Closing, Selling, Winding up a Practice


  1.  ABA Formal Opinion 92-369
    1. Attorney assuming responsibility of the files must
      1. Duty to Inspect Files:
        1. Review the files to determine which need immediate action, but may only access as much information as needed to make the determination AND
        2. Make reasonable efforts to contact ALL of clients of the deceased lawyer to notify them and request instructions in accordance with Rule 1.15
      2. Duty to Maintain Client Files and Property
        1. Reasonable efforts must be made to contact clients and request instructions on how to proceed with the file
        2. Unclaimed funds:
          1. Reasonable efforts to contact clients
          2. If unable to contact clients, the lawyer should maintain the fund in a trust
  2. Advisory Opinion 2019-6
    1. Ethical Obligation to Deliver a Former Client’s Files
  3. Advisory Opinion 2008-3
    1. Disposition of client funds in IOLTA account if the client identity or whereabouts are unknown


  1. Inventory and review files (ideally with 24-48 hours of death/disability)
  2. Notification:
    1. Successor should promptly contact each active client of the affected lawyer and notify them of the incapacity of the lawyer. Notification should include:
      1. Case status update and any pending deadlines or time limitations;
      2. Any accounting of any funds or property held in trust;
      3. The status of any outstanding fees owed by the client
      4. Request for specific instruction as to the deposition of the file:
        1. Directing to send to new lawyer
        2. Advising the client how to retrieve the file
        3. Asking the successor lawyer for assistance in obtaining new counsel
  3. Immediate Protective Action
    1. Authority granted in a successor agreement
    2. Form of limited scope representation undertaken by successor to safeguard the interests of the affected lawyer’s client
  4. IOLTA and Operating Accounts
    1. If a successor is named and granted authority, lawyer should make every reasonable effort to attempt to identify clients who have funds in the trust account and contact those clients to return any funds to which they are entitled.
    2. If funds remain after distribution or client is unreachable, the successor is required to transfer the remaining funds to the Ohio Dept. of Commerce, Division of Unclaimed Funds.



  1. Closing a Practice, by Gretchen K. Mote and Merisa K. Bowers (May 31, 2023)
  2. The Death of the Solo Practitioner: Now Whose Problem Is This, by Gary J. Leppla (June 17, 2021)



  1. Closing a Practice, Gretchen Mote (May 27, 2021)
  2. Closing a Law Practice, Gretchen K. Mote and Merisa K. Bowers (Feb. 02, 2023)ABA:
  3. Closing Your Law Practice: Ethical Considerations (Feb. 28, 2017)



  1. Rule 1.1
  2. Rule 1.3, comment 5
  3. Rule 1.4 (a)(2)
  4. Rule 1.6. Confidentiality
  5. Rule 1.9. Duties to Former Clients
  6. Rule 1.15. Safekeeping Funds and Property
    1. Covers keeping IOLTA records after closing a business
  7. Rule 1.16 (d)
  8. Rule 1.17. Selling a Law Practice
  9. Gov. Bar R. V, Section 22 (A)
  10. Gov. Bar R. V, Section 26(A)
  11. Model Rules for Lawyer Disciplinary Enforcement. Rule 28



  1. Plan Ahead for Closing a Law Practice, Lawyers Mutual (May 26, 2020)
  2. The Basic Steps to Ethically Closing a Law Practice, Illinois Attorney Registration, and Disciplinary Commission (Jan. 2017)
  3. New York State Bar Association Planning Ahead Guide, Third Edition (2023)



  1. Lawyer Illness/Disability
    1. Check State law on Rules of Civil Procedure for appointed lawyer’s duties
  2. Lawyer Death



Rules of Professional Conduct

  1. 1.16(a)(2)
  2. 1.1
  3. 1.3
  4. 1.4(a)(2)
  5. 1.15