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The Florida Bar
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PROFESSIONAL ETHICS OF THE FLORIDA BAR

OPINION 72-43
February 23, 1973

A lawyer may assign to a third party an account receivable representing professional fees as long as the client consents and the assignment limits to the lawyer the right to sue in the event of default.

CPR: EC 2-23, DR 4-101

Vice Chairman Zehmer stated the opinion of the committee:

The inquiring attorney poses the following simple question:

Is there any ethical prohibition against an attorney assigning an account receivable from one client to a third party after his professional services have been rendered and all that remains is collection of the client's funds owing for the professional services rendered?

For purposes of this inquiry, the Committee assumes that the professional services have been completed and the fee fixed and agreed upon.

The assignment of a receivable representing a fee for professional services immediately raises concern about the confidential relationship between lawyer and client, including such confidential matters as the client's need for legal services and amount of the fee owed for such services. Such assignment also poses ethical problems should the client fail to make the required payments to the assignee in view of the admonition in EC 2-23 that a lawyer “should not sue a client for a fee unless necessary to prevent fraud or gross imposition by the client.”

However, the CPR does not prohibit the assignment of receivables representing professional fees. Therefore, keeping in mind that potential ethical problems exist, the Committee concludes that assignment of such receivables is ethically appropriate provided (1) the client is fully informed of the proposed assignment by his lawyer, and agrees to such assignment and making payment to the designated assignee; and (2) the assignment is limited by agreement of the lawyer and the assignee so that, in the event of default by the client, only the lawyer may initiate or authorize suit to collect the amount owed by the client.

The client's agreement is a sufficient waiver of confidentiality and other objections to the assignment. The limitation on the right to initiate suit obviates problems under EC 2-23.

The Committee does not express any opinion on the ethical propriety of an assignment of receivables from a client if the client does not have knowledge of and consent to such assignment.

[Revised: 08-24-2011]