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The Ethics of What NOT To Do as a Business Lawyer

ISBA Members: Use your 15 hours of Free CLE credits to order this program –
just use the green button next to the “Add to Cart” button below!

Presented by the ISBA Business and Securities Law Section

2.0 hours MCLE credit, including 2.0 hours Professional Responsibility MCLE credit in the following category: Professionalism, Civility, Legal Ethics, or Sexual Harassment Prevention

Original Program Date: Tuesday, May 21, 2024
Accreditation Expiration Date: ­­­­­­­­­­­­­­­­­­­­­­­­­June 6, 2026 (You must certify completion and save your certificate before this date to get MCLE credit)

Don’t miss this online program that is designed to give new business attorneys a better understanding of the key recurring issues to be aware of, as well as inform more experienced business attorneys of the novel and complex ethical issues that may arise in their practice. Business advice lawyers, civil practice attorneys, and corporate law counsel who attend this seminar will better understand:
  • The ethical issues in determining the identity of the client in the corporate context;
  • The conflicts of interest to be aware of, especially during dual representation;
  • The nationwide concerns with competence and the unauthorized practice of law;
  • Confidentiality issues and duties to third parties in a transaction;
  • The professional conduct concerns when offering legal counsel outside the scope of your expertise;
  • Knowing when your client communication is privileged (and when it is not); and
  • Much more.

Program Coordinator:
Jay Schleppenbach , Dechert LLP, Chicago

Program Moderator:
Colin Clark, Sandberg Phoenix, Edwardsville

Program Chat Moderator:
Candice L. Kline, Saul Ewing LLP, Chicago

Welcome and Introductions
Colin Clark, Sandberg Phoenix, Edwardsville

Don’t Try to Represent Everyone: The Identity of the Client and Conflicts of Interest in the Corporate Setting
Business attorneys may find themselves dealing with a variety of individuals and legal entities throughout the course of a single transaction or legal issue. It is important to determine and document who the client is and make sure to avoid conflicts of interest. This segment examines scenarios to be aware of in which executives may ask for individual representation, side projects, or legal services in exchange for business equity. Topics include Illinois Rule of Professional Conduct 1.13 (the organization as client), Rule 1.7 (conflicts of interest in dual representation), and Rule 1.18 (prospective client). Examples of disciplinary action where attorneys have run afoul of these rules are included throughout the discussion.
Nikhil A. Mehta, Saul Ewing LLP, Chicago

Don’t Take on Tasks Beyond Your Expertise or The Scope of Your License
Because so many companies do business nationwide, they often come to their attorneys with a wide range of legal problems. Lawyers may be tempted to work through their client’s legal issues, even when those issues are not within their area of expertise or geographic experience. This presentation explores a number of hypothetical scenarios to be aware of and offers examples of disciplinary actions that have resulted from these types of situations. Topics include: Rule 1.1 (competence), Rule 5.5 (the unauthorized practice of law), and Rule 2.1 (the scope of advice).
Chad J. Richter, Mathis Marifian & Richter Ltd., Edwardsville

Don’t Reveal or Use Client Confidences
The Illinois Rule of Professional Conduct 1.6 state that lawyers may not “reveal information relating to the representation of a client” except under certain circumstances. There are also laws (such as those against insider trading) that prohibit the use of client confidences. But Illinois Rule of Professional Conduct 4.1 does provide that lawyers have some limited duties towards third parties. Join us for this comprehensive look at how to handle a myriad of issues regarding client confidences, including cooperating with government investigation into client crimes or fraud, clients requesting “the same deal” as a prior client got, mistakes made by the other side in a transaction, and aiding and abetting breach of fiduciary duty. Examples of real-life cases that resulted in disciplinary action are also included.
Christopher C. Kendall, The Law Office of Christopher C. Kendall, P.C., Chicago

Don’t Assume All Your Client Communications Are Privileged
Business attorneys often wear multiple hats by providing both legal and business advice to their clients. Jurisdictions are split over whether and when “dual-purpose” communications can be covered by the privilege. The Second, Fifth, Sixth, and Ninth Circuits state that communications are privileged only if legal advice is “the” primary purpose. The D.C. Circuit applies privilege if legal advice is “a” primary purpose. Yet the Seventh Circuit views it differently altogether. This segment explores the various issues to be aware of, including why separating business and legal advice as much as possible is paramount. A discussion on the importance of developing clear document retention policies for both business and legal communication is also included.
Jay Schleppenbach, Dechert LLP, Chicago

Final Remarks/Questions
Colin Clark
, Sandberg Phoenix, Edwardsville

Program Information

  • Please Note: You must attend the entire program in order to earn MCLE credit for this seminar.
  • ISBA sponsoring section members get a $10 registration discount (which is automatically calculated in your cart when you log in to register).
  • Fees:
    • ISBA Member Price of $70 is displayed below when you login and program is eligible for Free CLE member benefit.
    • Non-Member Price $140
    • New Attorney Member (within the first five years of practice) - $25
    • Law Students – Free