Moses & Singer

Legal Ethics & Law Firm Practice

Lawyers, law firms and other professional service firms often face complex business, legal and ethical issues. In-house attorneys are also subject to strict ethical standards, while their responsibilities to their employers make the issues they confront even more challenging.

On corporate and commercial matters for law firms and other professional service firms, Moses & Singer advises on every aspect of partnership structures and strategic business issues including: mergers and acquisitions, financing, real estate matters, employment practices, taxation and third-party contractual relationships. 

Our lawyers have extensive experience in advising on legal ethics and risk management, conducting ethics audits for midsize and boutique law firms and developing risk management compliance manuals.  Furthermore, we act as general counsel and ethics counsel for numerous firms.

Having an in-depth understanding of firm economics and management allows Moses & Singer to provide practical and cost-effective solutions to lawyers and law firms. We are also experienced in representing other types of professional service firms, such as accounting and engineering firms, which, in many cases, face issues similar to those facing law firms. 

LAW FIRM BUSINESS MANAGEMENT PRACTICE:

Moses & Singer offers counsel to law firms and service providers on all business-related aspects of their professions: 

Corporate/M&A
We advise new and growing law firms in optimizing the formation and structure of their entity.  This includes:
- Formation of  PLLCs, LLPs, partnerships and joint ventures.  
- Mergers and acquisitions
- Withdrawals, separations, earnouts and dissolutions. 
- Negotiation of real estate leases
- Review of business forms, engagement agreements and special retainers

Labor and Employment
Moses & Singer offers comprehensive review of compensation and labor issues affecting the firm’s management and ongoing operation:
- Compensation arrangements or retirement benefits
- Discrimination or disability issues
- Review of employment contracts and severance arrangements
- Employment practices and liability issues as well as office policies and procedures.
 
Banking and Finance
The firm handles negotiation and documentation of credit lines and other financings and advises on insolvency issues. 

Trusts and Estates
Succession planning and asset protection for owners or partners of law firms comprises a focal point of Moses & Singer’s nationally renowned practice.  Our Trusts & Estates department handles these matters for client referrals as well.

 

 LAW FIRM ETHICS AND COMPLIANCE PRACTICE:

 The law firm ethics and compliance practice covers:
- Advice on compliance with rules of professional conduct
- Consultation on ethics issues relating to conflicts of interest resolution, confidentiality, privileged communications, advertising and solicitation, and professional licensing;
- Counsel on issues relating to risk management, loss prevention and professional liability
- Development of internal compliance programs and policies. 

SAMPLE QUESTIONS ON LEGAL ETHICS

Attorney Advertising

  • What constitutes "Advertisement" and "Solicitation" under the new attorney advertising rules and what, if any, exceptions apply?
  • Are law firm web sites affected by the new attorney advertising rules?
  • Can names of clients be included in law firm web sites?
  • Are requests for proposals (RFPs) subject to the solicitation rules?
  • Do the new advertising and solicitation rules affect firm brochures and newsletters sent to clients and prospective clients?
  • Do advertisements have to be labeled as such?
  • May a law firm web site include attorney rankings by Super Lawyers, Best Lawyers, Martindale, Chambers and such other publications?

Attorney Charging Liens

  • May a charging lien attach and be enforceable in matrimonial actions in New York?

CLE Rules

  • What aspects of the NYS CLE Rules should "experienced attorneys" (admitted more than 2 years) at law firms and in-house be most familiar with?
  • What are the accreditation requirements for law firms and legal departments to be CLE Providers?

Client Papers

  • What are client papers and to whom do they belong?
  • Does a law firm owe a duty to disclose attorney work product materials to its former client?

Conflicts of Interest

  • What information is needed for conflicts checking?
  • If an adverse party belongs to the corporate family of a client, is that party also a "client" for conflicts purposes?
  • How can a conflicts search database be kept current, accurate and reliable?

Ethical Screens

  • May a lawyer of counsel to a  law firm share certain client matters with the firm while independently representing his/her own clients?

Fee Sharing

  • May New York law firms share legal fees with out-of-state or international law firms?

In-House Counsel

  • Do New York's ethics rules apply to in-house counsel?

Joint Ventures

  • May a law firm enter into a joint venture with an existing client that it represents in other unrelated matters?

Lateral Attorney Intake

  • What due diligence should be conducted before hiring a lateral attorney?

Legal Opinions

  • What risk management practices should a law firm have for issuing third-party legal opinions on behalf of its clients?

Letters of Engagement

  • Where a corporate representation antedates the requirement of a letter of engagement, is such a letter required to begin representing the client’s parent corporation?
  • Does a letter of engagement for banking matters cover a later engagement for litigation matters?
  • Are there any exceptions to the rules requiring letters of engagement?
  • What are the consequences of not having a letter of engagement?
  • If a law firm represents in transactional matters a client individually and an LLC of which he/she is the principal member, but does not represent the other LLC members, how can the firm protect against conflict issues?

Lobbying

  • May a lawyer lobby with a client for a bill in Congress?

Multi-Jurisdictional Practice

  • Can a law firm collect fees for legal services performed by one of its lawyers in a state where that lawyer is licensed and where the client is located without the law firm having an office in that state?
  • Is it the unauthorized practice of law for a law firm to issue a legal opinion on the law of a state where the law firm has neither offices nor lawyers admitted to practice?
  • If a law firm represents an out-of-state corporation that does not do business in its own state of incorporation, do the firm's attorneys have to satisfy attorney registration requirements in the state of incorporation?

Negotiation Ethics

  • When is it permissible to communicate with adverse clients, directly or indirectly?
  • What exposure does counsel have for participating in the negotiation and execution of contracts containing express or implied misrepresentations?

New Client Intake

  • What due diligence should be conducted before taking on a new client?

Partnerships

  • Is it ethical for a lawyer in a law firm to be a "Partner" in title only?
  • Does an ousted law firm partner have standing to assert a discrimination claim against his/her ex-law firm?

Retainer Payments

  • If a law firm is unable to locate a client whose retainer balance it is holding after the representation has ended, what should it do?

Vendor Contracts

  • What risk management practices should a law firm acting as a customer adopt when entering into third-party vendor contracts?

For more information please contact us.

Prior results do not guarantee a similar outcome.

Representative Matters

Business Management and Corporate Representation 

  • Represented major New York City based law firm in restructuring its Shareholders Agreement and other governing documents.
  • Represented major New York City based law firm in connection with $25 million credit facility.
  • Successfully negotiated agreement under which senior partner of a law firm transitioned to semi-retirement.
  • Negotiated settlement with legal malpractice insurance carrier over claim payment.
  • Advised law firm in connection with multi-year office lease.
  • Advised law firm in connection with separation of a practice group.

 Legal Ethics and General Counsel Representation

  • Acted as outside ethics compliance counsel for New York and multi-state firms opening New York offices.
  • Acted as outside ethics counsel on legal ethics and professional responsibility matters for New York law firms.
  • Advised firms and lawyers on ethics matters arising from law firm mergers, buy-outs, break-ups and partner disputes.
  • Advised in-house lawyers of a company regarding ethics issues in contract negotations.
  • Counseled lawyers on professional discipline charges and investigations.
  • Counseled firms on ethics matters relating to proposed business ventures.
  • Conducted inspection of firm websites and marketing materials for compliance with attorney advertising rules.
  • Counseled a mid-size law firm on unique ethics issues relating to law firm partnership agreement provisions.
  • Drafted law firm separation agreements for boutique law practices.
  • Represented lateral lawyers on ethical duties relating to law firm departures and other transition-related matters.
  • Counseled mid-size law firms on conflicts of interest, engagement letters and attorney advertising rules.
  • Advised start-up practices on ethics, professional responsibility and risk management protocols.
  • Counseled law firms on cutting edge law practice structures and arrangements, including virtual law offices using cloud technology to deliver on-line legal services.
  • Advised firms and lawyers on handling escrow accounts.
  • Conducted ethics audits for mid-size and boutique law firms to identify and address gaps in ethical compliance.
  • Developed law firm ethics manuals with key policies on confidentiality of client data, conflicts checking, e-mail and the Internet, computer security and social media.

 

Related Events

Related Publications

Overview

Lawyers, law firms and other professional service firms often face complex business, legal and ethical issues. In-house attorneys are also subject to strict ethical standards, while their responsibilities to their employers make the issues they confront even more challenging.

On corporate and commercial matters for law firms and other professional service firms, Moses & Singer advises on every aspect of partnership structures and strategic business issues including: mergers and acquisitions, financing, real estate matters, employment practices, taxation and third-party contractual relationships. 

Our lawyers have extensive experience in advising on legal ethics and risk management, conducting ethics audits for midsize and boutique law firms and developing risk management compliance manuals.  Furthermore, we act as general counsel and ethics counsel for numerous firms.

Having an in-depth understanding of firm economics and management allows Moses & Singer to provide practical and cost-effective solutions to lawyers and law firms. We are also experienced in representing other types of professional service firms, such as accounting and engineering firms, which, in many cases, face issues similar to those facing law firms. 

LAW FIRM BUSINESS MANAGEMENT PRACTICE:

Moses & Singer offers counsel to law firms and service providers on all business-related aspects of their professions: 

Corporate/M&A
We advise new and growing law firms in optimizing the formation and structure of their entity.  This includes:
- Formation of  PLLCs, LLPs, partnerships and joint ventures.  
- Mergers and acquisitions
- Withdrawals, separations, earnouts and dissolutions. 
- Negotiation of real estate leases
- Review of business forms, engagement agreements and special retainers

Labor and Employment
Moses & Singer offers comprehensive review of compensation and labor issues affecting the firm’s management and ongoing operation:
- Compensation arrangements or retirement benefits
- Discrimination or disability issues
- Review of employment contracts and severance arrangements
- Employment practices and liability issues as well as office policies and procedures.
 
Banking and Finance
The firm handles negotiation and documentation of credit lines and other financings and advises on insolvency issues. 

Trusts and Estates
Succession planning and asset protection for owners or partners of law firms comprises a focal point of Moses & Singer’s nationally renowned practice.  Our Trusts & Estates department handles these matters for client referrals as well.

 

 LAW FIRM ETHICS AND COMPLIANCE PRACTICE:

 The law firm ethics and compliance practice covers:
- Advice on compliance with rules of professional conduct
- Consultation on ethics issues relating to conflicts of interest resolution, confidentiality, privileged communications, advertising and solicitation, and professional licensing;
- Counsel on issues relating to risk management, loss prevention and professional liability
- Development of internal compliance programs and policies. 

SAMPLE QUESTIONS ON LEGAL ETHICS

Attorney Advertising

  • What constitutes "Advertisement" and "Solicitation" under the new attorney advertising rules and what, if any, exceptions apply?
  • Are law firm web sites affected by the new attorney advertising rules?
  • Can names of clients be included in law firm web sites?
  • Are requests for proposals (RFPs) subject to the solicitation rules?
  • Do the new advertising and solicitation rules affect firm brochures and newsletters sent to clients and prospective clients?
  • Do advertisements have to be labeled as such?
  • May a law firm web site include attorney rankings by Super Lawyers, Best Lawyers, Martindale, Chambers and such other publications?

Attorney Charging Liens

  • May a charging lien attach and be enforceable in matrimonial actions in New York?

CLE Rules

  • What aspects of the NYS CLE Rules should "experienced attorneys" (admitted more than 2 years) at law firms and in-house be most familiar with?
  • What are the accreditation requirements for law firms and legal departments to be CLE Providers?

Client Papers

  • What are client papers and to whom do they belong?
  • Does a law firm owe a duty to disclose attorney work product materials to its former client?

Conflicts of Interest

  • What information is needed for conflicts checking?
  • If an adverse party belongs to the corporate family of a client, is that party also a "client" for conflicts purposes?
  • How can a conflicts search database be kept current, accurate and reliable?

Ethical Screens

  • May a lawyer of counsel to a  law firm share certain client matters with the firm while independently representing his/her own clients?

Fee Sharing

  • May New York law firms share legal fees with out-of-state or international law firms?

In-House Counsel

  • Do New York's ethics rules apply to in-house counsel?

Joint Ventures

  • May a law firm enter into a joint venture with an existing client that it represents in other unrelated matters?

Lateral Attorney Intake

  • What due diligence should be conducted before hiring a lateral attorney?

Legal Opinions

  • What risk management practices should a law firm have for issuing third-party legal opinions on behalf of its clients?

Letters of Engagement

  • Where a corporate representation antedates the requirement of a letter of engagement, is such a letter required to begin representing the client’s parent corporation?
  • Does a letter of engagement for banking matters cover a later engagement for litigation matters?
  • Are there any exceptions to the rules requiring letters of engagement?
  • What are the consequences of not having a letter of engagement?
  • If a law firm represents in transactional matters a client individually and an LLC of which he/she is the principal member, but does not represent the other LLC members, how can the firm protect against conflict issues?

Lobbying

  • May a lawyer lobby with a client for a bill in Congress?

Multi-Jurisdictional Practice

  • Can a law firm collect fees for legal services performed by one of its lawyers in a state where that lawyer is licensed and where the client is located without the law firm having an office in that state?
  • Is it the unauthorized practice of law for a law firm to issue a legal opinion on the law of a state where the law firm has neither offices nor lawyers admitted to practice?
  • If a law firm represents an out-of-state corporation that does not do business in its own state of incorporation, do the firm's attorneys have to satisfy attorney registration requirements in the state of incorporation?

Negotiation Ethics

  • When is it permissible to communicate with adverse clients, directly or indirectly?
  • What exposure does counsel have for participating in the negotiation and execution of contracts containing express or implied misrepresentations?

New Client Intake

  • What due diligence should be conducted before taking on a new client?

Partnerships

  • Is it ethical for a lawyer in a law firm to be a "Partner" in title only?
  • Does an ousted law firm partner have standing to assert a discrimination claim against his/her ex-law firm?

Retainer Payments

  • If a law firm is unable to locate a client whose retainer balance it is holding after the representation has ended, what should it do?

Vendor Contracts

  • What risk management practices should a law firm acting as a customer adopt when entering into third-party vendor contracts?

For more information please contact us.

Prior results do not guarantee a similar outcome.

Representative Matters

Business Management and Corporate Representation 

  • Represented major New York City based law firm in restructuring its Shareholders Agreement and other governing documents.
  • Represented major New York City based law firm in connection with $25 million credit facility.
  • Successfully negotiated agreement under which senior partner of a law firm transitioned to semi-retirement.
  • Negotiated settlement with legal malpractice insurance carrier over claim payment.
  • Advised law firm in connection with multi-year office lease.
  • Advised law firm in connection with separation of a practice group.

 Legal Ethics and General Counsel Representation

  • Acted as outside ethics compliance counsel for New York and multi-state firms opening New York offices.
  • Acted as outside ethics counsel on legal ethics and professional responsibility matters for New York law firms.
  • Advised firms and lawyers on ethics matters arising from law firm mergers, buy-outs, break-ups and partner disputes.
  • Advised in-house lawyers of a company regarding ethics issues in contract negotations.
  • Counseled lawyers on professional discipline charges and investigations.
  • Counseled firms on ethics matters relating to proposed business ventures.
  • Conducted inspection of firm websites and marketing materials for compliance with attorney advertising rules.
  • Counseled a mid-size law firm on unique ethics issues relating to law firm partnership agreement provisions.
  • Drafted law firm separation agreements for boutique law practices.
  • Represented lateral lawyers on ethical duties relating to law firm departures and other transition-related matters.
  • Counseled mid-size law firms on conflicts of interest, engagement letters and attorney advertising rules.
  • Advised start-up practices on ethics, professional responsibility and risk management protocols.
  • Counseled law firms on cutting edge law practice structures and arrangements, including virtual law offices using cloud technology to deliver on-line legal services.
  • Advised firms and lawyers on handling escrow accounts.
  • Conducted ethics audits for mid-size and boutique law firms to identify and address gaps in ethical compliance.
  • Developed law firm ethics manuals with key policies on confidentiality of client data, conflicts checking, e-mail and the Internet, computer security and social media.

 

Related Events
Related Publications

 

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