Can a lawyer be 'of counsel' to more than one firm, or a partner in two firms, and use the lawyer's name in each firm name?

Plain-English summary

The inquiry concerned whether a lawyer could work in an "of counsel" position for more than one firm, be "of counsel" to one firm and a partner in another, or be a partner in two firms, and whether the lawyer's name could appear in the firm name in those scenarios.

The committee was of the opinion that there was no ethical impropriety with any of the relationships posed, but that in each instance the lawyers involved should be aware of the conflict-of-interest requirements of RPC 1.7, the imputed disqualification rule RPC 1.10, and the prohibition against misleading communications in RPC 7.1.

Currency note

This opinion was issued in 1991, before the Washington State Bar Association's adoption of the 2006 revisions to the Washington 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 Treat this page as historical context, not current guidance.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: Can a lawyer be 'of counsel' to two firms at once?

A: Under this 1991 opinion, yes; the committee found no ethical impropriety with that or the other multi-firm relationships posed, subject to the rules it listed.

Q: Can a lawyer be a partner in two different firms?

A: The committee was of the opinion that none of the posed relationships, including partnership in two firms, presented an ethical impropriety per se.

Q: What did the committee tell the lawyers to watch?

A: The conflict requirements of RPC 1.7, the imputed disqualification rule RPC 1.10, and the prohibition against misleading communications in RPC 7.1 (which bears on using the lawyer's name in each firm name).

Background and rules framework

At the time of this opinion, Washington's RPC 1.7 governed conflicts, RPC 1.10 governed imputation of conflicts within a firm, RPC 7.1 barred misleading communications, and RPC 7.5 governed firm names, the subjects the Model Rules place in Rules 1.7, 1.10, 7.1, and 7.5. The committee permitted the multi-firm arrangements while flagging the conflict, imputation, and truthfulness rules that constrain them.

Citations and references

Rules of Professional Conduct:

• ABA Model Rule 1.7 (conflicts of interest)
• ABA Model Rule 1.10 (imputation of conflicts)
• ABA Model Rule 7.1 (misleading communications)
• ABA Model Rule 7.5 (firm names and letterhead)
• Washington RPC 1.7, 1.10, 7.1, 7.5

See also

• WA Ethics Op. 1365: 'Of Counsel' Designation With Referrals
• WA Ethics Op. 1343: Firms Identified as 'Affiliated With' Each Other

Source

• Landing page: https://ao.wsba.org/print.aspx?ID=472

Original opinion text

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

The inquiry concerned whether a lawyer could work in an "of counsel" position for more than one firm, be "of counsel" to one firm and a partner in another firm, or be a partner in two firms. The lawyer also asked about using the lawyer's name in the firm name in the proposed scenarios. The Committee was of the opinion that there was no ethical impropriety with any of the relationships posed in your inquiry, but that in each instance the lawyers involved should be aware of the conflict of interest requirements of RPC 1.7, the imputed disqualification rule, RPC 1.10, and the prohibition against misleading communications in RPC 7.1.