On January 8, 2025, the ABA Standing Committee on Ethics and Professional Responsibility issued Formal Opinion 514 regarding a lawyer’s duties to organizational clients as well as professional obligations to non-client constituents of that organization.  If your practice includes the representation of entities, it is important that you read and understand Texas Disciplinary Rule of Professional Conduct 1.13, as well as the comments, and Formal Opinion 514. 

In essence, whether you are inside or outside counsel, if you are representing an organization, you are communicating your advice through the organization’s constituents. Importantly, the organization is your client, and not the constituents with whom you are communicating (except in circumstances where you take on a joint representation - a situation not addressed here). Because of this, there are occasions when you may be communicating advice through a constituent about future action by the…