Could independent Vermont lawyers sharing office expenses appear as associates on one firm's letterhead?

Short answer Opinion 92-03 found that calling independent office sharers 'Associates' on a firm's letterhead misrepresented their relationship and violated the former rules. Office sharing itself was generally permissible if the lawyers did not imply a firm relationship that did not exist.
Bar
VTBAR
Issued
1992

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This page answers the general question as of 1992. Ask about yours and see what the current Vermont Rules of Professional Conduct say for your facts, with citations.

Disclaimer: Advisory only. Not binding precedent.
About this page: The plain-English summary, reader guidance, and Q&A below were written by Ezel based on the official ethics opinion. The original opinion (linked on this page as a PDF) is the authoritative source for any reliance.
View original ethics opinion (PDF)

Plain-English summary

A professional corporation proposed listing three lawyers as “Associates” on its letterhead. They would pay rent and share facilities and staff, but retain their own clients and receipts. Their agreement also sought reciprocal protection against liability for one another's work.

The committee viewed the arrangement as office sharing among independent practitioners, rather than an associate relationship. Former DR 2-102(A) and (D) barred misleading names and claims of an organization that did not exist. Calling the three lawyers associates would mislead the public about their relationship to the corporation.

The opinion said office sharing was generally permitted, but discussed separate stationery and listings, preservation of client confidences, and fee-division rules as considerations for lawyers who shared facilities. Its adverse conclusion addressed the proposed label and organizational impression.

Currency note

This opinion was issued in 1992, before Vermont's 1999 adoption of 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 Treat this page as historical context, not current guidance.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.

Common questions

Q: Did the committee prohibit sharing office space?

A: No. It said office sharing was generally permissible, but the lawyers could not imply an associate or firm relationship that did not exist.

Q: Why was 'Associates' misleading here?

A: The lawyers would maintain their own clients, billings, and professional responsibility while sharing rent and services, which the committee viewed as independent practice.

Background and rules framework

The committee applied former DR 2-102(A) and (D) and EC 2-11, EC 2-13, and EC 9-7. It cited ABA Formal Opinion 310 for the distinction between shared costs and an actual firm association.

Citations and references

Former Vermont disciplinary rules:

  • DR 2-102(A) and (D).

Former Vermont ethical considerations:

  • EC 2-11, EC 2-13, and EC 9-7.

Other opinions cited:

  • ABA Formal Opinion 310; Vermont Opinions 77-4, 79-22, and 80-15.

See also

Source

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