O’Rielly & Roche’s Law Firm Partner Departure Law practice is unique among California firms. We provide advice and counsel for law firms, groups of lawyers, and law-related businesses on all aspects of attorney transitions and separations, including voluntary departures, dissolutions and mergers, retirement, resignations, ejectments, impairment-related departures, discipline-related events, partner disability, and death. The Firm also publishes the California Partner Departure Law blog, an industry-leading blog dedicated to reporting on recent developments and providing analysis on topics related to law firm transitions and separations.
Counsel for Law Firms Handling Attorney Transitions
Law Firms are impacted by partner and group departures in a variety of ways and for a variety of reasons. While we commonly think of partner departures as voluntary events, partners are often also asked to leave law firms, or may be required to do so. In addition to voluntary dissociations, departures due to ejectments, requested resignations, impairment, dissolutions and mergers, retirement, disability and death, all must be properly managed by the firm. We help our law firm clients plan for and understand how to properly implement and effectively handle each of these unique situations.
Our Partner Departure Law practice is designed to provide comprehensive, practical counsel for law firms seeking a preventive and planned risk management approach, as well as for those looking for counsel when immediate attention is required.
Planning for Departures and Other Types of Dissociations
California’s legal ethics rules require law firms to have policies and procedures in place for properly handling attorney transition events like partner or group withdrawals or ejections. We work with law firms to design policies and procedures to implement and manage departures, focusing on regulatory and ethical compliance, protecting client and firm relationships and firm property, mitigating damage to the firm and its brand, and handling the logistics of the transition as smoothly and efficiently as possible.
When a law firm must initiate a partner dissociation, or expel a partner, it must do so with great care and in compliance with ethical, legal and contractual obligations. Our team has deep experience assisting law firms in effectively navigating these decisions in order to protect clients’ interests and the firm’s interests.
We also develop and draft partnership agreements and provisions contemplating and covering all types of partner dissociations. We work with law firms to construct provisions to maximize the law firm’s ability to legally and ethically protect the firm from damages related to partner departures, whether voluntary or not, and counsel law firms on how best to enforce partner contractual obligations. We also have significant experience in negotiating and drafting separation agreements, purchase agreements, confidentiality agreements, indemnity agreements, and other departure-related contractual provisions and agreements.
Responding to a Partner or Group Departure
Our highly experienced team has a deep understanding of the variety of issues law firms face in the wake of departures and transitions. We understand which issues to focus on and how to analyze the issues correctly. We consistently counsel law firms on how to protect clients and their interests — from ethical considerations to departure logistics, to anticipating, interpreting and resolving partnership obligations — to ensure a successful resolution for the firm.
We provide our clients with in-depth analysis on each issue, approaching these important legal and ethical considerations systematically. This gives the firm confidence to act and frees the firm to focus on its successful and demanding law practice, so the firm’s interests are protected when an attorney or group departs, or when a partner is asked to, or required to, transition out of the firm.
We advise law firms on all legal aspects of a potential partner or group departure, including the legal and ethical obligations of departing partners to the firm, as well as to clients. This often includes analyzing existing partnership or shareholder provisions and advising on critical components such as the scope and enforceability of non-solicitation clauses, non-compete clauses, liquidated damages provisions, and defense and indemnity provisions. We also analyze the scope of the partner’s potential liabilities to the firm in the event of a departure, how partnership shares will be valued and repurchased, and how other compensation will be distributed. This includes examining the partner’s fiduciary duties to the firm and to current clients at the early stages, when a partner departure is imminent.
Once a partner or group of attorneys gives notice of a departure, it is important for the firm to handle this transition carefully and properly in order to enforce fiduciary and ethical obligations, to minimize risk, to enforce potential liabilities, and to protect, and avoid alienating, existing and potential clients. We advise firms on each aspect of the legal and ethical issues once a partner or group gives notice, until after they depart. This includes enforcing notice requirements to the law firm when it makes sense to do so, managing the announcement to existing and potential clients, handling client files and partnership property, and enforcing obligations under the partnership agreement or other rules.
Once a partner or group has left the firm, it benefits both the partner and the firm to resolve all legal and contractual aspects of their relationship as soon as possible. When necessary, our attorneys have broad experience negotiating separation agreements on behalf of partners to effectively resolve outstanding partnership issues, including potential liabilities to the partnership, compensation and distributions offsets, and other potential conflicts arising from or related to the partnership agreement.
Acquiring New Lateral Partners or Groups
Our experienced team also counsels and advises law firms and law-related businesses that are considering acquiring lateral additions to their firm or business. A law firm has numerous ethical and legal obligations to consider when considering or embarking upon a new relationship with a lateral partner, or group of lawyers and related potential clients and business contacts. These include knowing how to obtain client-specific, financial and practice information in a way that complies with relevant ethics rules, permits critical vetting, best protects the firm and maximizes the firm’s ability to properly evaluate potential hires and practice groups.
Counsel for Partners, Shareholders or Groups Departing a Law Firm
For partners or groups leaving a firm, we provide a comprehensive solution for partners departing a partnership – from pre-departure considerations, to departure logistics, to anticipating and resolving partnership obligations and getting paid – to ensure a successful transition to a new law firm. We also have significant experience providing advice and counsel to groups who leave their law firm to start up a new law firm with new partners.
From the very first day that you consider departing your law firm, you need counsel. You have fiduciary obligations to the partnership, ethical obligations to your clients, and expectations from your new firm. And departing a partnership often has a significant emotional component. To navigate all of these interests skillfully, and to successfully transition your practice to a new partnership, you need a comprehensive plan with experienced counsel guiding you at each step. That is where we come in.