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2000 Formal Ethics Opinion 9

January 18, 2001

Combining an Accounting Practice and a Law Practice

  Opinion explores the situations in which a lawyer who is also a CPA may provide legal services and accounting services from the same office.

  Introduction:

  This opinion does not constitute authorization for the operation of a multi-disciplinary partnership or professional association in which legal fees might be shared with a non-lawyer or legal services might be provided by an employee of a corporation or a non-lawyer proprietor.

  Inquiry #1:

  Attorney is a certified public accountant. He would like to open an office from which he will offer both legal services and accounting services. May he do so and, if he may, may he offer the services through one business entity?

  Opinion #1:

  Attorney may offer both accounting services and legal services from the same office and he may operate as one business provided he complies with the regulations of the State Board of Certified Public Accountant Examiners (G.S. Chapter 93) and with the North Carolina Revised Rules of Professional Conduct. See  RPC 238 and RPC 201.

  Inquiry #2:

  May the signage for Attorney's office and his letterhead indicate that both accounting and legal services are provided through Attorney's business? May both services have the same telephone number?

  Opinion #2:

  Yes. See, e.g ., RPC 201.

  Inquiry #3:

  May Attorney offer legal services to his accounting clients and vice versa?

  Opinion #3:

  Yes, provided Attorney fully discloses his self-interest in making a referral to himself and the referral is in the best interest of the client. See  Rule 1.7(b).

  Inquiry #4:

  May advertisements for Attorney's services (including yellow page listings and business cards) indicate that Attorney offers both legal and accounting services?

  Opinion #4:

  Yes, subject to any requirements of the State Board of Certified Public Accountant Examiners. Rule 7.1.

  Inquiry #5:

  Attorney may decide to join an existing accounting practice as a CPA. If so, may Attorney operate a separate legal practice within his office in the accounting firm?

  Opinion #5:

  Yes, this arrangement is not distinct from the arrangement allowed in RPC 201 in which a lawyer/real estate agent operated a separate law practice within the offices of a real estate brokerage. Nevertheless, such an arrangement presents serious obstacles to the fulfillment of a lawyer's professional responsibility. Preserving the confidentiality of client information and records is virtually impossible in such a setting. Client information must be isolated and concealed from all of the employees of the CPA firm. See  Rule 1.6. In addition, Attorney must avoid conflicts of interest between the interests of his legal clients and the interests of the clients of the CPA firm. See  Rules 1.7 and 1.9. There may be no sharing of legal fees with the CPA firm in violation of Rule 5.4(a) which prohibits a lawyer from sharing legal fees with a non-lawyer. Finally, Attorney must maintain a separate trust account for the funds of his law clients pursuant to Rule 1.15 et seq .

  Inquiry #6:

  Under the facts in inquiry #5, may Attorney offer legal services to his accounting clients and vice versa?

  Opinion #6:

  Yes, if there is full disclosure of the lawyer's self-interest in making the referral and Attorney reasonably believes that he is exercising independent professional judgment on behalf of his legal clients in making such a referral. However, direct solicitation of legal clients is prohibited under Rule 7.3 although it may be permitted by the regulations for certified public accountants. Rule 7.3(a) does permit a lawyer to engage in in-person or telephone solicitation of professional employment if the lawyer has a "prior professional relationship" with a prospective client. If a prior professional relationship was established with a client of the accounting firm, Attorney may call or visit that person to solicit legal business.

  Inquiry #7:

  May Attorney share a telephone number with accounting firm?

  Opinion #7:

  Yes, if the confidences of legal clients can be preserved and clients are not confused about the relationship of Attorney's law practice to the accounting firm. See  RPC 201.

  Inquiry #8:
May advertisements for Attorney's law practice (including yellow page listings and business cards) indicate that Attorney also offers accounting services? May advertisements for the CPA firm or under the accounting heading of the yellow pages indicate that Attorney is also a lawyer and offers legal services?

  Opinion #8:

  Advertisements may not imply that legal services are offered by the accounting firm in violation of the statutes prohibiting the unauthorized practice of law and Rule 5.5 which prohibits a lawyer from assisting in the unauthorized practice of law. See  G.S. 84-4 and 84-5. Nevertheless, advertisements for Attorney's law practice may include truthful information regarding Attorney's CPA license. Attorney's business cards may truthfully state that he is a lawyer and a CPA. See  Rule 7.1. No opinion is expressed on the separate requirements of the State Board of Certified Public Accountant Examiners.


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