Have Questions? Contact Us.
Since its inception, NYCLA has been at the forefront of most legal debates in the country. We have provided legal education for more than 40 years.
The inquirer states:
“I intend to engage in business as a Business Manager for Lyricists, Composers, Singers, Announcers, and other talented individuals, advising them as to their careers; protecting their rights; and helping them attain success in their respective fields. The fee for such services will often be a percentage of the client’s income.”
He then asks the following nine detailed questions concerning the conduct of his business as a business manager and the related practice of the law:
“l. Can I engage in business as a Business Manager, in addition to conducting the practice of the law?
“2. May I conduct the practice of the law and discharge my duties as a Business Manager from the same office?
“3. Can any of the following legends appear on the entrance to the. office?
AB, Attorney at Law
AB, Business Manager
AB, Attorney at Law
AB, Attorney at Law
A.B.C. Management Corp. (or Company)
“4. As a Business Manager, I will probably be called upon to advise my clients as to their legal rights; to examine and prepare contracts; to prosecute and defend against actions on their behalf, all of the above arising out of their activities as a performer or artist.
“A. May I properly perform the above gratuitously, as part of my duties as a Business Manager, or should I function as a lawyer when protecting my client’s rights, as aforementioned, and charge him a separate fee each time I render professional services?
“B. If separate fee is advised, may I waive the fee, as I see fit?
“5. Due to the Business Manager-client relationship I may be called upon to protect my client’s rights arising out of situations outside of his activities as an artist or talent, such as representing him at a real estate closing. May I, as a lawyer, properly represent him, and charge him accordingly for professional services rendered? It I wish, may I waive my fee?
“6. In my position as a Business Manager, may I correspond with others on my Attorney at Law stationery, regarding:
“A. My clients? For example, discussing his abilities with a theatrical producer?
“B. Inquiring about advertising rates?
“7. As a Business Manager, may I issue checks which have Attorney at Law printed on them?
“8. When requested by someone, may I give him my Attorney at Law card, mentioning that I am also a Business Manager?
“9. As a Business Manager, may I Solicit new clients, by advertising in the various media?”
PROPOSED ANSWER TO QUESTION NO. 519
The general principles of a lawyer’s right to engage in an independent business are discussed in Drinker’s Legal Ethics, pages 221-28, and have been the subject of numerous recent opinions by this Committee extending to a recent date (Opinions Nos. 114, 179, 295, 482, 497 and 498).
The general principle was stated in Opinion No. 179 of this Committee:
“…the Committee has expressed its opinion, to which it adheres, that there is not in this country any accepted standard of professional propriety which warrants condemnation of a lawyer for engaging in business while in active practice; but that if he does so he must conduct his business with due observance of the standards of conduct required of him as a lawyer; that the business must not be inconsistent with his duties as a member of the legal profession; and that it is improper either to make the business a means for the solicitation of professional employment, or to put the solicitation of business upon the ground that he is a lawyer.”
In Opinion No. 482 we stated that neither an attorney nor any of his partners or associates should act as attorney in any transaction in which he or his salesmen have acted as real estate brokers.
If the duties of the inquirer as a business manager require the performance of legal services, he should retain an independent lawyer. To perform legal services for persons whom he represents as a business manager would be using the independent business as a means of developing legal business. This is true whether there was a separate fee or whether the legal services were included in the agent’s percentage. They could not be considered as gratuitous in any case. On the other hand, a business manager-lawyer who does not advertise his services may properly represent a client in legal matters arising outside the area where he functions as business manager, and charge a fee for his services, but it would not be proper to waive the fee.
A lawyer who engages in business as a business manager need not abandon the practice of law, but he may advertise to solicit new clients as a business manager only if he performs no law business for such clients, and conducts his law practice from an address separate from the headquarters of his other business.
All the other questions propounded should be answered in the negative.
ORRIN G. JUDD
W. D. KEITH
November 22, 1963.