Can lawyers who only share office space and overhead, without sharing fees, use common letterhead or stationery?

Plain-English summary

Three lawyers shared an office and split the overhead equally, with no sharing of fees or of profits and losses except case-by-case as negotiated between them. They asked whether they could use common stationery. The committee concluded they could not, because the public may be misled about the relationship among them.

The committee relied on Opinion 212, which held that lawyers sharing an office could not operate under a firm name, because doing so gave prospective clients the false impression that the lawyers shared professional responsibility for handling a client's matter, in violation of former Canon 33's bar on false or misleading firm names. It tied this to Ethical Consideration 2-13, which directs a lawyer to be scrupulous in representing his professional status and not to hold himself out as a partner or associate of a firm, or as a partner or associate, when he only shares offices with another lawyer.

The committee also cited ABA Informal Opinion 1378, which held that two separate firms sharing a common entrance, receptionist, library, and conference room could not reflect a close relationship on their stationery or in directories (even noting an "of counsel" relationship), because the dual and divided responsibility would be confusing to the public and contrary to the identical ABA EC 2-13. Applying these principles, the committee found that common stationery by office-sharing lawyers is likely to mislead the public about the relationship and about responsibility for the services; and even if such a letterhead were treated as advertising under Rule 2-101 and construed to contain all information necessary to avoid being misleading, it might nevertheless operate to deceive the public and so be prohibited under Rule 2-101(b).

Currency note

This opinion was issued in 1982, under the former Illinois Code of Professional Responsibility and before Illinois adopted the 2010 Rules of Professional Conduct. The ISBA Board of Governors affirmed the opinion in July 2010 as generally consistent with the 2010 Rule (Rule 7.5(d) with its Comment [2]), while cautioning that the specific standards referenced may differ from the 2010 Rules. 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 Treat this page as historical context, not current guidance.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 or requirement mentioned here.

Common questions

Q: Can office-sharing lawyers use a common letterhead?

A: The opinion concluded no; because they do not share fees or professional responsibility, common stationery would mislead the public about their relationship and who is responsible for the work.

Q: Why is it misleading?

A: Per the opinion, common stationery implies the lawyers practice together and share responsibility for a client's matter, when in fact they only share office space, contrary to Ethical Consideration 2-13.

Q: Can they at least note an "of counsel" or close relationship?

A: The committee cited ABA Informal Opinion 1378, which held that even separate firms sharing facilities could not portray a close relationship on stationery, because the divided responsibility would confuse the public.

Background and rules framework

The opinion applied former Illinois Code Ethical Consideration 2-13 (accurately representing professional status) and Rule 2-101(b) (advertising that may deceive the public), drawing on Opinion 212 and ABA Informal Opinion 1378. The Board's 2010 affirmation maps the analysis to current Illinois Rule of Professional Conduct 7.5(d) (lawyers may state or imply practicing in a firm only when that is the fact), corresponding to ABA Model Rule 7.5, with the not-misleading principle in Model Rule 7.1.

Citations and references

Rules of Professional Conduct:

• Illinois Code Ethical Consideration 2-13; Rule 2-101(b) (applied in the opinion)
• Illinois RPC 7.5(d) with Comment [2] (2010 equivalent per the Board's affirmation)
• MR 7.1 (communications must not be misleading); MR 7.5 (firm names and letterheads)

Other opinions cited:

• ISBA Opinion 212: office-sharing lawyers may not operate under a firm name
• ABA Informal Opinion 1378: separate firms sharing facilities may not portray a close relationship on stationery

See also

• ISBA Ethics Op. 03-02: Firm Names and Of Counsel
• ISBA Ethics Op. 865: Use of a Suspended Lawyer's Name
• ISBA Ethics Op. 756: A Lawyer's Name on a Billboard

Source

• Landing page: https://www.isba.org/ethics/opinions/764