May a lawyer own an interest in an abstract company, and may he let his name appear as 'General Counsel' in the abstract company's advertisements?

Plain-English summary

The committee was asked whether a lawyer in private practice may ethically own an interest in an abstract company and, if so, whether he commits misconduct by permitting his name to be published as "General Counsel" in the abstract company's newspaper advertisements. It answered that owning an interest is not improper provided the ownership is not used, directly or indirectly, to obtain or solicit law business, and that permitting publication of his name as "General Counsel" in such an advertisement is improper.

The committee recounted that examining records and preparing abstracts of title has historically been lawyer business, distinguishing it from collection agencies or insurance agencies, which prior opinions had condemned when conducted by lawyers in their offices. It concluded that a lawyer's ownership of an interest in an abstract company presents no ethical problem in and of itself, but that Canon 27 is violated if the company is operated so as to advertise, directly or indirectly, its lawyer-owner, or as a means of direct or indirect solicitation of law business.

The committee set out practical consequences drawn from that principle: the law office of an attorney owning an interest in an abstract company should be physically separate and apart from the abstract business; the lawyer should not recommend the abstract company to a client until he fully discloses his interest; and it is a violation of Canon 27 for any private-practice attorney to permit publication of his name as "General Counsel" in an abstract company's advertisement. It supported these points with several ABA ethics opinions and informal decisions and the Association's own Advisory Opinion No. 207.

Currency note

This opinion was issued in 1965, decades before Oklahoma replaced its original Rules of Professional Conduct (patterned on the ABA Canons of Professional Ethics) with the Oklahoma Rules of Professional Conduct (adopted 1988) and the later Ethics 2000 revisions. The advertising restrictions underlying this opinion no longer reflect current law: the United States Supreme Court held in Bates v. State Bar of Arizona, 433 U.S. 350 (1977), that categorical bans on truthful lawyer advertising violate the First Amendment, and lawyers' outside business interests are governed by separate rules today. 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: Could a lawyer own an interest in an abstract company at all?

A: Yes. The committee said ownership presents no ethical problem in itself, provided it is not used directly or indirectly to obtain or solicit law business.

Q: Could the lawyer be named "General Counsel" in the abstract company's ads?

A: No. The committee held it is a violation of Canon 27 for a private-practice attorney to permit his name to be published as "General Counsel" in an abstract company's advertisement.

Q: What conditions did the committee attach to the ownership?

A: The lawyer's law office should be physically separate from the abstract business, and he should not recommend the abstract company to a client until he fully discloses his interest.

Background and rules framework

The opinion applied Canon 27 of the Canons of Professional Ethics, adopted in Oklahoma, which bars advertising and solicitation, to a lawyer's ownership and promotion of an abstract company. It distinguished abstract work from collection and insurance agencies and relied on several ABA opinions and informal decisions and the Association's Advisory Opinion No. 207. The opinion predates the Model Rules and made no Model Rule citation.

Citations and references

Rules of Professional Conduct:

• Canon 27 (ABA Canons of Professional Ethics, adopted by the Oklahoma Bar): bars advertising and solicitation, directly or indirectly, including operating a side business to advertise or solicit for the lawyer-owner.

Other opinions cited:

• ABA Committee on Professional Ethics Opinions Nos. 35, 225, 285, and 304, and Informal Decisions C 726 and C 731.
• Oklahoma Bar Association Advisory Opinion No. 207 (1960) and Opinion No. 31, Syllabi Nos. 2 and 3.

See also

• Okla. Bar Ethics Op. 231: "Counsel" listing in a savings and loan statement of condition
• Okla. Bar Ethics Op. 207: Insurance company ad announcing a lawyer as its special representative
• Okla. Bar Ethics Op. 233: Lawyer listings in telephone directories

Source

• Landing page: https://www.okbar.org/ethics/ethics-opinion-no-232/

Original opinion text

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

Adopted October 12, 1965

INQUIRY

This Committee has been asked whether a lawyer engaged in private practice may ethically own an interest in an abstract company and if so whether he engages in professional misconduct by permitting the publication of his name as “General Counsel” in newspaper advertisements of the abstract company.

1. ADVERTISING AND SOLICITATION–It is not improper for an attorney engaged in private practice to own an interest in an abstract company, provided such ownership is not used directly or indirectly to obtain or solicit law business.

2. ADVERTISING–It is improper for an attorney engaged in private practice to permit his name to be published as “General Counsel” in an advertisement of an abstracting company.

The business of examining records and preparing abstracts of title has historically been lawyer business. At an early stage in our history, lawyers waited on the court officers to examine their records in order to pass upon abstracts. Thereafter, lawyers began to keep their own records for the purpose of making it easier for them to prepare abstracts and examine records. About this same time lay agencies also got into the business of preparing abstracts and certifying as to their correctness. This historical background is stated for the purpose of showing that the business of preparing abstracts is different from the operation of collection agencies or insurance agencies, which have been condemned by Ethics Opinions when conducted by lawyers in their offices. See Opinions 35 and 225 of the American Bar Association Committee on Professional Ethics. American Bar Association, Committee on Professional Ethics, Informal Decision C 726.

A lawyer’s ownership of an interest in an abstract company presents no ethical problem in and of itself.

The provisions of Canon 27, however, are violated if the abstract company is operated in such a way as to advertise, directly or indirectly, its lawyer-owner, or as a means of direct or indirect solicitation of law business.

Accordingly, it is the opinion of the Committee that the law office of an attorney owning an interest in an abstract company should be physically separate and apart from the location of the abstract business.

In addition, the lawyer should not recommend to a client the use of the abstract company until he fully discloses his interest therein. American Bar Association, Committee on Professional Ethics, Opinion No. 304.

It is a violation of Canon 27 for any attorney engaged in private practice to permit the publication of his name as “General Counsel” in an advertisement of an abstract company.

Oklahoma Bar Association Advisory Opinion No. 207 (1960_4); Opinion No. 31, Syllabi Nos. 2 and 3; American Bar Association, Committee on Professional Ethics, Opinion No. 285; American Bar Association, Committee on Professional Ethics, Informal Decision C 731.