Can a lawyer serve as part-time in-house counsel for more than one business at the same time?
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This page answers the general question as of 1995. Ezel answers yours: whether it's allowed on your facts, under the current rules of professional conduct in your state, with citations.
Plain-English summary
A lawyer asked about the ethical implications of acting as part-time in-house or corporate counsel for more than one business, where the lawyer would be employed by the clients rather than simply on retainer. After discussion, the committee agreed that nothing in the RPCs prohibits a lawyer from being part-time in-house corporate counsel for more than one client.
The committee conditioned that conclusion on two requirements: communication of the lawyer's status must not be misleading, and the lawyer must follow the requirements of RPC 4.1, 7.1, and 8.4(c).
Currency note
This opinion was issued in 1995, before the Washington State Bar Association's adoption of the 2006 revisions to the 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 Treat this page as historical context, not current guidance.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 one lawyer be in-house counsel for two or more businesses at once?
A: The committee said nothing in the RPCs prohibits serving as part-time in-house corporate counsel for more than one client.
Q: What conditions apply?
A: The committee said communication of the lawyer's status must not be misleading and the lawyer must follow RPC 4.1, 7.1, and 8.4(c).
Background and rules framework
The opinion applied RPC 4.1 (ABA Model Rule 4.1) on truthfulness in statements to others, RPC 7.1 (ABA Model Rule 7.1) on communications about a lawyer's services, and RPC 8.4(c) (ABA Model Rule 8.4) on dishonesty or misrepresentation. The committee treated the multiple-employer arrangement as permissible in itself, with the rules' work confined to ensuring the lawyer's representation of that status is not misleading.
Citations and references
Rules of Professional Conduct:
- ABA Model Rule 4.1 (truthfulness in statements to others); Washington RPC 4.1
- ABA Model Rule 7.1 (communications about a lawyer's services); Washington RPC 7.1
- ABA Model Rule 8.4(c) (dishonesty, fraud, deceit, or misrepresentation); Washington RPC 8.4(c)
See also
- WA Ethics Op. 1396: Lawyer Employed by an Insurance Company
- WA Ethics Op. 1045: Corporate Counsel Employment Contract and Stock Compensation
Source
- Landing page: https://ao.wsba.org/print.aspx?ID=676
Original opinion text
Reproduced from the official source for research purposes. The linked source is authoritative.
Advisory Opinion: 1594
Year Issued: 1995
RPC(s): RPC 4.1; 7.1; 8.4(c)
Subject: In-house counsel for more than one business
As you know from being present during the Committee's discussion of this matter, the Committee reviewed your inquiry concerning the ethical implications of acting as a part-time in house or corporate counsel for more than one business. The Committee understood that you would be employed by your clients and not simply on retainer. After discussion, the Committee agreed that nothing in the RPCs prohibit a lawyer from being part-time, in house corporate counsel for more than one client, so long as communication of such status was not misleading and the lawyer followed the requirements of RPC 4.1, 7.1 and 8.4(c).
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