This letter is furnished only as a basic example and should not be used as a standard form. The attorney must be careful to tailor the details of the letter to the facts of the particular case. See section 1.6:3 in this chapter concerning entering business transactions with clients.
Letter Requesting Client’s Consent to Business Relationship with Attorney
[Date]
[Name and address of client]
Re: [describe transaction]
[Salutation]
You have inquired about my interest in investing in the above-referenced venture in addition to my performing the legal work for you on this project. I have given this matter considerable thought and will continue to do so. I will let you know my decision by [date].
Nevertheless, I think it is important that you consider the advisability of having me, your lawyer, as a business partner. Under rule 1.08(a) of the Texas Disciplinary Rules of Professional Conduct, a lawyer cannot enter into a business venture with a client, or knowingly acquire an ownership, possessory, security or other pecuniary interest adverse to a client, unless (1) the terms of the transaction or acquisition are fair and reasonable to the client and are fully disclosed and transmitted to the client in a writing that can be reasonably understood by the client; (2) the client either is represented in the transaction or acquisition by an independent lawyer of the client’s choice or the client is advised in writing to seek the advice of an independent lawyer of the client’s choice and is given reasonable opportunity to seek that advice; and (3) the client thereafter provides informed consent in writing to the terms of the transaction or acquisition, and to the lawyer’s role in it, including whether the lawyer is representing the client in the transaction. This rule protects the client from possible conflicts of interest that may occur if counsel is involved in the venture.
In this case the terms and conditions of the venture are well known to you because you were the one who suggested them. However, for purposes of clarity I will repeat them here. The terms are [list terms].
Unless you are already represented by an independent lawyer, I advise you to seek the advice of an independent counsel before our entry into this venture.
Once you consult with an attorney, please put his or her name in the space I have provided and then sign and return the copy of this letter to signify your consent for me to have an interest in the venture.
Sincerely yours,
[Name of attorney]
I have consulted with ______________________________ and have availed myself of that attorney’s advice. I knowingly agree to your participation in the venture described on the terms outlined in this letter, which I believe are fair and reasonable. I am also requesting you to act as legal counsel in this transaction, with the terms of the engagement to be outlined in a separate letter agreement.
ACCEPTED:
[Name of client]
Date: