After a partner leaves and a Virginia firm changes its name, can the firm keep using the old firm-name domain by redirecting it or posting a notice?

Plain-English summary

The opinion addresses a firm, Smith & Jones, P.C., after Smith leaves to form a new firm and Jones renames the entity "Jones Law Office, P.C." The P.C. still owns the old domain "smithjones.com" and wants either to redirect that domain to its new site or to post a notice on the old site explaining the change. The question is whether either step is permitted under Rule 7.5(d).

The committee concludes that the firm name itself cannot include the departed partner's name once that partner joins another firm, but that does not mean the domain must be abandoned immediately. The old domain still has value to former clients searching by the familiar name, and discontinuing it entirely would not serve the public or the partners who built the goodwill. At the same time, a domain name containing the firm name is a "professional designation" under Rule 7.5(a) and therefore may not be false or misleading.

Applying that standard, the opinion holds that both proposed solutions need additional information to avoid being misleading. A notice saying Smith & Jones "has now become" the Jones Law Office is misleading without the added fact that Smith also continues to practice, because it implies Smith may no longer be available and that former clients will be represented by Jones. A silent automatic redirect to the new site is misleading for the same reason. Either approach is acceptable only if the redirect process or the destination page explains the change from Smith & Jones to Jones Law Office and that Smith continues to practice law in a different firm. The opinion grounds this in the client's right to choose counsel (citing LEO 1506): even if Jones controls the domain, he may not impede that choice by withholding information about the change in the firm's name and composition.

In practice

Under the Virginia rules as they stood when the opinion issued, a firm that renames after a partner departs need not give up its former firm-name domain, but the opinion treats the domain as a professional designation subject to Rule 7.5(a) and Rule 7.1's bar on false or misleading communications. The opinion holds that a redirect or a notice is permitted only when it conveys two facts: that the firm name has changed, and that the departed partner continues to practice (at a different firm). The committee characterizes a redirect or notice that omits the second fact as misleading because it implies the departed lawyer is no longer available to clients.

Common questions

Q: After a Virginia partner leaves, must the firm immediately stop using the old firm-name domain?

A: No. The opinion holds the firm need not abandon the domain immediately. The old domain retains value for former clients searching by the familiar name, so discontinuing it is not required, though the firm name itself must drop the departed partner's name.

Q: Can the firm silently redirect the old domain to its new website?

A: Not without explanation. The opinion holds a silent automatic redirect is misleading because it implies the departed lawyer may be unavailable. The redirect process or the destination page must explain the name change and that the departed lawyer continues to practice elsewhere.

Q: What makes a "the firm has now become" notice misleading?

A: The opinion concludes that stating Smith & Jones "has now become" Jones Law Office, without adding that Smith also continues to practice, implies that clients of the old firm will now be represented by the remaining lawyer and that the departed lawyer is no longer an option. Clients are entitled to their choice of lawyer (citing LEO 1506).

Background and rules framework

The opinion interprets Virginia Rules of Professional Conduct 7.1 (a lawyer shall not make a false or misleading communication about the lawyer or the lawyer's services) and 7.5 (firm names and letterheads), reading a firm-name domain as a "professional designation" under Rule 7.5(a) and applying Rule 7.5(d), which permits lawyers to state or imply they practice in a partnership or organization only when that is the fact. These correspond to ABA Model Rules 7.1 and 7.5. The opinion also relies on prior Virginia LEOs 1506 and 1704 on departed-lawyer name use and clients' choice of counsel.

Citations and references

Rules of Professional Conduct:

• MR 7.1 / Va. Rule 7.1 (false or misleading communications)
• MR 7.5 / Va. Rule 7.5 (firm names and letterheads; (a) professional designation, (d) implying a partnership only when true)

Other opinions cited:

• Va. LEO 1506: a departing lawyer and the firm may not impede a client's choice of counsel.
• Va. LEO 1704: firm name may not include a departed partner's name once that partner joins another firm.

See also

• ABA Formal Op. 94-388: Relationships Among Law Firms
• ABA Formal Op. 507: Office-Sharing Arrangements

Source

• Landing page: https://vsb.org/Site/about/rules-regulations/leo-opinions.aspx
• Original PDF: https://www.vsb.org/common/Uploaded%20files/LEOs/1873.pdf

Original opinion text

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

LEGAL ETHICS OPINION 1873

CONTINUED USE OF FORMER FIRM
NAME IN URL AFTER FIRM NAME
HAS CHANGED

In this hypothetical, Smith and Jones are lawyers who previously practiced together in the firm of Smith & Jones, P.C. Smith recently withdrew from the PC and formed a new law firm with other lawyers. Jones continues to practice law with the PC. Pursuant to the requirements of Rules 7.1(a), 7.5(a), and 7.5(d), Jones filed the necessary papers to legally change the name of the PC from "Smith & Jones, P.C." to "Jones Law Office, P.C." At all relevant times before and after the withdrawal of Smith, the PC has owned the Internet domain name and URL "smithjones.com." Since Smith's withdrawal, the PC has established a new domain name and URL, "joneslawoffice.com." As the owner of the former domain name, the PC would like to make arrangements to automatically redirect anyone who attempts to access smithjones.com to joneslawoffice.com, or alternatively, to put a notice on the smithjones.com website that Smith & Jones, P.C. has now become the Jones Law Office because of Smith's withdrawal from the firm, providing the date of Smith's withdrawal and a link to joneslawoffice.com.

QUESTION PRESENTED
Is this redirection of Internet traffic permissible under Rule 7.5(d)? If it is not acceptable, is the proposed website notice permissible?

APPLICABLE RULES AND OPINIONS
The relevant Rules of Professional Conduct are Rule 7.1(a) and Rule 7.5(a) & (d).

ANALYSIS
There is no doubt that the firm name cannot include the departed partner's name once that partner has joined another firm. However, that does not necessarily imply that the domain name and URL must be immediately abandoned once the partner departs the firm. Even after the firm name changes, the domain name/URL will have value to former clients who are searching for the firm using the name they are familiar with, or others who for whatever reason are not aware of the firm name change. Because search results may be in part based on an individual's search history and other historical factors, a search for "Smith" or "Jones" may lead to "smithjones.com" even after Smith's departure and the resulting name change. For these reasons, it would not serve the interests of the public, including former/potential clients, or the partners in the former firm who collectively built goodwill and created value associated with that firm name, to require that all use of the domain name and URL be discontinued immediately once the partners separate. On the other hand, a domain name/URL containing the firm name is a "professional designation" for purposes of Rule 7.5(a) and accordingly may not contain a false or misleading statement. While placing a notice on the smithjones.com website is an appropriate way of explaining why smithjones.com is no longer the Smith & Jones website, the content of the notice may not be misleading. The notice proposed in this hypothetical, which would say that Smith & Jones, P.C., "has now become" the Jones Law Office, is misleading without the additional information that Smith also continues to practice law, because it implies that Smith may no longer be available to represent clients and that clients of Smith & Jones will be represented by Jones. The other proposed solution, redirecting smithandjones.com to joneslawoffice.com, also requires some additional information in order to avoid being misleading. Automatically redirecting traffic to joneslawoffice.com without providing some explanation, either as part of the redirecting process or on the joneslawoffice.com website, is misleading for the same reason that the proposed notice above is misleading: it implies that Smith may not be available for continued representation and that Jones may be the only remaining option for representation. Even if Jones has the legal right to control the smithjones.com domain name/URL, redirecting traffic to joneslawoffice.com is appropriate only if joneslawoffice.com, or a page visible during the process of redirecting, explains the change from Smith & Jones to Jones Law Office and that Smith continues to practice law in a different firm. Clients are entitled to their choice of lawyer, and Jones may not impede that choice by refusing to provide information about the change in the name and composition of the firm. See LEO 1506. This opinion is advisory only and is not binding on any court or tribunal. Committee Opinion March 20, 2014