The Florida Bar

Ethics Opinion

Opinion 59-32

April 11, 1960
Advisory ethics opinions are not binding.
As a general rule, an attorney cannot properly accept employment to attack the validity of an
instrument which he drew, and a law firm cannot properly accept any employment which one of
its partners cannot properly accept.

ABA 64, 71, 72

Note: An inquiry was made as to whether a city attorney could properly represent the city in a
case challenging the validity of a contract drafted by his partner at a time when the partner was
city attorney.
Chairman Holcomb stated the opinion of the committee:
Opinions of the members of the Committee indicate that “A lawyer may not accept
employment to attack the validity of an instrument which he drew for a client or accept
employment to take a position with regard to an instrument contrary to an opinion which he has
given construing it.” Further, Opinion 71 of the American Bar Association Committee on
Professional Ethics holds that it would be improper for a City Attorney, who had devoted himself
and his professional efforts to validation of municipal bonds, thereafter to attack the validity of
such bonds, even though instructed to do so by the City Commission, and Opinion 64 [holds
that] the fact that the personnel of the City Commission has changed would not justify him in
attempting to nullify his own work. Opinion 72 holds: “The relations of partners in a law firm are
such that neither the firm, nor any member or associate thereof, may accept any professional
employment which any member of the firm cannot properly accept.”
Another member of the Committee feels that it is not unethical for the member to defend
the cases against the City or negotiate settlement of them, even though his partner, while City
Attorney, thought the contracts were valid and should be honored.