Naming a New Law Firm

Picking the name of your law firm is one of the first things you’ll have to do when starting a new firm. If you’re a solo practitioner, this is a somewhat easier task, since there is no discussion about whose name comes first. However, both solo practitioners and small firms need to consider state rules and ethical issues when naming the firm.

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The Ethics of Naming Your Firm

There are two of us in the law practice, so there was no question our law firm would include both of our last names. We also quickly decided that listing the names in alphabetical order sounded much better. So the big decision came when we had to decide what to include in our law firm name besides our actual surnames. Popular choices included things like: “& Associates,” “Law Group,” and “The Law Offices of.”

In our opinion, all of those choices toed the line of the Pennsylvania Rules of Professional Conduct. The PA rules are identical to the Model Rules on this issue, but there have not been any opinions from the Pennsylvania Disciplinary Board directly on point. There are cases from other jurisdictions, such as Minnesota, which hold that “[t]he use of the word “Associates” or the phrase “& Associates” in a law firm name, letterhead or other professional designation is false and misleading if the use conveys the impression the law firm has more attorneys practicing law in the firm than is actually the case.”

Our specific concerns were Rules 7.1 and 7.5. Rule 7.5(a) states:

A lawyer shall not use a firm name, letterhead or other professional designation that violates Rule 7.1. A trade name may be used by a lawyer in private practice if it does not imply a connection with a government agency or with a public or charitable legal services organization and is not otherwise in violation of Rule 7.1.

Since we didn’t plan on using a trade name, our concern became 7.1, which prohibits “false and misleading statements” about the lawyer or lawyer’s services. That ties in with Rule 7.5(d) which awkwardly states:

Lawyers may state or imply that they practice in a partnership or other organization only when that is the fact.

So, we can’t make any false or misleading statements, and we can’t state that we are in a “partnership or other organization” if we are not. In my mind, that eliminates anything that talks about multiple law offices or associates. We have neither at the moment. Similarly, a law group sounds like more than two people. To stay safe we are just using CamsonRigby, LLC as our name for business purposes. We plan on using “Attorneys at Law” for advertising purposes, just to make it clear that we are lawyers.

This is an interesting ethical issue that I see attorneys cross the line on regularly. If you start a firm and there are associates, then the associates leave, technically you should change the law firm name. But that’s a real hassle. I’ve spoken to Eric Cooperstein about this issue, and I agree with his thoughts:

The opinions on this issue are technically correct but they reflect the tendency of some courts and disciplinary agencies to over-regulate lawyers on advertising issues. I’m not aware of any actual instances in which consumers were misled by a law firm name. The use of “& Associates” is not likely any more misleading than law firm names that include dead or retired partners in their names. Sometimes law firms expand and contract. They should not have to worry about changing their firm name when the composition of the firm temporarily changes.

As new fish we wanted to err on the side of caution. So “Attorneys at Law” it is.

State Regulations on Entity Names

In Pennsylvania there can only be one corporation with the same name. This means that once you decide on the name, you have to make sure nobody has already taken it. Review the rules of incorporation for your state to see if there are similar restrictions. There may also be documents you need to file and fees you need to pay in order to create a fictitious name. Since we are using our last names, it is not a “fictitious name” and we didn’t have to worry about that extra cost.

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  • http://adamlillylaw.com/ Adam Lilly

    The fear of misleading people is why I go with “The Law Office [singular] of Adam Lilly”, and why I make it very plain on my website that I am a solo practitioner.

    By the way, being a new solo, I LOVE that you’re doing your new regular series. Lawyerist has lots of good stuff for running a firm, but there’s a different set of concerns when you’re just starting out.

    • Chris

      Adam, I’m graduating law school in 9 months. It’s my dream to start my own firm. What are some of the concerns you’re talking about with “just starting out”?

      • http://adamlillylaw.com/ Adam Lilly

        The administrative things that have nothing to do with practicing law, mostly. Things like business licenses, malpractice insurance, business cards, advertising, websites, office space, office furnishing, how to present yourself and your firm to the public, general vs. niche practice, instituting systems for files and clients, credit card processing, engagement agreements, which equipment to use, which resources you’ll use for research, who you’ll ask to make sure you’re not screwing up, getting clients in the door, not feeling terrified once they’re there (note: knowledge brings confidence), learning how to practice straight out of school, the list goes on. Some issues, like the taxes, I’m still working out now.

  • http://blog.simplejustice.us shg

    “The opinions on this issue are technically correct but they reflect the tendency of some courts and disciplinary agencies to over-regulate lawyers on advertising issues. I’m not aware of any actual instances in which consumers were misled by a law firm name.”

    So if Eric Cooperstein isn’t aware of a problem, lawyers can ignore court and discipline agency ethics decisions? Cool! Who knew?

    • http://ethicsmaven.com/ Eric Cooperstein

      I don’t know how you get from my quote to “lawyers can ignore court and discipline agency ethics decisions.” That clearly is not what I said. I only commented on the over-regulation of lawyers. If a lawyer chooses not to follow a law or regulation, he or she does so at his or her own risk.

  • http://www.wilsonduval.com Joe

    Digging the new series. I just partnered up with a former colleague from the firm days and we are going through the same stuff. Just decided on Wilson Duval and now getting ready to incorporate. Looking forward to reading your posts.

    • http://lawyerist.com/author/joshcamson/ Josh Camson

      Congratulations! What made you decide on the order of your names? Rock paper scissors? Duel? Coin toss?

      We just learned a lesson about incorporation: read the forms carefully. We had to send the forms back in a second time. They had no problem cashing our check though…

      • http://lawyerist.com/author/samglover/ Sam Glover

        Did you change your mind and decide to be a corporation, then? What was your mistake?

        • http://lawyerist.com/author/joshcamson/ Josh Camson

          We didn’t check the box indicating that we are a restricted professional corporation, although we wrote it in another spot on the same form. Essentially it asks the question twice and we didn’t see the little check box. Being a “restricted professional corporation” of any type means they charge you the fee I referenced below. We are still going with an LLC though.

          • http://lawyerist.com/author/samglover/ Sam Glover

            A limited-liability company is not a corporation, FYI. All corporations are companies, but not all companies are corporations.

      • http://www.wilsonduval.com Joe

        Thanks! I essentially decided the order – we left the old firm at different times and she was working at another firm when I started solo. I picked up the web domain for Wilson Duval and then recruited her :)

        As for incorporating, we believe that for tax purposes choosing a professional corporation was better than an LLP because there is some savings on the self-employment tax and medicare contributions. When you max out the social security then there is less difference.

        California charges $100 for a PC registration and then the State Bar charges $200

  • http://www.atlbankruptcyhelp.com Will Geer

    I also have chosen The Law Office of Will B. Geer as my solo name of choice. I have also taken the advice of a tax attorney to keep it a sole proprietorship in the beginning, as the tax advantages of an LLC or P.C. would likely be swallowed by the increased administrative costs. Sam would probably disagree. As a new solo, your new column has me intrigued. Keep it up.

    • http://adamlillylaw.com/ Adam Lilly

      I’m also a sole proprietorship for the time being. Having filed my taxes yesterday, I can already say I’m very happy with the decision at this point. I intend to probably keep it this way until I either have employees, or join up with someone to form a partnership – both of which are a ways off.

    • http://lawyerist.com/author/joshcamson/ Josh Camson

      From what I’ve read and the accountants I’ve spoken to you’re probably right. But since there are two of us, the LLC gives us a little bit more protection than just a plain partnership. Although PA really makes you pay for it. After your first year they charge you $460 per year, per member of the LLC. The fee only applies to doctors, lawyers, and possibly accountants. Ridiculous.

    • http://lawyerist.com/author/samglover/ Sam Glover

      I don’t disagree, actually. The only reason to form a company is for the liability protection, but other than client files—for which you cannot avoid liability—law firms don’t usually incur a lot of liability that can be shielded.

      That said, it’s not very expensive to form an LLC (corporations raise the accounting costs a bit more), and I think it makes you look more serious about what you are doing. Which is why I think it makes sense to adopt a firm name that doesn’t “sound small,” even if it is just you. For example, The Glover Law Firm sounds better to me than The Law Office of Sam Glover. That’s really just personal preference, though.

      • http://ethicsmaven.com/ Eric Cooperstein

        For lawyers, I don’t think you get much liability protection from an entity. Lawyers in most states are responsible for their own malpractice, landlord and other vendors will often make small firm lawyers sign personal guarantees, etc. There may be advantages to a corp over an LLC or a sole proprietorship for the tax treatment of various benefits, such as health insurance. Also, I agree with Sam that having an entity indicates a higher level of seriousness, perhaps sophistication, than may be conveyed by a sole proprietorship. In MN, the costs of starting an LLC are nominal and the annual fee after the first year is only $25.

        • http://www.lawschoolsuccesstips.blogspot.com ian

          Just a few points. For some, forming an LLC is very expensive. In NY,there is a publication requirement where you have to put notice of your entity in the newspaper and this can run $1500. This is why I decided on a professional corporation that was an S Corporation. Also, an S corporation and an LLC are pass through entities for tax purposes so they have the same income tax impact as if you were to be a sole prop. (was not sure if this came through as Adam mentioned that he filed a tax return as a solo and I understood that there was a perceived benefit. Also, the self employment tax benefit of an S corp. is very beneficial. (eg. make $150,000, give yourself a salary of $50K and as such you do not have to pay employment tax on the entire $150K). I believe in NY you can elect this treatment even if you form an LLC but I did not focus on this. Finally, I agree that from a malpractice perspective, these entities do not shield a lawyer against much. In NY, a professional corporation can not use the corporation status as a shield against malpractice so you have to get insurance. I suppose though that the limited liability status would still protect you against other potential liability. The name question is a really interesting one. I wanted to stay away from Law offices of..and actually did not want my name in the firm at all as I felt it implied a small operation (which of course it is). Still have to give this some thought.

          • http://brucegodfrey.com/ Bruce Godfrey

            Attorneys need to be VERY careful about being too aggressive with the S corporation/FICA minimization strategy, and consult carefully with a tax accountant or tax attorney. There has been some recent helpful case law on this point but I don’t have the cite. Over-aggressiveness in this area can cost you big time.

  • http://www.mainedisabilitylaw.com Inga Stevens

    Timely topic for me, Josh. I am making changes in my practice, which I am only now really making an effort to develop after a year of not doing much.

    I am moving to another office location (larger and free parking for me and y clients.) I am still debating about changing the name to “Maine Disability Law” from “Inga Stevens, Attorney at Law.” Maine allows trade names. I only do SSDI/SSI now, and plan to add LTD/ERISA claims. I’d be interested in hearing opinions about the possible name change

    I am also a sole proprietor, and at this point don’t plan to change that until I am at the point where I need to hire staff.

  • Dana Atchley

    In New York, may a lawyer ethically use just his (or her) first name, or a combination of his/her first and middle names, in the name of his/her firm or solo practice entity? For example, if my full name were Matthew James Carlson, could I practice under the name “Matthew James” or form a professional services entity (p.c. pllc) with the name Matthew James, PLLC?

    I’ve done a bit of research on the question and haven’t found anything; however, I am inclined to think the answer is “no” because the search function for the attorney directory on the NYS courts website requires that at least one letter of an attorney’s last name be included in the search query.

    Any thoughts or comments would be much appreciated.

    • Tsveta

      Hi Dana,

      I wonder if you found any answer to your question. I am planning to start as a sole proprietor, but my first name is very long and confusing. Can I name my firm “LAST NAME” Law Firm or do I have to include both, my first and last name?

      Thank you.

      Tsveta

  • Thomas

    This may sound like a dumb question but in NY at least, do you have to use your name as the company name, like First Name Last Name, LLC. Can you be creative and do something outside the box like “The Best Law Firm Ever, LLC” or “The Lawyer You Want To Know, LLC”.

    Comments?

  • T. Benisheikh

    I am a young lawyer, barely 2years in private legal practice in a big law firm. I am planning to partner up with younger colleague in a bigger city. We want to operate under a trade name. Any advice, suggestion as to suitable trade names is welcome & appreciated.