In May 2014, the Professional Ethics Committee for the State Bar of Texas released an opinion that concluded: “Under the Texas Disciplinary Rules of Professional Conduct, a Texas law firm may not use ‘officer’ or ‘principal’ in the job titles for non-lawyer employees of the firm.” Id. At that time, the committee reasoned as follows:
- If a firm designates a nonlawyer as the “office manager,” “chief executive officer,” or “chief technology officer,” it suggests that the nonlawyer has the power to control the firm or a significant area of the firm’s operations. The Texas Rules prohibit a nonlawyer from having a controlling or ownership interest in a law firm.
- Furthermore, if the nonlawyer has no actual control over such operations, the designation is misleading. The Texas Rules prohibit a lawyer from making a “false or misleading” communication about the firm and from engaging in conduct that involves dishonesty or misrepresentation.
In September 2015, however, the committee wisely revised its opinion to permit such titles. See Op. No. 642 (Revised), The Professional Ethics Committee for the State Bar of Tx. (Sep. 2015). Said the committee:
In the opinion of the Committee, certain titles for non-lawyer employees of a law firm that include the terms “officer,” “principal,” or “director” are permissible under the Texas Disciplinary Rules because the titles could not reasonably be understood to indicate authority to exercise control over the law practice of firm lawyers. Thus, titles such as “Chief Financial Officer,” “Chief Information Officer,” “Chief Administrative Officer,” “Principal Technology Officer” and “Human Resources Director” indicate authority over specified aspects of a law firm’s business other than the firm’s law practice.
Of course. The original opinion was silly.
The use of such titles would likewise not run afoul of the Louisiana Rules of Professional Conduct. Those rules prohibit a nonlawyer from controlling a lawyer’s “professional judgment.” See id. Rule 5.4. Moreover, the Louisiana Rules require a lawyer to supervise the lawyer’s nonlawyer assistants. See id. Rule 5.3. If a Louisiana lawyer employs and reasonably supervises an “office manager,” a “chief technology officer,” or a “chief operating officer,” the lawyer does not violate the rules so long as the nonlawyer is not impairing the lawyer’s “professional” judgment in the handling of client matters. Moreover, a lawyer’s use of such job titles does not suggest, to me anyway, that a nonlawyer has control over the lawyer’s “professional judgment.” Such innocuous titles suggest only subordinate responsibility for administrative aspects of the lawyer’s business operations and are not “false or misleading.”
