Can a lawyer leave his letterhead with a bank or loan company so its staff can write and sign collection letters in his name?

Plain-English summary

The inquiry described three variations on a retained attorney leaving a stack of his letterheads with a bank or loan company: in the first, the company's staff write collection letters, sign the attorney's name, and mail them without the attorney ever reading them; in the second, the company writes the letters and sends them to the attorney for a signature he applies without attention to the file or knowledge of the loan; in the third, the attorney prepares some form letters and leaves them with the company, whose staff select, type, sign, and mail them in his name.

All members of the Committee concluded that each of the three situations violates the Canons (9-0). Members cited Texas Canon 43 and ABA Canon 47, with one member adding Texas Canon 32 and ABA Canon 35, and another citing ABA Opinion 68. Several members characterized the practice in strong terms: four agreed it was a "prostitution of the professional standing and practice of an attorney," and three described it as a "production line" method that amounted to a lawyer selling or renting his name without personally performing the services for which he was retained. On unauthorized practice, which the Committee noted is outside its purview, three members expressed views, agreeing the bank or loan company would be guilty of unauthorized practice in each instance (one member excepting the second situation).

Currency note

This opinion was issued in 1957, under the former Texas Canons of Ethics, which the Texas Disciplinary Rules of Professional Conduct replaced effective January 1, 1990. 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 Treat this page as historical context, not current guidance.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: Can a lawyer let a client company use his letterhead to send collection letters in his name?

A: The Committee concluded that having the company's staff write, sign, and mail letters in the lawyer's name without his involvement violates the Canons, with members citing Canon 43.

Q: Does the lawyer signing the letters himself, without reviewing the files, fix the problem?

A: No. The Committee concluded that situation (the second variation) also violated the Canons, treating the lawyer's signature without attention to the file as improper.

Q: Did the Committee decide whether the company was engaged in unauthorized practice?

A: The Committee noted that question is outside its purview; the three members who addressed it agreed the bank or loan company would be guilty of unauthorized practice in each instance, with one member excepting the second situation.

Background and rules framework

The opinion interprets former Texas Canon 43 (aiding the practice of law by persons not members of the State Bar) and Canon 32 (professional services not to be controlled or exploited by a lay agency). The modern analogs are ABA Model Rule 5.5 (unauthorized practice of law; assisting a nonlawyer in it) and Model Rule 5.3 (responsibilities regarding nonlawyer assistance).

Citations and references

Rules of Professional Conduct:

• MR 5.5 (unauthorized practice of law), as the modern analog
• MR 5.3 (responsibilities regarding nonlawyer assistance), as the modern analog
• Texas Canons 32 and 43 (former canons on lay control of professional services and aiding lay practice of law)

Other opinions cited:

• ABA Opinion 68

See also

• TX Ethics Op. 178: Lawyers Taking Work Through a Lay Intermediary
• TX Ethics Op. 177: Bank Trust-Officer Lawyers and Will Drafting
• TX Ethics Op. 167: Salaried In-House Counsel for a Company

Source

• Landing page: https://www.legalethicstexas.com/resources/opinions/opinion-160/
• Original PDF: https://tcle-web.s3.amazonaws.com/public/documents/Opinion_160.pdf

Original opinion text

Reproduced from the official source for research purposes. The linked source is authoritative.

QUESTION PRESENTED

Would it be a violation of the Canons of Ethics, and would it amount to unauthorized practice of law by the loan company or bank, for an attorney on retainer employment with a loan company or bank to leave with the loan company or bank a stack of his letterheads upon which secretaries and officials of the bank or loan company write collection letters and sign the attorney's name on same and mail them out without the attorney ever having read the letter or having any other contact with the debtor?
The same situation, except that the letters would be written by the loan company or bank and be sent to the attorney for his signature when the attorney has given no attention to the file and has no knowledge of the circumstances of the loan but merely signs his name to such letters?
The same situation as No. 1, except that the attorney would prepare some letters and leave them with the loan company or bank along with his letterhead and the officials or agents of the bank or loan company select the form they wish to send and type it out and mail it out after signing the attorney's name.

18 Baylor L. Rev. 264 (1966)

AIDING THE PRACTICE OF LAW BY PERSONS NOT MEMBERS OF THE STATE BAR - INTERMEDIARIES - LETTERHEADS
It is improper for an attorney to provide a bank or loan company with his letterhead stationery to be used by them for collection letters when the attorney has little or no contact with the debtor's situation.

Canon 43. A.B.A. Canon 47.

This inquiry is answered on the assumption the facts are as stated. Two of the committee members expressed distaste for this type of inquiry as being "left-handed" and the questions as being hypothetical.

All members of the committee are of the opinion that each of the three situations outlined constitutes a violation of the Canons of Ethics. One member cited in support of his view American Ethics Committee Opinion 68. Two members specified that same constituted a violation of Texas Canon 43 and American Canon 47, and one of such members was of the opinion same also violated Texas Canon 32 and American Canon 35. (9-0)

Four members of the committee agreed with the characterization of such practice as a "prostitution of the professional standing and practice of an attorney," and three members further expressed the view that this was a "production line" method, nonprofessional in character, which tended to degrade the profession, and amounted to an attorney selling or renting his name as a lawyer without personally performing the services for which he was retained.

Since the question as to whether or not certain practice constitutes the unauthorized practice of law is not within the purview of this committee, only three members expressed themselves on that question. They all agreed the bank or loan company would be guilty of unauthorized practice in each instance, except one member did not think this would be the case in Situation 2. One member expressed the opinion such attorney's license should be taken away from him for such practice, but another member disagreed with such action, although stating he thought such attorney should be reprimanded most severely.

Tex. Comm. On Professional Ethics, Op. 160 (1957)