4:280Attorney Conflict of Interest Letter
Dear ______and ______:
Over the past several years, my office has represented your business interests in various matters. I understand that each of you wants to organize a business into a LLC and that you want me to represent the each of you in that organization. Thank you for the confidence that you have expressed in me. I am pleased that you have asked me to undertake this task for you.
Before undertaking this legal task, I want to make sure that you understand that I will be representing the new LLC in this organization, not either of you personally or individually. I have worked with each of you over the years in the course of my dealings with your businesses.
Organizating your LLC is an important step. It is a step that can drastically change the legal relationship between the two of you. I believe that it is very important that each of you consult with your own personal lawyer to discuss how this organization of your business will effect you individually. Since I only represent the LLC, and not either of you individually, I cannot give you personal, individual advice because the rules that apply to attorneys place limits on my ability to represent you individually when I am representing the LLC.
You should also be aware that in the event a disagreement arises between either of you, or in the event a disagreement arises between either or you and the new LLC, I represent the LLC, not either one of you individually. In the event that such a dispute arises, each of you will need to obtain your own individual attorney to advise you personally of your rights and responsibilities in connection with that dispute.
As a general rule, confidences placed in lawyers by their clients are kept in the highest of confidences. Once again, my client is and will be your LLC, in its present form and soon in its LLC form. I do not represent either of you individually. If either of you want independent advice, or if either of you want to discuss matters in complete privacy, you should contact your own personal attorney.
Please discuss the matters contained in this letter with your individual attorneys and let me know whether you wish me to go forward in representing the two of you in the formation of your LLC. Obviously, the matters discussed in this letter are of a technical and legal nature. I strongly recommend that you consult with an independent attorney to help you understand this letter and to help you decide whether you wish me to go forward with the organization process. It is up to you, however, whether or not you actually consult with your own personal attorney.
If you have any questions, or if you would like to discuss any of the matters described above in more detail, please let me know. Before I go forward with the formation, I would ask that each of you sign and date the enclosed photocopy of this letter and return it to me at an early time.
Thank you.
Very truly yours,
I have read the above letter and I consent to [Law Firm] representing me in the formation of ____ LLC.
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[Client #1]Date
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[Client #2]Date