It is my opinion that the order of the court as made is sufficient and should not be made more severe.
HENRIOD, J., took no part in this case, and NORSETH, District Judge, sat in his place.. 7 Am.Jur.2d Attorneys at Law § 62.