Ezel / Ethics Opinions / WISBAR
WISBAR 1990

Can lawyers who only share office space use the same letterhead or a joint name to hold themselves out to the public as a firm?

Short answer: The opinion concluded that lawyers or firms who associate only to share office space, equipment, library, personnel, or other resources are prohibited from sharing the same letterhead and may not imply a partnership when none exists (SCR 20:7.5(d)), and that disclaimers do not reliably cure the misleading impression. Lawyers who want to appear to be a firm must be a firm; they may instead hold themselves out as 'of counsel' or as 'affiliated with' or 'associated with' another firm under the committee's prior opinions.

Apply this to your situation

This page answers the general question as of 1990. Ezel answers yours: whether it's allowed on your facts, under the current rules of professional conduct in your state, with citations.

Currency note: this opinion is from 1990
Subsequent statutory amendments, court decisions, or later opinions or rule amendments may have changed the analysis. Treat this page as historical context, not current legal advice. Verify current law before relying on any specific rule, deadline, or remedy mentioned here.
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 Not binding precedent.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.
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Plain-English summary

Opinion E-90-1 asked how independent lawyers or law firms may hold themselves out to the public as being associated on an ongoing basis in the practice of law. The committee concluded that if lawyers or firms associate only for the purpose of sharing office space, equipment, library, personnel, or other resources, they are prohibited from sharing the same letterhead. It relied on SCR 20:7.5(d), under which lawyers may state or imply that they practice in a partnership or other organization only when that is the fact, and on the rule's comment, which states that lawyers sharing office facilities but not in fact partners may not denominate themselves as, for example, "Smith and Jones," because that title suggests partnership in the practice of law.

The committee also addressed disclaimers, concluding that the use of disclaimers following a listing of individual lawyers or firm entities does not necessarily avoid a violation of SCR 20:7.1 or SCR 20:7.4(d). It reasoned that the public is unlikely to consider or understand the significance of such disclaimers, or to have that significance candidly and consistently explained to them. In short, the committee concluded that if lawyers want to appear to be a law firm, the rules require them to be a law firm. It added that, under appropriate circumstances, lawyers who are not partners, shareholders, or employees in the same firm may hold themselves out in an "of counsel" relationship, in which their names would not appear in the name of the law office, and that firms may hold themselves out as "affiliated with" or "associated with" other firms, in accord with the qualifications set out in its prior Formal Opinions E-86-2 and E-86-10.

Currency note

This opinion was issued in 1990, before Wisconsin's July 1, 2007 adoption of the revised Rules of Professional Conduct for Attorneys (the state's Ethics 2000 update). 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 mentioned here.

Common questions

Q: Can office-sharing lawyers use the same letterhead?

A: No. The committee concluded that lawyers who associate only to share office space and resources are prohibited from sharing the same letterhead, because SCR 20:7.5(d) permits implying a partnership only when one in fact exists.

Q: Does adding a disclaimer fix a joint listing?

A: Not reliably. The committee concluded that disclaimers following a listing of individual lawyers or firms do not necessarily avoid a violation of SCR 20:7.1 or SCR 20:7.4(d), because the public is unlikely to understand them.

Q: How can independent lawyers describe their relationship?

A: Through recognized designations. The committee concluded that non-partners may hold themselves out as "of counsel" (with their names not in the firm name), and that firms may be "affiliated with" or "associated with" other firms, per Formal Opinions E-86-2 and E-86-10.

Background and rules framework

The opinion interpreted SCR 20:7.5 / Model Rule 7.5 (firm names and letterhead, in particular subsection (d) on stating or implying a partnership), along with SCR 20:7.1 / Model Rule 7.1 (false or misleading communications) and SCR 20:7.4 / Model Rule 7.4. It built on the committee's prior Formal Opinions E-86-2 (office sharing) and E-86-10 (of counsel designation).

Citations and references

Rules of Professional Conduct:

  • Wis. SCR 20:7.5 / Model Rule 7.5 (firm names; implying a partnership)
  • Wis. SCR 20:7.1 / Model Rule 7.1 (false or misleading communications)
  • Wis. SCR 20:7.4 / Model Rule 7.4 (fields of practice)

Other opinions cited:

  • Wisconsin Formal Op. E-86-2 (office sharing arrangement)
  • Wisconsin Formal Op. E-86-10 (of counsel designation)
  • ABA/BNA Lawyers' Manual on Professional Conduct sec. 81:3004 (1989)

See also

Source

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