Can a sole remaining lawyer keep using the old multi-name partnership name after the other partners die or leave?
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This page answers the general question as of 1991. Ezel answers yours: whether it's allowed on your facts, under the current rules of professional conduct in your state, with citations.
Plain-English summary
Opinion 224 (adopted December 17, 1991) considered "A, B & C," a partnership of B and C. A was dead, and C was considering either becoming "of counsel" or retiring. The question was whether the firm could continue to use its present name if, as a result of C's changed relationship, it was no longer a partnership.
The committee explained that under Rule 7.5(d) it might be argued that continued use of the name implied a partnership where none existed, citing Opinion No. 189. But the crucial question was whether the mere use of a multi-name firm name implies a partnership, and the committee found persuasive reasons that it does not. Comment 1 to Rule 7.5 observes that any firm name including a deceased partner's name is, strictly speaking, a trade name, usable like any trade name if not misleading, and the former DR 2-102(B) had permitted using the names of deceased or retired members. A contrary rule, the committee noted, would create a problem for small firms when only one partner remains, particularly during an interim period while the survivor considers or seeks a new partner.
On whether a single lawyer's use of a multi-name firm name is false or misleading under Rules 7.1 and 7.5(a), the committee drew on Opinion No. 189 (the "John Doe & Associates" name) and concluded that, because a multi-name firm name does not necessarily imply a partnership, neither does it necessarily imply that the remaining lawyer practices with other lawyers. The committee nonetheless said it would expect a lawyer practicing alone under a multi-person name to promptly inform new clients that he or she practices alone, and recognized that additional facts, such as learning that clients had been led to believe there was a partnership, could create a duty to dispel the misapprehension. What evidence would show the name had been misunderstood was a factual issue beyond the committee's authority to resolve.
Currency note
This opinion was issued in 1991, before the District of Columbia's adoption of the 2007 revisions to the Rules of Professional Conduct. Subsequent rule amendments or later opinions may have changed the analysis. Treat this page as historical context, not current guidance. Verify against current rules before relying on any specific rule, deadline, or requirement mentioned here.
Common questions
Q: Could a sole remaining lawyer keep the old "A, B & C" name?
A: Yes. The committee concluded the lawyer was not precluded from continuing to use the former partnership name, because a multi-name firm name does not by itself imply that the lawyer practices in a partnership.
Q: Did keeping the name imply a partnership that no longer existed?
A: Not necessarily. The committee concluded that a multi-name firm name, like a trade name including a deceased partner, does not necessarily imply a partnership, so its continued use was not inherently misleading.
Q: Did the lawyer have to do anything to avoid misleading clients?
A: Yes. The committee expected a lawyer practicing alone under a multi-person name to promptly inform new clients that he or she practices alone, and to take steps to dispel any misapprehension if it learned clients had in fact been misled.
Background and rules framework
The opinion interpreted D.C. Rules 7.1 and 7.5. Rule 7.1(a) bars false or misleading communications about a lawyer or the lawyer's services; Rule 7.5(a) bars using a firm name that violates Rule 7.1; and Rule 7.5(d) provides that lawyers may state or imply that they practice in a partnership or other organization only when that is the fact. The committee read these together with Comment 1 to Rule 7.5, which treats a firm name including a deceased partner as a trade name usable if not misleading, and with the former Code's DR 2-102(B).
Citations and references
Rules of Professional Conduct:
- D.C. RPC 7.1(a) / Model Rule 7.1 (false or misleading communications)
- D.C. RPC 7.5(a) / Model Rule 7.5 (firm name that violates Rule 7.1)
- D.C. RPC 7.5(d) / Model Rule 7.5 (implying practice in a partnership only when true)
Other opinions cited:
- ABA Formal Op. 90-357 (1990): a firm name may include a former partner who is now of counsel if the name was long-established and well-recognized
- D.C. Opinion No. 189: the "John Doe & Associates" name and deceptive firm names
- D.C. Opinions Nos. 151 and 197: of-counsel relationships
See also
- DC Ethics Op. 332: Firm Names for Solo Practitioners
- DC Ethics Op. 244: Nonlawyer Partner's Name in a Firm Name
- DC Ethics Op. 235: Practicing as a Registered LLP or LLC
Source
- Landing page: https://www.dcbar.org/for-lawyers/legal-ethics/ethics-opinions-210-present/ethics-opinion-224
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