Must a law firm distinguish on its letterhead between partners and associates, or between stockholders and employee lawyers in a professional association?

Plain-English summary

The committee was asked whether a law firm must distinguish on its letterhead between members of the firm and associates of the firm, taking the question to concern the distinction between partners and associates in a partnership, and between stockholders and non-stockholder attorney employees in a professional association. The committee unanimously answered in the negative.

The committee explained there is no express Code provision requiring such a distinction, and the only reason to require it would be if the distinction were necessary to avoid misleading the public, which many years of local practice and custom in Florida had shown was not needed. It relied on ABA Informal Opinion C-770, followed in ABA Informal Opinion 1100, which reasoned that while it would be improper to include non-partner associates in the partnership name, the purpose of a letterhead listing is merely to indicate who is available to perform legal services for the firm, and that because the firm's and partners' liability for proper performance is the same in either case, it is unimportant to distinguish partners from associates for that purpose. The committee noted that the custom in some jurisdictions, such as New York, of distinguishing on letterheads is not followed in Florida and is not mandated by the Code, though a firm may do so at its option, citing DR 2-102(A)(4).

Currency note

This opinion was issued in 1978, before The Florida Bar'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 Treat this page as historical context, not current guidance.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: Must a firm label who is a partner and who is an associate on its letterhead?

A: The opinion concluded a firm is not required to distinguish partners from associates, or stockholders from employee attorneys in a professional association.

Q: Why isn't the distinction required?

A: The opinion concluded no Code provision requires it, and the listing merely shows who is available to perform legal services, with the firm's liability the same either way.

Q: Can a firm make the distinction if it wants to?

A: Yes. The opinion stated a firm may make the distinction at its option, citing DR 2-102(A)(4).

Background and rules framework

The opinion interprets CPR DR 2-102(A)(4), governing law-firm letterheads. This corresponds to Model Rules 7.1 and 7.5 (Florida Rules 4-7.14 and 4-7.21) on communications about a lawyer's services and firm names and letterheads.

Citations and references

Rules of Professional Conduct:

• CPR DR 2-102(A)(4) (Model Rules 7.1, 7.5)

Other opinions cited:

• ABA Informal Opinions C-770, 1100

See also

• FL Bar Ethics Op. 86-1: Associates in a Law Firm Name
• FL Bar Ethics Op. 86-4: Nonlawyer Employees on Letterhead and Cards
• FL Bar Ethics Op. 88-2: Juris Doctor on Letterhead and Advertising

Source

• Landing page: https://www.floridabar.org/etopinions/etopinion-77-17/
• Original PDF: https://www-media.floridabar.org/uploads/2017/04/FL-Bar-Ethics-Op-77-17-2.pdf

Original opinion text

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

FLORIDA BAR ETHICS OPINION
OPINION 77-17
March 28, 1978
Advisory ethics opinions are not binding.
A law firm is not required to distinguish on its letterhead between firm partners and firm associates, or between stockholders and employee attorneys in a professional association.
Note: Lawyer advertising rules are now in Rules Regulating The Florida Bar 4-7.11 through 4-7.22.
CPR: DR 2-102(A)(4)
Opinions: ABA Informal C-770, 1100
Vice Chairman Richman stated the opinion of the committee:
The Committee is asked whether a law firm must distinguish on its letterhead between members of the firm and associates of the firm. The Committee assumes for purposes of this inquiry that the question of distinction in a partnership is between partners and associates of the firm, and in a professional association is between stockholders and attorney employees who are not stockholders of the professional association.
The Committee unanimously answers the inquiry in the negative. There is no express Code provision that would require such a distinction. The only reason to require it would be if the distinction were necessary to avoid misleading the public. Many years of local practice and custom in the State of Florida have indicated no apparent need for such a distinction. As stated in ABA Informal Opinion C-770, and followed in ABA Informal Opinion 1100:
. . . under our Opinion 106 . . . and Informal Decision C-555, it would be improper to include in the partnership name the names of associates who are not partners, as this would tend to mislead. A different situation exists, however, in regard to the listing of names on the letterhead. The purpose of such a listing is merely to indicate who are available to perform legal services on behalf of the firm, whether as a partner or associate. The liability of the firm as an entity and of the partners for the proper performance of those services is the same in either case, and so it is unimportant to distinguish between partners and associates for this purpose.
The custom of other jurisdictions such as New York in which a distinction is commonly made in law firm letterheads has not been followed in Florida and is not mandated by the Code, although it certainly may be done at the option of the firm. See DR 2-102(A)(4).