Ezel / Ethics Opinions / DCBAR
DCBAR September 17, 1997

When a lawyer moves from one firm to another, what must the lawyer and both firms do about client notice, files, and conflicts?

Short answer: The opinion concluded that a lawyer changing firms must tell affected clients of the move far enough ahead to let them choose counsel (Rule 1.4); client files must go to whoever continues the representation (Rule 1.16(d)), with retaining liens narrowly limited (Rule 1.8(i)); the new firm must run conflict checks on the lawyer's current and prior matters (Rules 1.10(b), 1.7, 1.9); and the old firm must drop the departed lawyer's name from its firm name (Rule 7.5(a)). Many related issues, such as client solicitation and recruiting, turn on non-ethics law the committee did not decide.

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This page answers the general question as of 1997. Ezel answers yours: whether it's allowed on your facts, under the current rules of professional conduct in your state, with citations.

Currency note: this opinion is from 1997
Subsequent statutory amendments, court decisions, or later opinions or rule amendments may have changed the analysis. Treat this page as historical context, not current legal advice. Verify current law before relying on any specific rule, deadline, or remedy mentioned here.
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Plain-English summary

Opinion 273 (adopted September 17, 1997) collected the recurring ethics questions that arise when a lawyer moves between private firms, covering client communications, files, conflicts, confidentiality, and recruiting. On communications, the committee concluded that Rule 1.4 obligates the responsible lawyer to tell affected clients of the planned departure and new affiliation, and to say whether the lawyer will continue the representation, with enough advance notice that the client can decide whether to follow the lawyer or arrange other counsel. The notice should include the date of the change and information about the new firm (fees, staffing) sufficient for an informed decision. The committee observed that anything beyond neutral notice, such as active solicitation of the firm's clients, can implicate partnership, corporate, and employment law that the committee does not decide.

On files, the committee concluded that under Rule 1.16(d) client files must remain with or be transferred to whoever continues the representation, and that retaining liens on client files are sharply limited in the District: under Rule 1.8(i) a lien may attach only to the lawyer's own unpaid work product, and not where the client cannot pay or where withholding would risk irreparable harm. A departing lawyer may copy file documents (subject to continuing Rule 1.6 confidentiality), but should consider that taking firm property without consent could be dishonesty under Rule 8.4(c). Questions of file ownership between the lawyer and the old firm are governed largely by property and partnership law outside the committee's remit.

On conflicts, the committee explained that the new firm must treat each arriving representation as new, testing it under Rules 1.7 and 1.9, and that Rule 1.10(b) imputes a former-client conflict to the new firm only under a four-part test: the lawyer formerly represented the client, the new matter is the same or substantially related, the new client's position is adverse, and the lawyer actually acquired material confidential information. A lawyer with only peripheral involvement (for example, a research memo) may not trigger imputation. The committee reiterated, citing its Opinion 174, that such a conflict cannot be cured by screening over the former client's objection, though the client may consent and condition consent on a screen. The old firm, in turn, is restricted by Rules 1.9 and 1.10(c) as to matters substantially related to the departed lawyer's work, and owes continuing Rule 1.6 confidentiality. Finally, under Rule 7.5(a) the old firm must stop using the departed lawyer's name, because doing so would be misleading; recruiting of other lawyers or staff is governed mainly by non-ethics law, implicating Rule 8.4(c) only in extreme cases of deception.

Currency note

The D.C. Bar flags Opinion 273 as having been substantively affected by the amendments to the D.C. Rules of Professional Conduct that became effective February 1, 2007.

This opinion was issued in 1997, before the District of Columbia's adoption of the 2007 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: When must a departing lawyer tell clients about the move?

A: The committee concluded that Rule 1.4 requires notice far enough in advance of the departure to give the client an adequate opportunity to decide whether to continue with the departing lawyer or arrange other counsel.

Q: Who keeps the client files when a lawyer leaves?

A: The committee concluded that under Rule 1.16(d) the files must remain with or be transferred to the lawyer who continues the representation, and that retaining liens on client files are narrowly limited under Rule 1.8(i).

Q: Does the new firm inherit the arriving lawyer's conflicts?

A: Only under the four-part test of Rule 1.10(b): prior representation, a same or substantially related matter, an adverse new client, and the lawyer's actual acquisition of material confidential information. Peripheral involvement may not trigger imputation.

Q: Must the old firm change its name if a name partner leaves?

A: Yes. The committee concluded that under Rule 7.5(a) it would be misleading for the firm to keep using the departed lawyer's name in external materials once the lawyer has left to practice elsewhere.

Background and rules framework

The opinion interpreted D.C. Rules 1.4 (client communication), 1.16(d) (surrender of files on termination), 1.8(i) (limited retaining liens), 1.7 and 1.9 (current- and former-client conflicts), 1.10(b) and (c) (imputed disqualification on lawyer moves), 7.5(a) (firm names), and 8.4(c) (dishonesty), against the continuing confidentiality duty of Rule 1.6(f). It repeatedly noted the boundary between ethics duties and partnership, corporate, employment, and property law, on which the committee declined to opine.

Citations and references

Rules of Professional Conduct:

  • D.C. RPC 1.4 / Model Rule 1.4 (client communication)
  • D.C. RPC 1.16(d), 1.8(i) / Model Rules 1.16, 1.8 (file surrender; retaining liens)
  • D.C. RPC 1.7, 1.9, 1.10(b), (c) / Model Rules 1.7, 1.9, 1.10 (conflicts and imputation)
  • D.C. RPC 7.5(a), 8.4(c) / Model Rules 7.5, 8.4 (firm names; dishonesty)

Cases:

  • Brown v. District of Columbia Bd. of Zoning Adjustment, 486 A.2d 37 (D.C. 1984) (en banc), meaning of "substantially related"

Other opinions cited:

  • D.C. Ethics Ops. 168 (1986), 174 (1986), 250 (1994); ABA Model Rules 1.8(j) and 1.16(d) (contrasting retaining-lien scope)

See also

Source

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