Question of ethics archive

Important: The guidance below was written and issued before the introduction of the SRA Handbook on 6 October 2011, and may refer to regulatory material that is no longer in effect. Although it may still be relevant, this guidance has not been rewritten in light of the wide-ranging regulatory changes implemented on 6 October 2011. Accordingly, it has been archived.

December 2009

Converting to an LLP; client requirements

Q. We are intending to convert our partnership into an LLP. Do we need to obtain each client’s consent and submit a new client care letter?

You do not need to obtain your clients’ consent prior to commencing practice through the LLP, but you should notify all of your current clients of the change, either before or soon after the change (see rule 2, guidance note 20 of the Solicitors Code of Conduct 2007). You should also notify former clients for whom you continue to hold money.

From a conduct point of view, it is not necessary to send a new client care letter to each client, but you should confirm in your notification to the client that the costs and other client care information previously given continues to apply (you will need to satisfy yourself with regard to the legal implications, e.g. in respect of a CFA). However, where the change in position in respect of liability is likely to be an issue for a particular client, you should explain the implications to such clients.

Including solicitors' in name of a law firm which is a company or LLP

Q. We are in the process of setting up a company and once this has been registered at Companies house, we will be applying to the SRA for recognition as a recognised body. We would like to include the word solicitors' in the name of the practice, although not all of the managers will be solicitors. Is this permitted?

From a conduct point of view, there is no objection to solicitors' appearing in the name of your firm, provided that at least one of the managers is a solicitor at all times (see rule 7, guidance note 14).

However, the word solicitor' is specified in the Company, Limited Liability Partership and Business Names (Sensitive Words and Expressions) Regulations 2009 (2009/2615) and you will therefore be asked by Companies House to produce evidence of your right to use this term in the name of your company (or LLP). You should be able to do this by providing a certified copy of the practising certificate(s) of the solicitor director(s) (or member(s)), but you should check the current position with Companies House.

If the case of an existing practice intending to convert to a company or LLP or applying to change its name, your existing letterhead should be sufficient for the purposes of Companies House.

Obtaining copies of the rules

Q. I am aware that the Solicitors' Code of Conduct 2007 and the Solicitors Accounts Rules 1998 are available on your website, but various members of the firm would prefer to have their own hard copies. Are these available?

You can now create you own PDF version of any of the rules by clicking on the "Create PDF" link at the top of some pages or on the "Save as PDF" link at the bottom of every page on our website. Alternatively, you can buy the following books from the Law Society's bookshop:

  • the Solicitors' Code of Conduct 2007, updated to June 2009; and
  • the Solicitors' Accounts Manual (11th edition), incorporating the Solicitors' Accounts Rules 1998, updated to 31 March 2009.

There are obvious risks in relying on a hard copy of the rules. The Code online is automatically updated each time the rules or the guidance in the Code changes and you are therefore always advised to check the online version before relying on a rule or guidance note. There have been changes to the rules and/or guidance in rules 2, 9 and 11 since June 2009.

Relations with third parties

Q. A large, high street client has asked me to issue proceedings against a "shoplifter" for the costs of the stolen items, together with compensation for the loss and damage caused by the defendant's actions, often this includes the cost of security staff involved in the incident. Are there any rules of conduct I need to be aware of before I commence such an action?

Before taking any action for civil recovery of your client's costs you should consider whether the action being proposed is proportionate, having regard to the circumstances of the "offence" and of the proposed defendant. You will have a duty to act in your client's best interests (rule 1.04) but this should be looked at along with your further duties under rule 1.02 to "act with integrity", 1.06 "not to behave in a way that is likely to diminish the public trust in you or the profession" and rule 10.01 "you must not use your position to take unfair advantage of anyone for your own benefit or for another person’s benefit". Guidance note 2 to rule 10 states that "particular care should be taken when you are dealing with a person who does not have legal representation". In the scenario you outline, you need to find a balance between fulfilling your obligations to your client and not taking unfair advantage of another person.