Of.Sh.- 1

ATTORNEYS

A MISSOURI LAWYER CAN ENGAGE IN OTHER BUSINESS BUT CANNOT PROPERLY FORM PARTNERSHIP WITH A LAYMAN.

QUESTION: (a) Is it permissible and ethical for a member of the Missouri Integrated Bar, to obtain a license as an insurance broker and sell insurance, receiving the usual commissions therefor?

(b) Is it ethical and permissible for a member of the Missouri Bar to enter into a partnership with an accountant whereby such partnership sells insurance, makes income tax returns, and acts in the capacity of a business advisor for individuals, including professional men and others?

(c) If such association suggested in Q (b) is permissible, can the lawyer member also practice law, provided all legal business and fees are kept separate and distinct from the partnership business so that there would be no splitting of legal fees?

(d) Could the lay partner in such business properly refer any of the partnership's clients to the lawyer for legal services provided, of course, neither the partnership nor the lay partner received any of the fees or participated in the handling of such legal matters?

ANSWER: (a) Yes. (b) (c) (d) A member of the Bar who has ceased practicing law is like any other layman and may enter any business or business association permitted laymen. However, if the member of the Bar in Questions (b) (c) and (d) is continuing to practice law, then such an association or the reference of business therefrom is proper.

Canon 3 103(A)

[Rule 4 5.4]

Of.Sh.-2

QUESTION: What ethical conflicts arise when an attorney has previously been employed on the staff of the Public Defender's office and then commences employment in the same circuit as an assistant circuit attorney?

ANSWER: An attorney upon leaving the Public Defender's office and joining the staff of the Circuit Attorney's office cannot prosecute or participate in any case assigned to the Public Defender's office while he was there. His new duties must be on cases with which the Public Defender's office has no connection or on cases assigned to the Public Defender's office after the date he begins working in the Circuit Attorney's office. Of course, he cannot reveal any confidential information obtained in his previous position; Rendered March 7, 1977.

[Rule 4 5.4(b)]

Of.Sh.-3

QUESTION: Can an attorney share temporary office space with two practicing psychologists, which will involve using the same telephone number and common waiting room but with separate listing on front door panel and building directory?

ANSWER: Yes, rendered April 13, 1977.

[Rule 4 5.4]

Of.Sh.-4

QUESTION: What steps should be taken by Attorney "A" who has shared office space with Attorney "B" for a number of years and Attorney "A" is about to become the City Attorney of a small city? Can Attorney "A" continue to represent a client before the City's Board of Aldermen on a zoning question?

ANSWER: No. Attorney "A" is not permitted to represent said former client before the Board of Aldermen on the zoning question or any related matter in the City Municipal Court for alleged violation of operating a commercial establishment in violation of zoning ordinance. Attorney "B" cannot represent said client, because it appeared to the public that Attorneys "A" and "B" were partners by use of their joint letterhead and office signs.

In the future, if steps are taken to indicate to the general public that Attorneys "A" and "B" arc sole practitioners and are not in fact partners, then it would be improper for Attorney "B" to represent clients before a city board or in the municipal court while Attorney "A" is City Attorney. Rendered May 31, 1977.

[Editor's note: It appears that the word "improper" in the last paragraph should be "proper".]

[Rule 4 1.7]

Of.Sh.-5

QUESTION: Can a Legal Aid Society participate in the computer system shared with other agencies into which the names of clients and other confidential information are inserted?

ANSWER: No. The Committee has the opinion that such action would be an improper breach of the attorney-client confidentiality and could only be done with the specific authorization of each individual client. Rendered August 3, 1977.

[Rule 4 1.6]

Of.Sh.-6

QUESTION: Attorney A shared office space with Law Firm B who represented petitioner in a dissolution action. At that time he became aware of some records of the petitioner that were in the possession of Firm B. Thereafter, Attorney A became an employee of Law Firm C, who desire to assign the handling of said action on behalf of the respondent to Attorney A. At this time Attorney A has never conferred with the petitioner or the respondent. Can Attorney A represent the respondent?

ANSWER: No. The Committee is of the opinion that Attorney A should not represent the respondent in the dissolution case in question and certainly Attorney A should not give any information concerning the matter to Law Firm C. The committee does not believe that Attorney A's presence as an employee of Law firm C disqualifies that firm from continuing to represent the respondent. Rendered August 22, 1977.

[Rule 4 1.6; 1.7; 1.9]

Of.Sh.-7

QUESTION: Can sole practitioners, who share office space together, be listed on a common letterhead?

ANSWER: No. It is improper for such sole practitioners to use a common letterhead, because such practice indicates to the public that the listed persons named thereon are partners and this violates DR2-102 (C). Each sole practitioner must use his own letterhead indicating that he is a sole practitioner. Rendered January 30, 1978.

[Rule 4 7.5(f)]

Of.Sh.-8

QUESTION: Can a licensed Missouri attorney engage in the sale of real estate at a separate location with separate telephones, separate mailing addresses, separate books, etc.

ANSWER: Yes. The real estate brokerage firm should be in a separate location from the attorney's law office with separate telephones, mailing addresses and books. There should be a full disclosure to all parties concerned of possible conflict of interest to all clients referred by the lawyer to his real estate firm. Rendered September 28, 1978.

[Rule 4 1.6; 1.7; 7.1]

Of.Sh.-9

QUESTION: Attorney A was "of counsel" to the firm of X, Y and Z. The firm dissolved and A, X, Y, and Z have an office sharing agreement. All attorneys use their own letterhead. If A becomes a part-time city prosecutor, can X, Y or Z continue to represent their clients in municipal court?

ANSWER: Yes. It is the Committee's conclusion that in the situation outlined above, if one of the attorneys becomes a part-time city prosecutor, the other attorneys can continue to represent their clients in municipal court. Rendered 10/20/78.

[Rule 4 1.7]

Of.Sh.- 10

QUESTION: The law firm of A, B and C has existed for several years. It presently owns a building, fixtures and law library.

Partner A will become a judge and partners B and C will become sole practitioners, with each carrying out his separate practice with his own separate secretary. B and C will purchase A's interest in the building and other assets and will modify the building to make two separate law office suites (except they will share a common waiting room for clients).

Partner B is the elected prosecuting attorney for the county and all duties relating to that office are carried on in the courthouse office of B.

Under these physical arrangements,

a. Can B & C represent new opposing clients after dissolution of the partnership?

b. Can C represent criminal defendants in cases in which B is the prosecuting attorney, which arise after dissolution of partnership.

e. What steps should B and C take regarding clients of A, B and C partnership?

ANSWER:

a. Yes. It is the opinion of the Committee that if the law office building is modified as outlined above, it would be ethically proper for B and C to represent opposing clients after the partnership is dissolved.

b. Yes. Assuming the modification of the office and that B will exclusively operate his prosecutorial duties from his courthouse office, the Committee believes that C can ethically represent criminal defendants in eases which B is prosecuting which arose after dissolution.

c. All clients of A, B and C should be advised that the A, B and C law firm has been dissolved and that they can select B or C or both to represent them or that they can remove the file to some other attorney if that is their desire. Rendered November 9, 1978.

[Rule 4 1.7; 1.16]

Of.Sh.-11

QUESTION: An attorney maintains his principal law office at the county seat and has an office sharing arrangement to use the office of an insurance agent for seeing clients at a different location in the county. The second office will be used for client's convenience in the evenings and on weekends. The attorney will not accept any kind of referrals, directly or indirectly, from the insurance agent who shares the out county office.

Is this office sharing arrangement improper?

ANSWER: No. It is the Committee's conclusion that it would not be improper for the attorney to acquire space located in the office of an insurance agent as a place to meet his clients in that part of the county. Rendered November 9, 1978.

[Rule 4 7.2(c)]

Of.Sh.-12

QUESTION: Can a sole practitioner and a professional corporation use a joint letterhead?

ANSWER: The Committee concludes under the present provisions of the Code of Professional Responsibility in this state, attorneys who are not partners cannot use a joint letterhead. If they are sole practitioners, then they must use a letterhead as a sole practitioner. If they are indeed partners, then they can use a letterhead so indicating. Likewise, if there is a professional corporation, the letterhead can indicate that status.

The Committee has consistently held that lawyers who are not actually partners cannot use a joint letterhead because this is misleading to the public and is in violation of DR2-102(C). Rendered December 8, 1978.

[Rule 4 7.1; 7.5(f)]

Of.Sh.-13

QUESTION: Can a Missouri lawyer who maintains an office in Missouri become a shareholder of a Kansas professional corporation and hold out to the public that said professional corporation is maintaining an office in the State of Missouri?

ANSWER: No. The Committee is of the opinion that the Missouri attorney cannot be a shareholder in the Kansas professional corporation and hold out to the public that the corporation is maintaining an office in the State of Missouri. If the Missouri office and phone number is included on the Kansas professional corporation's letterhead, it would, in our opinion, indicate to the public and court personnel that the Kansas corporation was maintaining an office in Missouri and this would be contrary to the statutes of the State of Missouri and cannot be allowed.

The Committee finds nothing improper should the Missouri attorney be designated "Of Counsel" to the Kansas corporation if he was not actually a shareholder therein. He could be so designated on the letterhead of the corporation and he could maintain his personal office in Missouri. Rendered April 19, 1979.

[Rule 4 7.1; 7.5(f); 5.5]

Of.Sh.-14

(Opinion omitted. See Notes on Use.)

Of.Sh.- 15

(Opinion omitted. See Notes on Use.)

Of.Sh.-16

QUESTION: Can an attorney ethically operate his law office and his real estate firm from separate office suites in the same building complex? The separate offices will share a common waiting room area, a common conference room and a common receptionist.

ANSWER: Yes. It is our opinion that the building proposed and its use by the law office and the real estate firm is possible. There is nothing improper about a common waiting room or the use of a common conference room, so long as the confidentiality of the law clients is maintained. Rendered October 18, 1979.

[Rule 4 1.6; 1.7]

Of.Sh.-17

QUESTION: Can a Municipal Attorney and a Municipal Judge in a given municipality share a telephone number in their respective law office practice without resulting in a conflict of interest or an appearance of impropriety?

ANSWER: If the two attorneys holding the offices of Municipal Attorney and Municipal Judge are not in partnership or associated in the practice of law, it is the Committee's opinion that they may share the telephone number in their respective private law practices without a conflict of interest or an appearance of impropriety. Rendered June 23, 1980.

[Rule 4 1.7]

Of.Sh.-18

(Opinion omitted. See Notes on Use.)

Of.Sh.-19

QUESTION: May a legal service corporation lease space from a federally funded community action program agency? The program will share the services of a receptionist, who will only give out forms to potential clients. She will give out no legal information. An attorney will be present one or two days a week and the office is used solely as a place to interview clients.

ANSWER: Yes. The rental of space seems proper. The Committee does stress that the legal service corporation must scrupulously protect the clients' confidences. Rendered July 16, 1981.

[Rule 4 1.6; 1.7]

Of.Sh.-20

QUESTION: Attorney A is a sole practitioner. Attorney B is an Assistant Prosecuting Attorney in the same county. They desire to enter into an office sharing agreement. Attorney B will occupy an office in A's suite and pay Attorney A a sum of his share for secretarial services, rent, copier, etc.

Attorney A and B will maintain separate practices and will not hold themselves out as partners or as being associated in any way.

Is such an arrangement permitted?

ANSWER: Yes. It is the opinion of the Committee that the sharing of office space does not preclude A and B from representing opposing parties with regard to their practice if there are no common files and no confidential information is passed between the attorneys.

A and B may have a problem if a single secretary is handling the secretarial duties for both A and B and they should keep that in mind in making their arrangements. Rendered February 12, 1982.

[Rule 4 1.6; 1.7]

Of.Sh.-21

QUESTION: An attorney is licensed to practice law in this state. He will soon be taking the C.P.A. exam. The attorney has received an offer of employment by an accountant to be an employee of the accountant. The attorney desires also to engage in the private practice of law. Is it permissible for the attorney to engage in the private practice of law as well as be employed by the accountant?

ANSWER: An attorney can carry on another business as well as the practice of law so long as he keeps the two separate and does not attempt to maintain them from the same office. Rendered December 3, 1982.

Of.Sh.-22

QUESTION: Attorney is president of a small corporation (not a law firm). Attorney does not provide legal representation to the corporation. All of the records and business transactions of the corporation are kept separate from Attorney's law practice. May Attorney have the executive offices of the corporation housed within Attorney's law offices? This would include notation on the door and the building directory as well as the office address being listed on the corporation's letterhead.

ANSWER: Sharing space with another business is permitted but the two businesses must be maintained separately. The corporation must have a separate phone number answered for the business and not the law office. The files and other information must be separately maintained to ensure confidentiality of information related to the law practice. The physical arrangement should be one which enables clients of both businesses to understand that the businesses are separate. Also, aside from the executive office question, Attorney should be very careful to take Attorney's relationship to the corporation into account in Attorney's conflicts checking system.

[Rule 4 1.6; 1.7; 7.1]

Of.Sh.-23

QUESTION: Attorney A and Attorney B share office space. Attorney A represents clients in an adoption. Attorney B was appointed GAL when A and B did not share offices. Attorney A and B ran a joint advertisement with a general heading "law offices" and their joint address. Their individual names and phone numbers also appeared. Is it a conflict for B to be the GAL?

ANSWER: Yes, the advertisement implies a relationship between the attorneys. Therefore, A and B will be treated as a firm for conflict of interest purposes, including imputed disqualification.

[Rule 4 1.7; 1.10; 7.5(f)]

Of.Sh.-24

QUESTION: Attorney is a member of one firm and will be "of counsel" to another firm. The two firms share office space and some equipment, otherwise they are separate. Does this violate the Rules of Professional Conduct?

ANSWER: In order to avoid violating Rule 4-7.1 attorney would need to identify both firms with which the attorney is connected on each firm's letterhead and other forms of communication to the public and other law firms. The two firms will be considered as one for conflicts purposes.

[Rule 4 7.1; 1.10]