New York Codes, Rules and Regulations › Title 22 - JUDICIARY › Subtitle B - Courts › Chapter IV - Supreme Court › Subchapter E - All Departments › Part 1200 - Rules of Professional Conduct › Subpart - Client-Lawyer Relationship › Section 1200.1.17 - Sale of law practice

Current through Register Vol. 46, No. 28,
						July 10, 2024
(a) A lawyer retiring from a private
						practice of law; a law firm, one or more members of which are retiring from the
						private practice of law with the firm; or the personal representative of a
						deceased, disabled or missing lawyer, may sell a law practice, including
						goodwill, to one or more lawyers or law firms, who may purchase the practice.
						The seller and the buyer may agree on reasonable restrictions on the seller's
						private practice of law, notwithstanding any other provision of these Rules.
						Retirement shall include the cessation of the private practice of law in the
						geographic area, that is, the county and city and any county or city contiguous
						thereto, in which the practice to be sold has been conducted.
(b) Confidential information.
(1) With respect to each
						matter subject to the contemplated sale, the seller may provide prospective
						buyers with any information not protected as confidential information under
						Rule 1.6.
(2)
						Notwithstanding Rule 1.6, the seller may provide the prospective buyer with
						information as to individual clients:
(i) concerning the identity of the
						client, except as provided in paragraph (b)(6);
(ii) concerning the status and
						general nature of the matter;
(iii) available in public court files;
						and
(iv) concerning
						the financial terms of the client-lawyer relationship and the payment status of
						the client's account.
(3) Prior to making any disclosure of
						confidential information that may be permitted under paragraph (b)(2), the
						seller shall provide the prospective buyer with information regarding the
						matters involved in the proposed sale sufficient to enable the prospective
						buyer to determine whether any conflicts of interest exist. Where sufficient
						information cannot be disclosed without revealing client confidential
						information, the seller may make the disclosures necessary for the prospective
						buyer to determine whether any conflict of interest exists, subject to
						paragraph (b)(6). If the prospective buyer determines that conflicts of
						interest exist prior to reviewing the information, or determines during the
						course of review that a conflict of interest exists, the prospective buyer
						shall not review or continue to review the information unless the seller shall
						have obtained the consent of the client in accordance with Rule
						1.6(a)(1).
(4)
						Prospective buyers shall maintain the confidentiality of and shall not use any
						client information received in connection with the proposed sale in the same
						manner and to the same extent as if the prospective buyers represented the
						client.
(5) Absent
						the consent of the client after full disclosure, a seller shall not provide a
						prospective buyer with information if doing so would cause a violation of the
						attorney-client privilege.
(6) If the seller has reason to believe
						that the identity of the client or the fact of the representation itself
						constitutes confidential information in the circumstances, the seller may not
						provide such information to a prospective buyer without first advising the
						client of the identity of the prospective buyer and obtaining the client's
						consent to the proposed disclosure.