Law firm

A law firm is a business entity formed by one or more lawyers to engage in the practice of law. The primary service rendered by a law firm is to advise clients about their legal rights and responsibilities, and to represent clients in civil or criminal cases, business transactions, and other matters in which legal advice and other assistance are sought.

Arrangements

Law firms are organized in a variety of ways, depending on the jurisdiction in which the firm practices. Common arrangements include:

Sole proprietorship, in which the attorney is the law firm and is responsible for all profit, loss and liability;
General partnership, in which all the attorneys who are members of the firm share ownership, profits and liabilities;
Professional corporations, which issue stock to the attorneys in a fashion similar to that of a business corporation;
Limited liability company, in which the attorney-owners are called "members" but are not directly liable to third party creditors of the law firm ;
Professional association, which operates similarly to a professional corporation or a limited liability company;
Limited liability partnership, in which the attorney-owners are partners with one another, but no partner is liable to any creditor of the law firm nor is any partner liable for any negligence on the part of any other partner. The LLP is taxed as a partnership while enjoying the liability protection of a corporation.
Restrictions on ownership interests

In many countries, including the United States, there is a rule that only lawyers may have an ownership interest in, or be managers of, a law firm. Thus, law firms cannot quickly raise capital through initial public offerings on the stock market, like most corporations. They must either raise capital through additional capital contributions from existing or additional equity partners, or must take on debt, usually in the form of a line of credit secured by their accounts receivable.
In the United States this complete bar to nonlawyer ownership has been codified by the American Bar Association as paragraph of Rule 5.4 of the Model Rules of Professional Conduct and has been adopted in one form or another in all U.S. jurisdictions, except the District of Columbia and Arizona. However, D.C.'s rule is narrowly tailored to allow equity ownership only by those nonlawyer partners who actively assist the firm's lawyers in providing legal services, and does not allow for the sale of ownership shares to mere passive nonlawyer investors. The U.K. had a similar rule barring nonlawyer ownership, but under reforms implemented by the Legal Services Act of 2007 law firms have been able to take on a limited number of non-lawyer partners and lawyers have been allowed to enter into a wide variety of business relationships with non-lawyers and non-lawyer owned businesses. This has allowed, for example, grocery stores, banks and community organizations to hire lawyers to provide in-store and online basic legal services to customers.
The rule is controversial. It is justified by many in the legal profession, notably the American Bar Association which rejected a proposal to change the rule in its Ethics 20/20 reforms, as necessary to prevent conflicts of interest. In the adversarial system of justice, a lawyer has a duty to be a zealous and loyal advocate on behalf of the client, and also has a duty to not bill the client excessively. Also, as an officer of the court, a lawyer has a duty to be honest and to not file frivolous cases or raise frivolous defenses. Many in the legal profession believe that a lawyer working as a shareholder-employee of a publicly traded law firm might be tempted to evaluate decisions in terms of their effect on the stock price and the shareholders, which would directly conflict with the lawyer's duties to the client and to the courts. Critics of the rule, however, believe that it is an inappropriate way of protecting clients' interests and that it severely limits the potential for the innovation of less costly and higher quality legal services that could benefit both ordinary consumers and businesses.
In 2020, Arizona became the first state to authorize "alternative business structures" or "ABS" with nonlawyer owners. While not the first ABS authorized by the Arizona Supreme Court, KPMG was the first of the Big Four accounting firms to receive authorization as an ABS to deliver legal services in Arizona, but under the condition that it cannot provide legal services to clients for whom KPMG or its member firms were already providing audits or attestations.

Multinational law firms

Law firms operating in multiple countries often have complex structures involving multiple partnerships, particularly in jurisdictions such as Hong Kong and Japan which restrict partnerships between local and foreign lawyers. One structure largely unique to large multinational law firms is the Swiss Verein, pioneered by Baker McKenzie in 2004, in which multiple national or regional partnerships form an association in which they share branding, administrative functions and various operating costs, but maintain separate revenue pools and often separate partner compensation structures. Other multinational law firms operate as single worldwide partnerships, such as British or American limited liability partnerships, in which partners also participate in local operating entities in various countries as required by local regulations.

Financial indicators

Three financial statistics are typically used to measure and rank law firms' performance:

Profits per equity partner : Net operating income divided by number of equity partners. High PPP is often correlated with prestige of a firm and its attractiveness to potential equity partners. However, the indicator is prone to manipulation by re-classifying less profitable partners as non-equity partners.
Revenue per lawyer : Gross revenue divided by number of lawyers. This statistic shows the revenue-generating ability of the firm's lawyers in general, but does not factor in the firm's expenses such as associate compensation and office overhead.
Average compensation of partners : Total amount paid to equity and nonequity partners divided by the total number of equity and nonequity partners. This results in a more inclusive statistic than PPP, but remains prone to manipulation by changing expense policies and re-classifying less profitable partners as associates.
Structure and promotion

Partnership

Law firms are typically organized around partners, who are joint owners and business directors of the legal operation; associates, who are employees of the firm with the prospect of becoming partners; and a variety of staff employees, providing paralegal, clerical, and other support services. An associate may have to wait as long as 11 years before the decision is made as to whether the associate is made a partner. Many law firms have an "up or out policy", integral to the Cravath System, which had been pioneered during the early 20th century by partner Paul Cravath of Cravath, Swaine & Moore, and became widely adopted by, particularly, white-shoe firms; associates who do not make partner are required to resign, and may join another firm, become a solo practitioner, work in-house for a corporate legal department, or change professions. Burnout rates are notably high in the profession.
Making partner is very prestigious at large or mid-sized firms, due to the competition that results from higher associate-to-partner ratios. Such firms may take out advertisements in professional publications to announce who has made partner. Traditionally, partners shared directly in the profits of the firm, after paying salaried employees, the landlord, and the usual costs of furniture, office supplies, and books for the law library. Partners in a limited liability partnership can largely operate autonomously with regard to cultivating new business and servicing existing clients within their book of business.
Partner compensation methods vary greatly among law firms. At major United States law firms, the "compensation spread" among firms disclosing information ranges from 3:1 to 24:1. Higher spreads are intended to promote individual performance, while lower spreads are intended to promote teamwork and collegiality.
Many large law firms have moved to a two-tiered partnership model, with equity and non-equity partners. Equity partners are considered to have ownership stakes in the firm, and share in the profits of the firm. Non-equity partners are generally paid a fixed salary, and they are often granted certain limited voting rights with respect to firm operations.
The oldest continuing partnership in the United States is that of Cadwalader, Wickersham & Taft, founded in 1792 in New York City. The oldest law firm in continuous practice in the United States is Rawle & Henderson, founded in 1783 in Philadelphia.

Termination of one's partnership

It is rare for a partner to be forced out by fellow partners, although that can happen if the partner commits a crime or malpractice, experiences disruptive mental illness, or is not contributing to the firm's overall profitability. However, some large firms have written into their partnership agreement a forced retirement age for partners, which can be anywhere from age 65 on up. In contrast, most corporate executives are at much higher risk of being fired, even when the underlying cause is not directly their fault, such as a drop in the company's stock price. Worldwide, partner retirement ages can be difficult to estimate and often vary widely, particularly because in many countries it is illegal to mandate a retirement age.

"Of counsel" role

In the United States, Canada and Japan, many large and midsize firms have attorneys with the job title of "counsel", "special counsel" or "of counsel". As the Supreme Court of California has noted, the title has acquired several related but distinct definitions which do not easily fit into the traditional partner-associate structure. These attorneys are people who work for the firm, like associates, although some firms have an independent contractor relationship with their counsel. But unlike associates, and more like partners, they generally have their own clients, manage their own cases, and supervise associates. These relationships are structured to allow more senior attorneys to share in the resources and "brand name" of the firm without being a part of management or profit sharing decisions. The title is often seen among former associates who do not make partner, or who are laterally recruited to other firms, or who work as in-house counsel and then return to the big firm environment. At some firms, the title "of counsel" is given to retired partners who maintain ties to the firm. Sometimes "of counsel" refers to senior or experienced attorneys, such as foreign legal consultants, with specialized experience in particular aspects of law and practice. They are hired as independent contractors by large firms as a special arrangement, which may lead to profitable results for the partnership. In certain situations "of counsel" could be considered to be a transitional status in the firm.