Written by attorneys · grounded in primary & secondary sources — see below
A designation for a lawyer who maintains a regular and continuing relationship with a law firm without serving as a partner or associate. The arrangement allows the lawyer to assist the firm on matters while remaining independent for conflicts and compensation purposes.
Sources & Authorities
How it applies
Common Examples
3
Of Counsel Fee Arrangement
Partner Lee hired retired judge Maria Soto as of counsel to the firm. Soto reviewed select commercial cases and received a percentage of fees without becoming a partner. The arrangement preserved Soto's independence for conflicts checks.
Of Counsel Conflicts Check
The firm brought in of counsel attorney Paul Rivera for a regulatory matter. Rivera maintained a separate solo practice and was treated as independent for conflicts purposes. This status allowed the firm to accept the matter without imputing Rivera's other clients.
Of Counsel Compensation Terms
Of counsel lawyer Nora Klein negotiated a flat monthly retainer with the firm. Klein handled overflow appeals but set her own schedule and billed separately for non-firm work. The terms confirmed her non-partner, non-associate status.
Put it into practice
Test Yourself
10
Practice Questions5
· 26 primary sources
Select any source to read its text and confirm it supports the definition.
Cases
Statutes
Federal Rules
Uniform Acts
Restatements
Casebooks
Hornbooks
Dictionaries
Common questions
Frequently Asked
3
Does an of counsel lawyer count as counsel for Sixth Amendment purposes?+
An of counsel designation describes a lawyer's relationship to a firm and does not itself determine whether the lawyer satisfies constitutional assistance-of-counsel requirements. That question turns on whether the lawyer is actually providing representation at a critical stage.
Supporting sources
When must an of counsel lawyer be present during identification procedures?+
The of counsel designation does not create any special presence requirement at identification procedures. Presence obligations are governed by separate Sixth Amendment doctrine that treats photo arrays as non-critical stages.
May an of counsel lawyer refuse to present perjured testimony?+
An of counsel lawyer, like any lawyer, may refuse to present perjured testimony, attempt to dissuade the client, and disclose the perjury when required by ethics rules without violating duties owed to the client.
Business Associations Agency and PartnershipSpecial rules concerning limited partnerships · Disclosure requirementsUBEIntermediate