Informal Opinion Number: 960021

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.

Informal Opinions are ethics advisory opinions issued by the Office of Legal Ethics Counsel to members of the Bar about Rule 4 (Rules of Professional Conduct), Rule 5 (Complaints and Proceedings Thereon), and Rule 6 (Fees to Practice Law) pursuant to Missouri Supreme Court Rule 5.30(c). Written summaries of select Informal Opinions are published for informational purposes as determined by the Advisory Committee of the Supreme Court of Missouri pursuant to Rule 5.30(c). Informal opinion summaries are advisory in nature and are not binding. These opinions are published as an educational service and do not constitute legal advice.

To request an Informal Opinion, please visit: http://mo-legal-ethics.org/for lawyers/requesting-an-informal-advisory-opinion/.

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