Can two lawyers run an independent law firm out of the offices of a non-law business like a management consulting firm?

Plain-English summary

Two lawyers planned to work in the offices of a management consulting firm that employed them, while running their own law firm. As described, the law firm would keep separate letterhead, business cards, billing practices, telephone number, files, and secretary, sharing only a reception area with the consulting firm. The law firm would not hold itself out as affiliated with the consulting firm, and there would be no automatic referral system and no fee sharing arrangements.

On those facts, the committee was unanimously of the opinion that there is no ethical impropriety in establishing an independent law partnership to operate out of the consulting firm's offices.

Currency note

This opinion was issued under Washington's Code of Professional Responsibility era, in 1985, 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 Treat this page as historical context, not current guidance.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: Can a law firm share space with a non-law business such as a consulting firm?

A: The committee said yes on the facts presented. It found no ethical impropriety in an independent law partnership operating out of a management consulting firm's offices, given the separations the inquiry described.

Q: What separations did the committee rely on?

A: Separate letterhead, business cards, billing practices, telephone number, files, and secretary; a reception area shared only with the consulting firm; no holding out as affiliated; and no automatic referral system or fee sharing arrangements.

Q: Did the lawyers' employment by the consulting firm change the result?

A: On the facts presented, no. The committee approved the arrangement even though the consulting firm employed the two lawyers, given the separations described.

Background and rules framework

The committee did not cite a rule by number. The arrangement implicates a lawyer's professional independence, the rules against improper holding out and trade names, and limits on sharing fees with nonlawyers, concerns addressed today by Model Rules 5.4, 7.1, and 7.5 and their Washington counterparts. The committee's analysis turned on the absence of holding out, automatic referrals, and fee sharing.

Citations and references

Rules of Professional Conduct:

• The opinion cites no rule by number. It applies principles of professional independence, holding out, and fee sharing with nonlawyers (now addressed by Model Rules 5.4, 7.1, and 7.5 and their Washington counterparts).

See also

• ABA Formal Op. 507: office sharing arrangements
• WSBA Ethics Op. 835: office sharing and protection of client confidences

Source

• Landing page: https://ao.wsba.org/print.aspx?ID=8

Original opinion text

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

Advisory Opinion: 896
Year Issued: 1985
RPC(s):
Subject: Establishment of independent law partnership in offices of management consulting firm

The question concerned two lawyers who intended to work in the offices of a management consulting firm with the law firm having separate letterhead, business cards, billing practices, telephone number, files and secretary, with a reception area shared with the management consulting firm. The law firm would not hold itself out as affiliated with the consulting firm and there would be no automatic referral system or fee sharing arrangements. The Committee was of the unanimous opinion that, under the facts as presented in your inquiry, there is no ethical impropriety in establishing an independent law partnership to operate out of the offices of the management consulting firm by which you and your partner would be employed.