I once represented a corporation in a claim, and my associate handled its collection cases years ago. Now a different former employee wants me to sue that corporation for age discrimination. Does Rule 1.9 permit it?

Plain-English summary

The inquiring attorney had represented Corporation A in a claim against the corporation's Former Employee X, and the attorney's associate later represented Corporation A in collection cases. There had been no representation of Corporation A for several years. More recently, Former Employee Y of Corporation A sought the attorney's services regarding an age discrimination case against Corporation A. The attorney stated that the prior collection cases bore no relation to this matter and asked whether he or she could represent Former Employee Y against Corporation A.

The Panel answered yes. It identified Rule 1.9 ("Conflict of Interest: Former Client") as the pertinent rule and set out its text. The crucial issue was whether the matters were "the same or substantially related." If not, the attorney could represent the client against Corporation A, subject to the prohibition on using information relating to the representation of Corporation A to its disadvantage. The Panel found that Corporation A's cases related to collection matters, which are not the same or substantially related to the client's age discrimination lawsuit.

Currency note

This opinion was issued in 1996 (Opinion 96-19, issued August 8, 1996), after the Rhode Island Supreme Court adopted the Model Rules of Professional Conduct effective November 15, 1988, and it applies Rule 1.9 as it stood at the time. The Rhode Island Supreme Court later revised the Rules of Professional Conduct in 2007 as part of the nationwide Ethics 2000 process, which amended these 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 Treat this page as historical context, not current guidance.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 mentioned here.

Common questions

Q: Can I sue a corporation I used to represent, on behalf of one of its employees?

A: On these facts the Panel said yes, because the prior collection matters are not the same or substantially related to the employee's age discrimination claim under Rule 1.9.

Q: Does my associate's earlier collection work for the corporation change the answer?

A: The Panel treated the associate's collection work as part of the firm's prior representation but found it unrelated to the discrimination case, so it did not bar the new matter.

Q: What must the lawyer still guard against?

A: The Panel cautioned that the attorney is prohibited from using information relating to the representation of Corporation A to Corporation A's disadvantage.

Background and rules framework

The opinion interprets Rhode Island Rule of Professional Conduct 1.9 (conflict of interest: former client), the analog of Model Rule 1.9. The Panel applied the substantial-relationship test, finding a former client's collection matters legally and factually distinct from a later age discrimination claim, so the former-client bar did not apply absent misuse of confidences.

Citations and references

Rules of Professional Conduct:

• MR 1.9 / RI RPC 1.9 (conflict of interest: former client; substantial-relationship test)

See also

• RI EAP Opinion 96-12: defending a current client sued by a former divorce client under Rule 1.9
• RI EAP Opinion 2019-02: no conflict representing a buyer against a former corporate client where the matters are not related

Source

• Landing page: https://www.courts.ri.gov/attorney-resources/Pages/Ethics-Advisory-Panel-default.aspx
• Original PDF: https://www.courts.ri.gov/Opinions/EAP%2096-19.pdf

Original opinion text

Best-effort transcription from a scanned PDF. Minor errors may remain; the linked PDF is authoritative.

ETHICS ADVISORY PANEL
OPINION # 96-19, - REQUEST # 677
ISSUED - AUGUST 8, 1996

FACTS:

The inquiring attorney represented Corporation A in a claim against the corporation's Former Employee X. Thereafter, the inquiring attorney's associate represented Corporation A in collection cases. There has been no representation of Corporation A for several years. Most recently, Former Employee Y of Corporation A seeks the inquiring attorney's legal services regarding an age discrimination case against Corporation A. The inquiring attorney states that the prior collection cases bear no relation to this matter.

ISSUE PRESENTED:

May the inquiring attorney represent Former Employee Y against Corporation A?

OPINION:

Yes.

REASONING:

The Rule pertinent to this inquiry is Rule 1.9 entitled "Conflict of Interest: Former Client." That Rule states:

A lawyer who has formerly represented a client in a matter shall not thereafter:

(a) represent another person in the same or a substantially related matter in which that person's interests are materially adverse to the interests of the former client unless the former client consents after consultation; or

(b) use information relating to the representation to the disadvantage of the former client except as Rule 1.6 or Rule 3.3 would permit or require with respect to a client or when the information has become generally known.

The crucial issue is whether or not the matters are the "same or substantially related." If they are not, then the inquiring attorney may represent the client in a matter against Corporation A. However, the inquiring attorney is prohibited from using information relating to the representation of Corporation A to Corporation A's disadvantage. In this case, Corporation A's cases related to collection matters which is not "the same or substantially related" to Client's age discrimination law suit.