When the IRS audits a lawyer, can the lawyer turn over client confidences as part of complying with the audit?

Short answer The committee concluded the lawyer must comply with the IRS audit but may not disclose client confidences or secrets except in compliance with the Rules of Professional Conduct.

Bar

WSBA

Issued

1991

Apply this to your situation

This page answers the general question as of 1991. Ask about yours and see what the current Washington 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 Not binding precedent.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) is the authoritative source for any reliance.

Plain-English summary

A lawyer asked about disclosing client information in the course of an IRS audit. The committee was of the opinion that the lawyer must comply with the audit, but may not disclose client confidences or secrets except in compliance with the Rules of Professional Conduct.

The committee thus separated the duty to cooperate with the audit from the duty of confidentiality, treating compliance with the audit as subject to the limits the rules place on disclosing client confidences and secrets.

Currency note

This opinion was issued in 1991, before the 2006 revisions to the Washington 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 Treat this page as historical context, not current guidance.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 mentioned here.

Common questions

Q: Does a lawyer have to cooperate with an IRS audit?

A: The committee was of the opinion that the lawyer must comply with the IRS audit.

Q: Can the lawyer hand over client confidences to satisfy the audit?

A: Not freely. The committee said the lawyer may not disclose client confidences or secrets except in compliance with the Rules of Professional Conduct.

Background and rules framework

The opinion applied RPC 1.6, Washington's confidentiality rule, which corresponds to ABA Model Rule 1.6 and protects client confidences and secrets. The committee read the obligation to comply with an IRS audit as constrained by the confidentiality rule rather than overriding it.

Citations and references

Rules of Professional Conduct:

ABA Model Rule 1.6 (confidentiality of information)
Washington RPC 1.6

Source

Landing page: https://ao.wsba.org/print.aspx?ID=511

Original opinion text

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

Advisory Opinion: 1431
Year Issued: 1991
RPC(s): RPC 1.6
Subject: Client confidence; disclosure during IRS audit.

Lawyer must comply with IRS audit, but may not disclose client confidences or secrets except in compliance with RPC.

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