May Missouri lawyers form a law firm with a physician as a partner?

Plain-English summary

Three lawyers proposed forming a law firm with a physician as a partner. Rule 4-5.4(b) bars partnership with a nonlawyer when any partnership activity consists of practicing law.

The opinion reads partnership to include every firm form within Rule 4-1.0(c), including a law partnership, professional corporation, sole proprietorship, other authorized law-practice association, legal-services organization, or corporate legal department.

Rule 4-5.4(d) separately prohibits nonlawyer ownership, a nonlawyer director or equivalent officer, and nonlawyer control of a lawyer's professional judgment in a for-profit practice. The physician therefore could not be a partner but could be a nonlawyer employee of the firm owned by the three lawyers.

In practice

Under this opinion, changing the entity label does not avoid Rule 4-5.4. The physician may serve as staff, but not in an ownership, governance, or professional-control role.

Common questions

Q: May the physician become a law-firm partner?

A: No. Rule 4-5.4(b) prohibits the partnership.

Q: Does the prohibition apply only to traditional partnerships?

A: No. The opinion uses Rule 4-1.0(c)'s broader definition of firm or law firm.

Q: May a nonlawyer own or direct a for-profit law practice?

A: No. Rule 4-5.4(d) prohibits the ownership and governance roles described in the opinion.

Q: May the firm employ the physician?

A: Yes. The physician may work as a nonlawyer employee of the lawyer-owned firm.

Background and rules framework

Rule 4-5.4(b) governs partnership with nonlawyers, Rule 4-5.4(d) governs ownership, governance, and professional judgment, and Rule 4-1.0(c) defines the firm forms covered.

Citations and references

Rules of Professional Conduct:

• Missouri Rules 4-5.4(b) and (d)
• Missouri Rule 4-1.0(c)

See also

• New York State Op. 1234: Nonlawyer Ownership of a Law Firm
• New York State Op. 1291: Alternative Business Structure

Source

• Landing page: Missouri Informal Opinion 2022-06

Original opinion text

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

Question: May Attorney A, Attorney B, and Attorney C form a law firm with Physician as a partner?

Answer: No. Rule 4–5.4(b) prohibits a lawyer from forming a “partnership with a nonlawyer if any of the activities of the partnership consist of the practice of law.” It is the informal advisory opinion of this Office that the term “partnership” as used in Rule 4–5.4(b) which would include any kind of “firm” or “law firm” as defined by Rule 4–1.0(c), to be “a lawyer or lawyers in a law partnership, professional corporation, sole proprietorship or other association authorized to practice law; or lawyers employed in a legal services organization or the legal department of a corporation or other organization.” Further, Rule 4–5.4(d) prohibits a lawyer from practicing with, forming a professional corporation, or other association authorized to practice law for a profit if there is a nonlawyer owner, corporate director, or office with a similar responsibility, or a nonlawyer can control the professional judgment of the lawyer. However, Physician may be a nonlawyer employee of a law firm owned by Attorney A, Attorney B, and Attorney C.