New York City Bar Ethics Opinions
Free plain-English summaries of legal ethics opinions issued by the New York City Bar, with full citations and source links on every page.
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When does a New York lawyer's strongly held personal, religious, political, or moral view create a Rule 1.7(a)(2) personal-interest conflict that requires the lawyer to decline or withdraw from a representation?
The opinion concludes such conflicts are rare; the Rules presume lawyers cultivate detachment and can subordinate personal views. A Rule 1.7(a)(2) conflict arises only when the lawyer subjectively con…
If a New York lawyer signs a contract (engagement letter, outside-counsel guideline, or employment policy) that purports to limit the lawyer's Rules-granted discretion, is the lawyer ethically bound by that contract?
The opinion concludes that lawyer and client cannot alter the Rules by agreement; a New York lawyer always retains the discretion the Rules grant, even where exercising it would breach a contract. Ent…
Do conflicts of interest from a New York law firm's hire of an unadmitted summer law clerk, intern, or law-school graduate get imputed to the firm under Rule 1.10? What confidentiality steps does the firm have to take?
Per the opinion, unadmitted summer law clerks, interns, and law school graduates are not 'lawyers' under Rule 1.10, so their prior work does not create imputed conflicts when they are hired. Firms mus…
Can a New York lawyer review or sign a client's litigation funding agreement, and what are the lawyer's duties on fee sharing, conflicts, confidentiality, and control of the case?
Client-directed litigation funding does not violate Rule 5.4 because the funder is repaid from the client's recovery, not the lawyer's fee. A lawyer reviewing such an agreement must watch for conflict…
Can a New York lawyer or law firm represent two or more clients bidding against each other for the same asset?
Representing competing bidders for the same asset generally creates a conflict of interest, but the conflict is often waivable in a firm setting using separate teams and information walls, or by a law…
Can a New York lawyer's health concerns about appearing in court in person during a pandemic create a conflict of interest that requires withdrawal?
A lawyer's serious health concerns about a required in-person court appearance during a public health crisis can be a personal-interest conflict under Rule 1.7(a)(2). Whether one exists is fact-specif…
When a lawyer represents several clients with related cases, when does settling them together count as an aggregate settlement requiring each client's written consent under Rule 1.8(g)?
Grouping separate but related cases for settlement where the terms are interdependent is an aggregate settlement requiring each client's written informed consent (or court approval). Even settling one…
Can a New York lawyer enter an ongoing co-counsel and fee-sharing relationship with an out-of-state law firm that has nonlawyer owners?
Yes. A New York lawyer may keep an ongoing relationship with an alternative business structure (ABS) firm to regularly co-counsel and share fees without violating Rule 5.4, so long as the lawyer is no…
Can a New York lawyer require a client to pay legal fees in cryptocurrency like Bitcoin?
A fee agreement requiring payment in cryptocurrency is a business transaction with the client subject to Rule 1.8(a) when the client expects the lawyer to exercise professional judgment on the client'…
Can one lawyer represent multiple witnesses as "pool counsel" in a government or internal corporate investigation?
Yes. A lawyer may serve as pool counsel for multiple witnesses in a government or internal investigation, subject to the conflict and confidentiality rules. The lawyer must screen for concurrent confl…
When a New York lawyer jointly represents two clients without a conflict, what must the lawyer tell them about how joint representation works?
Even without a conflict requiring informed consent, the opinion concludes Rule 1.4 requires the lawyer to explain the implications of joint representation, including that information material to the r…
Can a New York lawyer subpoena a current client for evidence in another client's lawsuit?
Ordinarily not without consent. Subpoenaing a current client on behalf of another client usually creates a Rule 1.7 conflict that requires informed written consent from both clients; absent that, the …
When a legal aid lawyer gives brief advice through a social worker for a low-income client, what ethics rules apply?
If the brief help creates an attorney-client relationship with the individual, the lawyer must avoid conflicts, get informed consent to a reasonable limited-scope representation, and provide competent…
Can a lawyer represent a non-party deposition witness in the same case where the lawyer already represents a party?
Yes, subject to limits: the witness representation may be a reasonable limited-scope engagement under Rule 1.2(c) with informed consent; the lawyer must clear any Rule 1.7 conflict with the party (wit…
If I can't take a prospective client because of a conflict with an existing client, can I refer them to another lawyer?
Yes. The opinion concludes a lawyer who must decline a prospective client because of a conflict may refer that person to other competent counsel, subject to duties of good faith, conflict avoidance, c…
Can a law firm use a professional employer organization (PEO) to handle payroll and HR for its staff?
Yes. The opinion concludes a New York firm may use a PEO so long as the PEO does not interfere with the lawyers' independent judgment or supervision of staff, does not access client confidential infor…
After a firm loses a pitch (beauty contest), can it represent the other side in the same matter?
The opinion concludes that under Rule 1.18 a firm owes a prospective client duties even when no representation follows: it cannot use or reveal confidential information learned in the consultation, an…
Can a lawyer represent a client who uses third-party (non-recourse) litigation funding?
The opinion concludes it is not unethical per se, but the lawyer must be alert to several issues: candid advice on costs and alternatives under Rule 2.1, possible waiver of privilege from sharing case…
Can a plaintiff's lawyer agree to personally indemnify the defendant against liens on settlement payments?
No. The opinion concludes that plaintiff's counsel may not agree to hold the defendant harmless from third-party claims (such as insurer or Medicare liens) arising out of settlement payments, because …
Can jointly represented clients agree in advance to let their lawyer accept an aggregate settlement without each client's approval?
The opinion concluded that the informed-written-consent requirement for aggregate settlements under Rule 1.8(g) cannot be waived; absent court approval, a lawyer may not bind jointly represented clien…
When a firm hires a law school graduate who worked in a school legal clinic, can the firm take or keep matters against the clinic's former clients?
Generally yes. The firm may accept or continue matters adverse to clinic clients, but where the matter is substantially related or the graduate gained material confidences, the firm should screen the …
When in-house counsel represent a parent and its corporate affiliates, when is joint representation a conflict and can it be waived in advance?
For wholly owned affiliates, the parent's interests control and there is no conflict between separate clients. For affiliates the parent controls but does not wholly own, inside counsel must treat eac…
Can a law firm second (loan) a lawyer to a client or host organization without the firm inheriting the host's conflicts and vice versa?
Yes, if during the secondment the lawyer is not 'associated' with the firm: the ongoing relationship is narrowly limited and the lawyer is securely screened from the firm's client confidences. A parti…
Can a New York law firm ask a client to sign an advance waiver agreeing not to object if the firm later represents another client against it?
Yes. A firm may obtain an advance waiver of future conflicts if it adequately discloses the implications, advantages, and risks so the client can give informed consent, and a disinterested lawyer woul…
After a law firm pitches a prospective client in a 'beauty contest' but isn't hired, can it later represent the opposing party in that matter?
Yes, unless a lawyer learned confidences from the prospective client that could be significantly harmful in the matter. Even then, the firm may proceed if it got an advance conflict waiver, if the inf…
When a conflict is thrust upon a firm mid-representation (for example by a client's acquisition) and one client won't consent, must the firm drop both clients?
No. For a genuinely unforeseeable 'thrust upon' conflict that arose through no fault of the lawyer and does not risk material confidences, the firm is not always required to withdraw from both. It may…
If a lawyer holds confidential information from one client that would help another client, does that alone create a conflict barring the second representation?
No, not by itself. Merely possessing embargoed confidential information does not create a conflict; the question is whether either representation would be impaired, namely whether the lawyer cannot av…
Can a volunteer lawyer give pro bono help on a consumer Chapter 7 bankruptcy while the lawyer's firm represents some of the debtor's creditors in unrelated matters?
Yes, typically. Representing a Chapter 7 debtor while the firm represents the debtor's creditors in unrelated matters usually creates no DR 5-105 conflict, so the volunteer can rely on an initial-inte…
When a government lawyer represents an agency, who is the client, and when can the lawyer also represent the agency's officials or employees in a civil case?
A government lawyer's client is ordinarily the agency, not the public at large or the individual official. The lawyer may also represent an employee personally only if a disinterested lawyer would fin…
When may a lawyer represent both a corporation and its officers or employees in a government investigation?
There is no per se bar, but the joint representation is permissible only if a disinterested lawyer would conclude it serves both the company's and the constituent's interests under DR 5-105(C), both c…
What ethical duties does a lawyer owe when representing a plaintiff class in a class action?
The lawyer needs individual clients' informed consent to assert class claims; owes competence, diligence, and confidentiality to absent class members; needs the class lawyer's or court's consent befor…
What conflict-checking records and systems must a New York law firm keep to comply with DR 5-105(e)?
Every New York law firm, including solo practitioners, must keep written or electronic records of each engagement (at minimum client names, adverse party names, and a description of the matter) and mu…
Can a lawyer narrow the scope of a representation to carve out the part that would conflict with another current or former client?
Yes. A lawyer may limit a representation to eliminate the adverse portion and avoid a conflict, if the client consents after full disclosure and the limited representation is still adequate; the lawye…
Can one law firm represent clients with differing interests in a corporate deal, or a client adverse to another firm client in a separate matter?
Yes, with disclosure and informed consent, if a disinterested lawyer would believe the firm can competently represent each client; the transactional context is judged more flexibly than litigation, we…
If someone emails confidential information to a firm through its website, can the firm still represent the opposing existing client, and can it use the information?
Receiving an unsolicited email does not by itself disqualify the firm from representing an existing client in the same matter; but absent an adequate website warning that the information will not be c…
Can a law firm call another firm 'affiliated' on its letterhead, and does that force them to clear conflicts as one firm?
A firm may use 'affiliated' or 'affiliate' only if the relationship is close, regular, continuing, and semi-permanent (the equivalent of 'of counsel'); firms that do so must treat each other's clients…
Can a lawyer take stock or options in a startup client as payment for legal services instead of a cash fee?
The opinion concluded there is no per se bar on accepting securities as compensation for legal services, but the arrangement may trigger the business-transaction safeguards of DR 5-104(A), may present…
When former joint clients become adversaries, can a lawyer give one the file if it reveals the other's confidential information?
The opinion concluded a lawyer who jointly represented two clients who became adversaries may not give one documents or information revealing the other's sensitive confidential matters unless both con…
Can a firm sue the State of New York while one of its lawyers serves pro bono as special counsel to a district attorney's office?
The opinion concluded a firm may represent clients in matters directly adverse to the State of New York while a lawyer at the firm serves pro bono as special counsel to the Manhattan District Attorney…
Does representing a trade association make every member a client, barring the lawyer from later opposing a member?
The opinion concluded there is no per se rule that representing a trade association creates an attorney-client relationship with each member; whether a member becomes a client, and thus whether the la…
Can a lawyer publicly take a personal position, such as in bar association or legislative activity, that is contrary to a client's interests?
Yes, within limits. The opinion concluded a lawyer may espouse a personal viewpoint adverse to a former or present client's interest, without client consent, as long as the lawyer does not reveal clie…
Can a firm call a non-exclusive per diem lawyer an 'associate' or 'of counsel'?
Not 'associate'; 'of counsel' depends on the relationship. The opinion concluded a lawyer engaged on a non-exclusive, per diem basis cannot be called an 'associate,' and may be called 'of counsel' onl…
Can a law firm do pro bono criminal appeals for both a DA's office and Legal Aid at the same time?
Yes. The opinion concluded a firm may simultaneously volunteer in a DA's office program (representing the State) and in a Legal Aid program (representing indigent defendants) on criminal appeals, beca…
Can a lawyer represent, or be represented by, the opposing counsel in an unrelated matter the two are litigating against each other?
It depends on the facts. The opinion concluded there is no per se bar; the propriety turns on a fact-specific own-interest conflict analysis under DR 5-101(A), and only the lawyer who becomes a client…
Can independent lawyers sharing offices advertise as 'The Law Offices at X Square,' and when can lawyers or firms call themselves 'of counsel,' 'associated,' or 'affiliated' with each other?
The opinion concluded an unaffiliated group may not advertise under a trade name like 'The Law Offices at X Square,' but a firm may be of counsel to another firm or to individuals, and firms may descr…
When a legal services organization may have committed malpractice against its own client, can it keep representing the client, and what must it do about the possible malpractice claim?
The opinion concluded the organization has a non-waivable conflict of interest, so it must withdraw from the representation, advise the client to obtain legal advice from a lawyer not employed by the …
If a lawyer for a limited partnership discovers the general partner is looting it, must the lawyer tell the limited partners, and may the lawyer tell outsiders?
The opinion concluded that a lawyer for a limited partnership must disclose the general partner's improprieties to the limited partners, since the entity is the client, but may not reveal the informat…
Can a bank charge borrowers a fee for its in-house lawyer's closing work, and can that lawyer also be an officer, director, or shareholder of the bank?
The opinion concluded a bank may charge borrowers a fixed fee for its in-house counsel's services only up to the actual cost (any profit would be improper fee-sharing and a misrepresentation), and a l…
Can a part-time administrative law judge refer out and collect a fee on a lawsuit against the government arm that enforces the judge's own rulings?
The opinion concluded a part-time parking-bureau administrative law judge may not take a referral fee, or a fee for work done, on a suit against the Sheriff's office that enforces the judge's rulings,…
Must a lawyer tell a client that the lawyer is seeking or considering a job with someone whose interests are adverse to that client?
The opinion concluded that a lawyer's focused, concrete interest in future employment adverse to a client is a personal interest under DR 5-101(A) that requires disclosure and the client's consent, no…
Can volunteer lawyers serve as administrative judges or mediators for an agency and also represent parties before it, and can a firm represent complainants against the City it also serves?
The opinion concluded that whether a volunteer judge's or mediator's firm is disqualified turns on whether the role is treated as a part-time judge (firm-wide disqualification) or a judge pro tempore,…
Can the lawyer who represented the sponsor in a cooperative conversion also represent the new cooperative corporation afterward, agreeing to withdraw if a conflict arises?
The opinion concluded that the sponsor's and the cooperative corporation's interests are almost always differing interests under DR 5-105, so although dual representation is theoretically possible wit…
Can a lawyer agree with a client, in a retainer or otherwise, that the client will pay any Rule 11 or Part 130 sanctions imposed on the lawyer?
The opinion concluded that an agreement shifting court-imposed sanctions from the lawyer to the client, whether made before or after sanctions are imposed, is improper, because sanctions on a lawyer r…
If a lawyer testified at trial on the client's behalf, can the same lawyer brief and argue the appeal?
The opinion concluded that a lawyer who testified at trial is precluded from acting as appellate counsel if the lawyer knows or it is obvious that the subject of the testimony will or ought to be an i…
Can a lawyer take a mortgage on a client's home to secure payment of the legal fee, and what conditions apply?
The opinion concluded that a lawyer may take a mortgage on a client's property to secure a fee, but the transaction is a business transaction under DR 5-104(A), so it requires the client's consent aft…
Can a lawyer sign a contract for the book or movie rights to a client's case while still representing the client?
The opinion concluded that a lawyer may not enter a publication or production rights contract, with the client or a third party, until all aspects of the matter are concluded, and that even afterward …
If I own an apartment in a co-op or condo, can I serve as the building's lawyer, or represent a fellow tenant, the board, or a buyer in matters involving the building?
The opinion concluded that a lawyer-tenant's own property and personal interests may compromise independent judgment, so the lawyer may represent the cooperative, a co-tenant, a buyer, or a tenants' g…
Is it unethical for defense counsel to condition a civil rights settlement on the plaintiff waiving statutory attorneys' fees?
The opinion concluded that, after the Supreme Court's decision in Evans v. Jeff D., it is not unethical per se for defense counsel to propose settlements conditioned on a waiver of statutory attorneys…
Can a lawyer act as escrow agent in a deal while also representing one of the parties, and who gets the interest on escrowed funds?
The opinion concluded that a lawyer may serve as escrow agent and represent one party in the same transaction only with the fully informed consent of all parties, must safeguard the funds under the tr…
Can a lawyer take a criminal-defense fee out of the client's recovery in a separate civil case?
The opinion concluded that a fixed criminal-defense fee paid from the client's eventual civil recovery is not a prohibited criminal contingent fee, because the fee does not turn on the outcome of the …
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Legal ethics opinions from the New York City Bar interpret the rules of professional conduct for working lawyers, in response to inquiries from members and committees. They are not binding like court discipline decisions, but courts and discipline boards treat formal opinions as substantial guidance on how the rules apply. Every opinion above has a plain-English question and short answer, plus a link to the original source on the bar's site.