QUESTION: Attorney X shares an office with nine other attorneys. Their letterhead indicates they are a firm and a PC, but they are independent contractors sharing rent and common expenses. They maintain separate files, billing, computer systems, and phone messaging. Client A, injured in a serious automobile accident, came to see Attorney. Liability in the accident is not an issue. Attorney X sent out a lien letter and requested various medical documentation. Attorney Y, another of the attorneys in the office, was contacted by Client B for representation in connection with the same accident. May Attorney X continue to represent Client A if full disclosure of the potential conflict is made to all parties and neither party objects?

ANSWER: Because they hold themselves out as a firm and formed a PC for the firm, they will be treated as a firm for ethical and, most likely, malpractice purposes. As a single firm, Rule 4-1.10 applies, and it is essential the firm have an adequate system to screen for conflicts. This situation presents conflicts, even though there is no litigation, yet. The conflicts are waivable if both clients consent and the representation of both will not interfere with the representation of either.

QUESTION: Attorney's firm is hiring an attorney licensed in the State of Florida, who will apply to take the Missouri Bar exam in February 2004. How should the law firm list the Florida attorney on the firm's letterhead, in the telephone directory, on the lobby register of their office building, and in Martindale-Hubbell?

ANSWER: The Florida attorney should be carried on the letterhead as a nonlawyer in MO, unless the Florida attorney has obtained a temporary license in MO. If the attorney has a temporary license in MO, the attorney may be designated in the same way as any other licensed attorney. However, if the attorney does not pass the exam or otherwise loses temporary licensure status, Attorney would need to correct the letterhead immediately. The same answer holds for the other questions. In terms of the telephone directory and Martindale-Hubbell, Attorney would need to accomplish the correction as soon as possible.

QUESTION: Question 1. Attorney A is a partner in a firm. Attorney B is an associate in the same firm. Can Attorney A and Attorney B advertise together and not mention the name of the firm at which they are partner and associate respectively in their advertisement? Question 2. Attorney A is a partner in a firm with Attorney B. Can Attorney A advertise as "A and Associates," separate from Attorney A's current partner and not mention the current partner in such advertisement? Question 3. Attorney A is a partner in a law firm. Attorney B is an associate in the same firm. Can Attorney A advertise separately from the firm and not mention the name of the firm? Question 4. Attorney A is a partner in a law firm. Attorney B is an associate in the same firm. Can Attorney B advertise separately from the firm and not mention the name of the firm? ANSWER: Question 1. Advertising in association with other lawyers may give the impression to the public that the lawyers are practicing in a partnership or other organization. See rule 4-7.5(f) This may be misleading to the public. See Rule 4-7.1 Questions 2., 3., and 4. If an attorney is a member of two firms, both firms will have to reference the other firm everywhere the firms hold themselves out to the public. The conflicts of either firm will be the conflicts of both. An attorney may not advertise under a different name, without referencing the firm name, if the attorney's sole practice is in that firm.

QUESTION: Attorney recently launched a website for Attorney's firm. A client viewed the website and offered to serve as a reference and speak to clients about the services that Attorney offers. Would this breach any ethical guidelines if Attorney were to post this information on Attorney's website? Any statements would come directly from the client with complete consent. ANSWER: It is generally permissible for Attorney to use a client testimonial in advertising, such as a website. The testimonial cannot include statements or information that would violate any of the rules regarding advertising, Rules 4-7.1-4-7.5.

QUESTION: Attorney's firm is currently a professional corporation. One of the lawyers practicing in the firm, A, is not a shareholder. All of A's compensation is paid as W2 wages. A does receive a bonus based upon the amount of work that A brings in. A does not share any of the expenses. A does not directly participate in the profits, except for salary and a simple pension plan. May A, who is not a shareholder of a professional corporation, have A's name included in the professional corporation's name? ANSWER: It would violate Rules 4-7.1 and 4-7.5(f) to include A in the firm name. Including A in the firm name would imply that A is a shareholder in the professional corporation.

QUESTION: Attorney is the managing attorney for an insurance company´s law department. Attorney´s office functions as an in-house ´captive´ firm for the insurance company. The department holds itself out to be a law firm. The members of the office are employees of and paid by the insurance company. The office has used letterhead which denotes that it is not a partnership. Are there any potential violations of Rule 4-7.5, or any other applicable rule(s)? ANSWER: As in-house attorneys, it would be misleading for the letterhead to represent the attorneys as a law firm. The letterhead would violate Rules 4-7.1 and 4-7.5.

QUESTION: May Attorney use a trade name for purposes of letterhead and advertising, assuming that Attorney uses Attorney´s name in conjunction with any advertising material? ANSWER: Some trade names are permissible under Rule 4-7.5, and others are not. A trade name must not be false, misleading, or deceptive.

QUESTION: Does an ethical problem arise when Attorney, in response to a call from a potential client, meets with that potential client in a mobile law office? May Attorney enter into an attorney-client contract in the mobile office? May Attorney advertise the ability to provide the additional service of a mobile law office over television and radio? ANSWER: Attorney will not violate Supreme Court Rule 4, by meeting with a client in a mobile law office and entering into a contract with a client, if that is what the client decides. Attorney will not violate the Rules of Professional Conduct by advertising the availability of a mobile office, as long as the advertisements otherwise comply with Rules 4-7.1 - 4-7.5.

QUESTION: Attorney is considering hiring a Professional Employer Organization. Employees would be hired by the organization and leased back to Attorney. This would allow Attorney to provide benefits that Attorney could not otherwise provide. Attorney would maintain complete supervisory control over the daily activities and responsibilities of the leased back employees. The only power Attorney could not exercise is the right to unilaterally terminate or discipline an employee. Would an arrangement like this be allowed under the Rules of Professional Conduct? ANSWER: Under the circumstances Attorney has described, the proposed arrangement for nonlawyer staff would create a situation in which Attorney could not fulfill the requirements of Rule 4-5.3. It would be necessary for Attorney´s firm to have unilateral authority to terminate or discipline an employee for violating an obligation under the Rules of Professional Conduct. Attorney would not need the authority to terminate their employment by the professional employer organization, but Attorney would need the authority to discipline or unilaterally terminate the lease back of an employee. As proposed, the arrangement would violate Rules 4-5.4 and 4-5.5.

QUESTION: Attorney is involved in an office sharing agreement with three other attorneys. Each person pays all expenses relating to their practice and each contracts separately with clients. They do share common overhead expenses. They are also networked together on the same computer system and everyone on the network can access all of the client files for all of the attorneys. The attorneys are the sole occupants of a stand alone building and the sign in front of the building lists the names of all attorneys and the words "Law Office´. There is one receptionist answering the telephone for all four attorneys. Currently, each attorney has their own stationery with their name at the top. Should Attorney list the names of the other attorneys on Attorney´s stationery? If so, what is the proper way to list these names? ANSWER: Under Rules 4-7.1 and 4-7.5(f), if Attorney is in an office sharing arrangement, all stationery, signage, etc., should indicate that Attorney is completely separate. If Attorney includes the other attorneys on Attorney´s letterhead, it would give a contrary impression. If Attorney has a separate practice, it is not appropriate for the other attorneys to have access to confidential information regarding Attorney´s clients. This applies to electronic information in the computer system, paper files, incoming and outgoing fax materials, etc. Attorney should take immediate steps to make any necessary changes to comply with the requirements of Rule 4-1.6 regarding confidentiality.

QUESTION: Attorney has practiced as a sole practitioner for the last year using only Attorney´s name. Attorney has a colleague, "Pat Doe´, who is also a solo practitioner, but uses the firm name the Pat Doe Law Firm. The colleague has taken another position with a government entity and can no longer practice law. Attorney has started working out of the colleague´s office and they would like to continue using Pat Doe Law firm. May Attorney continue to use the firm name in spite of the absence of the colleague from the practice at this point? ANSWER: Attorney may not continue to use the name Pat Doe Law Firm while Pat Doe is not a part of the practice.

QUESTION: Attorney is interested in setting up an Internet web site that would provide generalized legal information. The site would set up access to three attorneys who are non-affiliated, private practitioners. Would a plain and unambiguous disclaimer stating that this is not a law firm and that the attorneys are not affiliated be sufficient to insulate the attorneys involved from being considered to be a firm? ANSWER: Although a plain and unambiguous disclaimer may be sufficient to alert someone to the actual nature of the relationship, it may not be sufficient to insulate the attorneys from being treated as a firm from an ethical standpoint. In addition to the concerns Attorney has raised about creating the appearance of a firm, Attorney should also be aware that there are concerns about soliciting e-mail from prospective clients through a web site. If Attorney engages in the practice of communicating with current or prospective clients by e-mail, Attorney bears the responsibility of providing them timely advice regarding the relative security of communication by e-mail, in general, and in the particular computer setting through which they would be communicating. Attorney also creates the potential for conflicts of interest to be created through the receipt of substantive information by e-mail which may involve a person whose interests are adverse to a current client.

QUESTION: Attorney would like to use the internet for advertising and general legal consultations. Will this violate the rules? ANSWER: In the course of internet communications regarding Attorney´s services, Attorney is required to comply with Supreme Court Rule 4, including Rules 7.1 through 7.5, relating to advertising. Additionally, unless e-mail communications, in both directions, are secured through a quality encryption program, Attorney would need to advise clients and potential clients that communication by e-mail is not necessarily secure and confidential.

QUESTION: Attorney is currently in an office sharing agreement with another attorney and they are considering entering into a formal partnership agreement at a later time. Attorney would like to obtain a full page advertisement to be split with the other attorney under one account with each attorney paying half. A border will divide the page into two parts. Would such advertising imply a partnership? Would such advertising need to contain a disclaimer stating the offices are not in partnership? ANSWER: It is permissible for Attorney and another attorney to share the costs of a full page in the yellow pages without violating Rule 4-7.5(f) as long as the advertisements appear to be two separate advertisements. Depending on the degree to which the advertisements would appear to an objective person to be two separate advertisements, a disclaimer might be helpful.

QUESTION: Does Missouri have specific rules related to Internet advertising? ANSWER: Missouri does not have any specific rules relating to Internet advertising. The general rules on advertising apply to any form of advertising, including Internet advertising. The Missouri rules on advertising are Rules 4-7.1 through 4-7.5 of Supreme Court Rule 4, the Rules of Professional Conduct.

QUESTION: Attorney will be giving a seminar for people in a particular industry. The seminar is intended to be informational in nature. Course materials and promotional material will include the name of Attorney´s firm. Will this violate the rules? ANSWER: Based on the general information provided, Attorney´s proposed conduct will not violate the Rules of Professional Conduct. Any additional facts could change the opinion. Attorney should be aware that the materials distributed at the meeting with the name and address of Attorney´s firm would be considered advertising materials. Therefore, those materials must comply with the requirements of Rules 4-7.1 - 4-7.5, including any disclaimer requirements that might apply.

QUESTION: May Attorney use a trade name in connection with Attorney´s practice? ANSWER: Attorney may use a trade name in connection with Attorney´s practice in Missouri without violating Rule 4-7.5. If Attorney uses a trade name, Attorney should be careful that all advertising includes the name of at least one attorney responsible for the advertisement in order to comply with Rule 4-7.2(d).

QUESTION: Would it be permissible for Attorney to use the term "of counsel" to indicate Attorney´s relationship with the firm if (1) Attorney receives no compensation on cases which Attorney refers to the firm but does not supervise, monitor or perform services and (2) on cases on which Attorney is active supervising, monitoring or performing work, Attorney would receive compensation and share overhead as mutually agreed on a case by case basis? ANSWER: Based upon the arrangement Attorney has described, it would not violate the Rules of Professional Conduct for Attorney to be shown as "of counsel" to the firm.

QUESTION: Attorney is a member of a firm that plans to organize as an LLP. However, the firm will not be a traditional partnership. Some expenses will be shared, profits and losses will not. May Attorneys hold themselves out as a partnership? ANSWER: If Attorney and the other attorneys form a valid limited liability partnership that complies with the LLP law, they may hold the partnership out as a partnership regardless of the details of the partnership agreement. Attorney should realize that forming Attorney´s firm as an LLP does not, in any way, limit the liability of individual members of the firm under the Rules of Professional Conduct. For example, Rule 4-1.10, which relates to imputed disqualification, would still apply. In other words, there is no limited ethical liability.

QUESTION: Attorney will incorporate under the name of "Law Office of Pat Doe." The firm of which Attorney was previously a member was "Red, Green, Roe and Doe." Red and Green were members of the firm at the time of their deaths. Roe was a member of the firm at the time Roe became a judge. May Attorney refer to these members of the previous firm on Attorney´s letterhead? May Attorney refer to this firm as "established in 19XX" which is the year that the first member of the predecessor firm began practice? ANSWER: No. The references would violate Rule 4-7.1 and 4-7.5

QUESTION: Attorney would like to withdraw from the firm and practice from home. May Attorney use the firm´s letterhead? May Attorney use Attorney´s home address? ANSWER: Attorney may withdraw as a partner in the firm and practice from a home office. However, Attorney may not use the firm´s letterhead unless Attorney maintains an active relationship with the firm and the firm is actually Attorney´s practice location. If Attorney completely withdraws from the firm and practices from the home, Attorney must use the home address on letterhead. Attorney could also use a post office box and put that address on the letterhead.

QUESTION: Attorney requests reconsideration of Informal Opinion 940005 in which the question was: Attorney would be a partner in two firms. Attorney would not do the same type of work in both firms. The answer was: This would be a violation of the rules because Attorney would have conflicts from both firms. Attorney´s clients would not be aware of all of the conflict situations which could involve the other firm. ANSWER: The relationship is permissible. However, in order to avoid violating Rule 4-7.1, it would be necessary for Attorney to identify both firms on each firm´s letterhead and other forms of communication to the public and other law firms. The firms must be considered as one for conflicts purposes.

QUESTION: Several attorneys wish to form a partnership. Within the partnership will be professional corporations and limited liability companies. (1) May the letterhead only reflect the partnership name without referencing the professional corporations or limited liability companies? (2) Would it be OK if the partnership name is used and the professional corporations and limited liability companies are otherwise identified on the letterhead? (3) May a law firm be a limited liability company? ANSWER: (1) No. (2) Yes. (3) Yes.

QUESTION: Attorney is in a firm which has had several members with the same last name. The firm name has been Lastname & Lastname. One of the other members is deceased and another has left the firm. Attorney is now the only attorney in the firm. May Attorney continue to use this firm name and show the deceased member as deceased on the letterhead? ANSWER: Yes.

QUESTION: Attorney plans to convert the law practice to a professional corporation from a sole proprietorship. Attorney would like to continue to use Attorney´s name without the designation "P.C." on the letterhead and advertising. Attorney would register Attorney´s individual name as a fictitious name. ANSWER: This would violate Rules 4-7.1 and 4-7.5(f) in light of the requirement of section 356.071, RSMo Supp. 1993.

QUESTION: May Attorney´s name be included in the firm name of a professional corporation if Attorney is issued non-voting common stock or preferred stock? ANSWER: Neither of the circumstances described would violate Rule 4-7.5.

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.