May I offer a client company's employees a set menu of legal services at a fixed fee, with the employer simply announcing the program, and roll the same offer out to non-client businesses? Does Rule 7.3 allow it?

Plain-English summary

The inquiring attorney proposed to provide a specific list of legal services to the employees of a client for a predetermined fee. The employer would inform its employees of the availability of the services, would receive no consideration, and employee participation would be voluntary. The attorney also wanted to offer a similar program to other client and non-client businesses, and asked whether the proposal would violate the Rules of Professional Conduct.

The Panel opined that as to existing clients, the arrangement is acceptable so long as the client's cooperation is voluntary, the client receives no consideration, and there is no pressure on employees to use the attorney's services. As to prospective clients, the arrangement is acceptable only if the requirements of Rule 7.3 ("Direct Contact with Prospective Clients") are complied with.

The Panel reasoned that the Rules do not prohibit voluntary, unsolicited referrals or recommendations by clients, but when an attorney solicits such referrals by direct contact with non-clients, the Rules treat the solicitation as advertising, and Rule 7.3(b) imposes requirements including an "advertisement" label and deposit of a copy with Disciplinary Counsel. Because the employer would recommend the attorney's services on its own volition and without coercion, duress, or harassment, Rule 7.3 was not violated as to the employer-client program.

Currency note

This opinion was issued in 1996 (Opinion 96-01, issued March 14, 1996), after the Rhode Island Supreme Court adopted the Model Rules of Professional Conduct effective November 15, 1988, and it applies Rule 7.3 as it stood at the time. The Rhode Island Supreme Court later revised the Rules of Professional Conduct in 2007 as part of the nationwide Ethics 2000 process, and the lawyer-advertising and solicitation rules have been amended repeatedly since this opinion issued. Treat this page as historical context, not current guidance. Verify against current rules before relying on any specific rule mentioned here.

Common questions

Q: Can an employer tell its employees about my legal services without triggering the solicitation rules?

A: On these facts, yes. The Panel said an employer may recommend the attorney's services to employees on its own volition, without coercion, duress, or harassment, and that this does not violate Rule 7.3.

Q: What conditions did the Panel attach for an existing client's employees?

A: The employer's cooperation had to be voluntary, the employer could receive no consideration, and there could be no pressure on employees to use the services.

Q: Can I extend the same program to businesses that are not yet my clients?

A: Only if Rule 7.3's requirements are met. The Panel said direct contact soliciting non-clients is treated as advertising and must comply with Rule 7.3(b), including the "advertisement" label and filing a copy with Disciplinary Counsel.

Background and rules framework

The opinion interprets Rhode Island Rule of Professional Conduct 7.3 (direct contact with prospective clients), the analog of Model Rule 7.3. The Panel distinguished a client's own voluntary recommendation, which the Rules permit, from an attorney's direct solicitation of non-clients, which Rule 7.3(b) regulates as advertising.

Citations and references

Rules of Professional Conduct:

• MR 7.3 / RI RPC 7.3 (direct contact with prospective clients)
• RI RPC 7.3(b) ("advertisement" label and filing requirements for written solicitations)

See also

• RI EAP Opinion 94-8: letters offering services to association members must comply with Rule 7.3
• RI EAP Opinion 88-09: releasing confidential information to a prepaid legal services insurer

Source

• Landing page: https://www.courts.ri.gov/attorney-resources/Pages/Ethics-Advisory-Panel-default.aspx
• Original PDF: https://www.courts.ri.gov/Opinions/EAP%2096-01.pdf

Original opinion text

Best-effort transcription from a scanned PDF. Minor errors may remain; the linked PDF is authoritative.

ETHICS ADVISORY PANEL
OPINION 96-01, - REQUEST # 641
ISSUED - March 14, 1996

FACTS:

The inquiring attorney proposes to provide legal services for the employees of a client. The attorney would offer a specific list of legal services which he/she would provide to the employees for a predetermined fee. The employer would inform the employees of the availability of such services. The employer would not receive any form of consideration in this matter and participation by an employee would be voluntary.

The attorney also desires to offer a similar program to other client and non-client businesses.

ISSUES PRESENTED:

Whether the proposal would violate the Rules of Professional Conduct.

OPINION:

(1) As to existing clients, the proposed arrangement is acceptable so long as the cooperation of the existing client is voluntary, the client receives no consideration, and there is no pressure on employees to use the attorney's services.

(2) As to prospective clients, the arrangement is acceptable only if the requirements of Rule 7.3 "Direct Contact with Prospective Clients" are complied with.

REASONING:

There is no prohibition in the Rules against voluntary unsolicited referrals or recommendations by clients. However, when such referrals or recommendations are solicited by an attorney by direct contact with non-clients, the Rules treat the solicitations as "advertising," and Rule 7.3(b) imposes several requirements, including a label of "advertisement" and deposit of a copy with the Disciplinary Counsel.

Rule 7.3 states, in pertinent part:

(a) A lawyer may not solicit professional employment from a prospective client with whom the lawyer has no family or prior professional relationship, in person or otherwise, when a significant motive for the lawyer's doing so is the lawyer's pecuniary gain. The term "solicit" includes contact in person, by telephone or telegraph, or by other communication directed to a specific recipient and includes any written form of communication directed to a specific recipient and not meeting the requirements of paragraph (b) of this rule.

The employer may recommend the inquiring attorney's legal services to his/her employees assuming the referral does not involve coercion, duress or harassment by the employer. Since the employer has taken this task upon his/her own volition Rule 7.3 has not been violated.