Dear Editor:
Very recently I received a solicitation packet from my law school alma mater urging a contribution to a building program being undertaken by them. Certain statistical information contained in the packet caught my eye, or, more accurately, hit me right between the eyes. The university reports that it currently has a total student body of just over 11,000 students. The university further reports that for the 1995-96 year it awarded 123 doctorate degrees, 147 degrees in medicine, and 254 law degrees.
In 1957 when I graduated from there, the total student body of the university was, to the best of my memory, between 8,000 and 9,000. Back then the day law school and the night law school had graduating classes of about equal size and, it is my recollection that our day and night graduating classes combined had just over 40 students. It seems almost impossible, but I believe our day class had all of 19 graduating students. My recollection could be off some, but I feel confident these numbers are in the ball park. The point is that while the university has had reasonable growth, the graduating law class has had huge growth, many times more than the university as a whole.
In the current issue of The Bulletin, a publication of the American College of Trial Lawyers, an article written by Miami U.S. District Judge William M. Hoeveler notes that by the year 2000 there will be over one million lawyers in the United States, more per capita than any country in the world.
I retired from the active practice of law about 3 years ago. Like many newly retired couples, my wife and I have traveled extensively. We have traveled quite literally from the east coast to the west coast by car stopping often to take in the local scene. No matter the size of the town where we stayed I made a habit of obtaining a copy of the local phone company yellow pages and reviewing the "ATTORNEYS" section to see how lawyer advertising was handled there. It was the same across the whole country. Loud, garish lawyer ads, heavy framed in red, black, or blue screamed out the undiluted virtues of that particular lawyer or firm. More often than not a lawyer ad occupied the whole back cover of the phone book. Lay person and lawyer alike, looking at these ads, must surely arrive at the conclusion. There are simply too many lawyers out there.
Over the last 10 or so years of my active practice, I have vivid memories of conversations with young lawyers concerned about stressed marriages and tensions in home life because of their jobs and the competition within their firms, which demanded every thing they had, mentally, emotionally, even physically considering the constant pressure for productive hours. The most vivid memories of my last 4 or 5 years of active practice are of young women lawyers coming in to explore job changes or hours adjustments or almost any other possible solution to reduce the pressure of trying to practice law, maintain family duties, and pay off overwhelming student loans. Any lawyer who has practiced for the last 10 years does not need bar association surveys or consultants' reports to know that we are a profession under unprecedented stress from within. That stress, I believe, in large part directly results from the fact that there are simply too many lawyers out there competing for the same piece of the pie.
In my experience the public perception of our profession is at an all time low, possibly at dangerously low levels. I firmly believe that our profession is in serious danger of having its status and rightful place in society minimized by a truly cynical public who have become convinced that the profession of law leaches more from society than it puts back in. I wholeheartedly disagree with that view, but I think it generally prevails in the public at large. Mishandled high-profile cases, court television, even politicians have all contributed to that general public mistrust, but they do ot account for the deep and abiding nature of it in the last few years. I am convinced that the internal tension of our profession is spilling over into the public view and perception of us. In short I have little doubt that our public relations problems are really a public sense of our deep and serious internal stresses. We are bringing it on ourselves. Every one who knows a young lawyer now, (and is there anyone who does not know a young lawyer now?), most likely knows him/her as someone who is more or less unhappy with his/her profession, or work, or hours, or job stress or working conditions, or any of the many other negatives to be heard when young lawyers vent their frequent frustrations. These frustrations, this general unhappiness with the profession by its own members and the public at large is in large measure the direct result of the fact that there are simply too many lawyers out there. So, I propose a partial solution.
I suggest we take a page from the rule book of our CPA friends. I believe we should implement a system which demands that a law school graduate work as an unlicensed clerk or apprentice for 3 years before he or she is eligible to sit for the bar exam to become a licensed lawyer. This clerkship should be served only with legal organizations approved by the Missouri Supreme Court or the Court's delegate. The court or its delegate would receive periodic reports on the progress of each clerk or create other appropriate machinery to loosely monitor the progress of the clerks. At the end of a successfully completed clerkship, the clerk would take the bar exam and, if successful, be licensed.
The foregoing proposal, I believe, would have certain effects helpful in restoring health to the profession. First, it should significantly reduce the number of law degree candidates. Secondly, it would weed out those clerks who find they simply don't like the practice of law. They can use their degrees in one of the many fields where a law degree is helpful but a law license is of no value. Thirdly, it would eliminate the unfortunate few who obtain a law degree but simply do not have what it takes to handle the real world practice of law. I think the indirect effect of this measure would be to reduce the turmoil of our profession and restore us to our rightful place in the eyes of the public by, over time, reducing our numbers. While a mandatory clerkship program may sound radical, I submit that it is really happening right now. Most young associates in law firms know they are really undergoing a clerkship for the first couple of years after graduation. The difference is they are doing their clerkship fully licensed and with full capability of skewing the profession and the way it is practiced.
Sincerely,
Gerald D. Morris
Kansas City
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Dear Editor,
As a professional journal, I fail to see the relevance of Mr. Weiss' commentary. Mr. Daniel Quinn's book is not "mind-expanding" or "captivating" nor did it "provide a fresh prospective of the relationship between man and the world." The book reiterates the same social commentary as save the whales, save the spotted owl, save the trees, save the earth, global warming, ozone depletion, etc. Many of these social theories are scientifically unproven. Dinosaurs became extinct without man and with or without man, so will other species. That is the nature of evolution.
Environment, evolution and liberal philosophy making man the evil destroyer of the world does not appear to me to be relevant to a professional journal.
I have no quarrel with Mr. Weiss' holding of his own personal opinions, but they do not belong in the Journal of The Missouri Bar.
Thank you for allowing me to express my opinion.
Sincerely,
John L. Doskocil
Sunset Hills, MO
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Dear Editor:
How dare Mr. Weiss use (abuse) the "President's Page" of Journal of The Missouri Bar to extol the learned teachings of "Wise Ishmael" and Mr. Weiss' beliefs in evolution. He tells us that we should follow the "natural law," whateverthat is, and not "man-made" laws. Some of us believe that "man-made" laws are those which emanate from our Creator, who is not "Wise Ishmael."
Just recently, coincidentally a few short days after I read Mr. Weiss' travesty on reason (I hope that Mr. Quinn, in whose book "Wise Ishmael" stars, didn't receive a degree from St. Louis University, a Catholic institution and my Alma Mater), I read of a billboard appearing on the Bible Baptist Church grounds in St. Charles County: "Evolution—Nobody Plus Nothing Equals Everything—Now That's Faith."
I believe that God created humans and the universe and all of the animals, fish of the sea and birds of the sky and every other living and non-living thing. He gave to Noah and his descendants dominion over every animal on earth, in the sea and in the sky, including "Wise Ishmael." Now that's faith.
Mr. Weiss may choose to believe that he evolved from "Wise Ishmael," or some gorilla not so wise as Ishmael. That is his privilege. Please don't let him use the President's Page of the Journal of The Missouri Bar, from which I hope to get news of the Bar including the state of the "man-made law," as his platform to espouse his theory of evolution or any other such philosophy of "natural law."
I choose to believe that I was conceived as a result of a relationship between Lester Duggan and Cecelia Scanlon Duggan; and that God breathed into me a soul which is eternal and that I am bound by His law. I am thankful that I will not permit "Wise Ishmael," or Mr. Weiss, to explain anything to me about what he calls the "natural law," as learned as they may presume to be. I am proud to be "Taker" of the benefits which God created for my use. I do not intend to abuse that which is in my care. May God bless Mr. Weiss' "Leavers." They, too, are entitled to their views.
I understand that Mr. Weiss was elected by vote of the Board of Governors of the Missouri Bar, so that I bear little responsibility for his position and owe him no allegiance as he seems to have for the "natural law," "Wise Ishmael" and the "Leavers."
Thank you for the privilege of expressing my views.
Sincerely,
Les Duggan
St. Charles
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Dear Editor:
Some noteworthy statutory changes affecting Missouri business organizations (passed in the 1997 legislative session) were enacted too near the publication date to include them in my article, "LLPs: How Limited is Limited Liability?" (published in the May-June issue of the Journal of The Missouri Bar). Some of these changes were referenced as "proposals" in the endnotes to the article. Changes related to issues discussed in the article include:
As a further attempt to shield LLP partners from personal liability, HB 655 provides that an LLP partner is not required to contribute additional capital unless the partner has signed a written agreement requiring such contribution. (Further clarification is needed concerning the timing of this consent agreement and whether or not the statutory language overrides prior contribution language in a preexisting written partnership agreement that may have been signed by the partners). HB 655 specifies that such an agreement does not give third party creditors enforcement rights, unless the LLP assigns an obligation to the third party (or the partner consents). For both LLPs and LLCs, the bill limits prospective liability of a partner or member (accepting or making a wrongful distribution) to three years after the distribution. Such personal liability is limited to the amount of such distribution or the amount of assets distributed to a partner in liquidation. A partnership may repurchase the "interest" of a partner for "fair value" (where the withdrawing partner makes no specific demand) (HB 170).
HB 655 reinstates an LLC (Ch. 347) as a form of business available to a single investor in Missouri, repealing language requiring two or more persons. The articles of organization can stipulate events that will trigger dissolution of the LLC. With respect to voting on dissolution upn withdrawal of a member, a majority vote replaces the unanimous vote statutory default requirement. A withdrawing member can demand payment of the member's "interest" within 180 days of withdrawal.
Both SB 170 and HB 655 recognize a "Registered Limited Liability Limited Partnership" (LLLP) as an entity in Missouri. RSMo § 359.172 will set forth the requirements for forming an LLLP. The LLLP will provide (all) partners with a liability shield similar to that afforded general partners in a registered LLP. An additional burden is imposed on the general partners in an LLP to see that timely filings occur. If a limited partnership ceases to be registered as an LLLP, and continues to operate as a limited partnership (LP), an amendment MUST be filed within 90 days with the Secretary of State. Failure to do so can result in civil and criminal penalties for the general partners and is deemed to be a Class B misdemeanor.
Additional noteworthy changes in limited partnership law (as a result of HB 655) include a repeal of the estoppel provision that triggered personal liability for limited partners who participated in the control or management of the partnership with the knowledge of creditors. (See RSMo § 359.201.) Limited partners withdrawing from the partnership are no longer required by state law to provide six months' written notice; any such requirement is now left to individual partnership agreements. (See RSMO § 359.341.)
Attorneys should also read the bills for other provisions related to mergers and distributions involving the above forms of businesses.
Sincerely,
Carol J. Miller, Esquire
Springfield, MO