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Dec 17, 2025

Law Firm Management Structure and Governance

Question:

Our firm is a twelve lawyer business law firm in San Antonio, Texas. We handle business transactions as well as ligation. Three of us partners started the firm seven years ago and the firm has grown since then. Currently there are seven equity partners and five associates in the firm as well as six legal assistants/paralegals and a bookkeeper. One partner serves as managing partner. The managing partner handles all of the administration except for the basic bookkeeping. Many management decisions require the approval of all of the partners. We are beginning to feel that we have outgrown our management structure. Excessive time is spent by the managing partner. He is spending 40 percent of his time on firm administration. His practice is suffering as well as revenues. An inordinate amount of time is spent by the rest of the partners on administrative and management decisions. We have monthly firm meetings and virtually all of the time is spent on administrative matters. It takes us forever to reach consensus. Recently it took us six months to reach a decision on getting the carpet cleaned.

We would appreciate any thoughts or suggestions that you might have.

Response: 

While the firm’s management structure worked for the firm in the past when the firm was smaller, more structure will be required if the firm hopes to grow and be more profitable in the future. Growth will require structure at the partnership and administrative level. The managing partner is spending way too much time on administration as well as the other partners.

The partners should consider hiring a firm administrator to handle all administrative matters and the managing partner or a three partner management committee should focus on higher level management matters. The full partnership should weight in only on matters reserved for their vote and approval. As the firm grows the partners should involve others in management without micro-managing.

A problem facing most firms is lack of long-range focus and the amount of partner time that is being spent on administrative matters as opposed to higher level management issues.

Partners in many law firms spend more time on administrative management matters rather than higher level management/leadership concerns such as lawyer management, attorney compensation, process, business development, mentoring, and long-range planning.

Management deals with those issues that relate to overall control of the firm, including those decisions that should be made by equity partners and the selection of an individual or individuals who will manage and administer the firm. The clear trend today is for centralized management, with substantial authority being delegated to whoever is selected for management and administration.

Specific policy matters that might be reserved for full equity partner vote include:

Specific policy matters that might be the domain of managing partner or management committee might include:

A firm administrator appointed by the managing member or co-managing members would direct the business/operational affairs of the firm and would report directly to the managing member/partner or co-managing members/partners.

Administration 

When we discuss administration, we are referring to the everyday management of the firm as it relates to finance, staff, and systems. Clearly, today’s trend in administration is to hire competent professionals at the level that suits the firm. Administration is the execution of management policies established by the equity-members and the managing member/partner, co-managing members/partners, or executive/management committee.

At your size I believe that you are ready for a firm administrator. The firm revenues presently being lost will more than pay the salary of an administrator and still leave additional profit to pay additional compensation to the partners.

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John W. Olmstead, MBA, Ph.D, CMC

 

Dec 10, 2025

Law Firm Succession – Encouraging Partners to Transition Clients

Question: 

I am one of eight partners in a fourteen lawyer insurance defense firm located in Indianapolis, Indiana. Besides the partners there are six associates working in the firm all of which are newbies. The partners ages are 70, 68, 65, 62, 60, 58, 54, and 51 respectively. We have several partners at retirement age and we are looking for ideas on succession planning and how to encourage retiring partners to properly transition clients. We have had partners retire in the past and we did a poor job of client transition and the firm lost clients as a result. We appreciate any thoughts that you might share with us.

Response: 

There needs to be a process established for retiring partners with specific agreed to activities on the part of the retiring partner with firm management. Steps should be taken to allow and assist other designated partners (transition partners) within the firm to develop a direct relationship and have responsibility for managing these clients. Such a process should include:

  1. Notification by retiring partners of intended retirement date – three to five years before actual retirement. At this time client transition should begin.
  2. Identify clients that will be transitioned and to whom. Specify specific transitioning tasks that are to be performed by the retiring partner and transition partner, or partners and timelines.
  3. Consider assigning Co-Responsible Attorneys to each client matter that will be transitioned. Have the attorney to which the clients are to be transitioned begin approving client invoices for services performed.
  4. Ongoing follow-up and evaluation on at least an annual basis by firm management as to the status and level of success of agreed to client transition activities.

Don’t Forget the Money – Financial Incentives To Transition Clients 
Generally, the compensation of those partners who are transitioning towards retirement will be determined in the same manner as compensation for all other partners, taking into account partner origination collections, client liaison collections, matter origination collections and working attorney collections, together with other factors that the managing partner and members of the management/compensation committee may consider relevant. However, with respect to the retiring partner, the managing partner and members of the management/compensation committee will pay particular attention to the former’s performance of the transitioning duties assigned. If it is determined that the retiring partner is satisfactorily performing the transitioning activities, the retiring partner will continue to receive full credit for those fee collections from clients being transitioned, in the various categories considered by the managing partner and members of the management/compensation committee in setting compensation. However if it is determined that the retiring partner is not satisfactorily performing the transitioning activities, or if the fees generated from these clients increase or decline, those factors will also be considered by the managing partner and the management/compensation committee in setting the retiring partner’s compensation, and the compensation may be increased or reduced appropriately.

Consider Dual Credit for Client Collections
In order to provide incentive to those partners to whom clients are being transitioned, and to insure that those attorneys are fairly compensated for their efforts in transitioning and maintaining these client relationships, the partners designated to be the transitioning partners for the client to be transitioned will also receive credit under the categories as may be applicable, for the fees generated by these clients during the transition period, provided that the managing partner and the members of the management/compensation committee determines that the transitioning partners are making satisfactory efforts to  accomplish the transitioning of clients.

Assignment of credit to the transitioning partner should not reduce the amount of credit allocated to the retiring partner, unless the retiring partner is not satisfactorily performing the agreed to transition activities.

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John W. Olmstead, MBA, Ph.D, CMC

Dec 03, 2025

Law Firm Succession Planning – Spouse Having to Windup a Husband’s Practice

Question:

My husband’s ( Robert) practice is located in Alexandria, Virginia. The practice is a general practice with a focus on estate planning, family law, and real estate. He is now sixty and suffering from Alzheimer’s.  He has three legal assistants and two associate attorneys. The associates are newbies each out of law school less than three years, are risk adverse, have no client book of business, and have no desire to own a law firm.  As my husband’s physical health has declined his mental acuity has declined as well. However, rather than examining possible succession alternatives he has continued to practice and the quality of his services to clients has declined. Clients have taken notice and many have taken their business to other law firms. Recently I, who serves as the firm’s office manager,  approached several law firms regarding possible sale of the practice. All of the law firms that I approached have rejected my proposals advising me that since the firm is “uniquely my husband” and without a lengthy transition, they do not believe that there is sufficient value to warrant a practice acquisition. Four weeks ago, I approached both of the associates and both advised me that they did not wish to acquire this or any other law practice. Last week both associates gave their notice and advised that they were joining other law firms in the area. Based upon the medical advice of my husband’s  doctor he has decide to close the practice and has asked me to handle the logistics of closing down the practice.

Response:

Unfortunately Robert’s failure to plan for his succession and transition has resulted in:

  1. Loss of compensation for the goodwill of his practice and the sweat equity that he invested because of the need for a hasty practice sale;
  2. A one generation law firm;
  3. Loss of peace of mind for Richard’s family and employees;
  4. Failure to provide continuity for clients and employees; and
  5. Failure to continue the legacy of the firm that Robert built.

Had Robert reconsidered his attitude of having partners, hired and groomed entrepreneurial associates with a desire to own a law firm, institutionalized the firm’s brand to be less uniquely Robert, and put in place both a short-term practice continuation plan and a long-term succession plan, the story may have ended differently.

You may not have much choice but to close the doors and windup the practice. You should check with your state bar association regarding your state court’s rules for the proper procedures for doing this. In many states a court may step in when a solo attorney:

Because clients’ cases, funds, and confidential information must be protected, the court ensures there is a responsible lawyer to manage the transition. Typically the court-appointed attorney (sometimes called a practice administrator, trustee, or receiver) is authorized to:

  1. Secure and inventory client files
  2. Notify clients of the situation and their options
  3. Return client files and property
  4. Manage trust accounts and distribute funds properly
  5. Seek continuances or withdraw from cases appropriately
  6. Close the office, handle billing, and deal with vendors
  7. Ensure ethical obligations are honored

They do not usually take over the cases themselves unless the clients choose to hire them separately.

The goals are to:

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John W. Olmstead, MBA, Ph.D, CMC

Nov 26, 2025

Law Firm Succession Planning and Transitional Work

Question:

I am the owner of a 16 lawyer litigation firm in San Diego, California. There are 6 non-equity partners and 9 associates. I am 65 and hoping to retire in the next five years. I am planning on offering equity to two non-equity partners next year and possibly offering equity to other non-equity partners in the next few years. In addition to working out the financial arrangements and partnership structure issues that are typically documented in a partnership agreement, what sort of transitional issues should I be concerned about and plan for. Your advice is appreciated.

Response: 

Transitional work typically falls into three general categories:

  1. Legal (lawyering) skills
  2. Client and Referral Sources
  3. Firm Management

Legal Skills

Frequently this is a major issue that requires attention in small sole owner/founder firms. There are no other lawyers in the firm with the legal skills that the owner has and will be required for the firm to be successful in the future. For example, I have worked with some litigation firms where the other attorneys in the firm (associates and non-equity partners) have not ever tried a case. In such situations several years of training and development in this area will be required and seasoned laterals may have to be hired or the firm sold or merged with another firm. In your case since you have several non-equity partners on board I assume that they are seasoned lawyers and this is not an issue at your firm. If this is the case there be no to little transitional time needed in this area.

Client and Referral Sources

This is an area of concern for most firms. Typically, the firm owner/founder has brought in most, if not all, of the client business into the firm and he or she controls the clients and the relationships with clients and referral sources. In these firms if the owner/founder were to leave the firm abruptly it is questionable whether the firm could survive after the owner/founder is no longer there. If this is your situation you will need to begin a focused and planned transition with specific clients and referral sources, tasks, timelines, and assigned lawyers. How long this will take will be dependent upon the number of clients, number of relationships that you have within the client organization for institutional clients, and the number of referral sources that you have that send the firm business.

Law Firm Management

Law schools do not train lawyers in management. Highly competent attorneys do not necessarily make good managing partners or lawyer managers. Some of the best lawyers are the worst managers. It has been my  experience that lawyers who are “loners” have traditionally been poor managers. You are going to have to decide who will be good manager, or managers, and begin training and transitioning appropriate functions over to them.

The following are recommended areas in which the management skills should be developed:

  1. Client relations, including origination, development and retention.
  2. Acceptance of new clients and matters and the management of performance of legal work in substantive practice areas and sub-specialties.
  3. Associate recruitment, training and development of a personal and professional nature, promotion, evaluation and compensation and termination.
  4. Administrative staff organization, relationships and utilization.
  5. Financial management including budgeting for revenue, expenses, capital expenditures; billings and collections; financial and variance reporting and utilization of resultant financial data and management information to manage and run the firm.
  6. Technology including computers, software, other equipment and technical support from non-lawyer specialists.
  7. Leases, space utilization, negotiations and construction.

Techniques for Developing Skills

On-the-job-training is the most effective technique for developing and refining the management skills that will be required.

I suggest that your develop a transition project plan in Excel with a breakout of tasks, responsibility for accomplishment, start date, and end date under the following broad categories:

Legal skills
Client and Referral Source
Firm Management

Under the client and referral source category each client/referral source contact should be listed.

You should also begin bringing other lawyers into your cases in order the your clients can experience working with them. Assign them as co-responsible attorneys on cases and gradually have them be responsible for billing and communications with your clients.

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John W. Olmstead, MBA, Ph.D, CMC

Nov 19, 2025

Law Firm Succession Planning – Selling Practice to Non-Equity Partners or Associates in the Firm

Question:

I am the sole owner of a five lawyer business transactional law firm in Cincinnati, Ohio. I  am sixty-seven and hoping to retire in the next three to five years. Besides myself there are two non-equity partners and two associates in the firm. I have not properly saved for my retirement and I am hoping to sell my practice to the two non-equity partners in the firm for a substantial sum. I founded the firm thirty years ago and believe that I have invested substantial sweat-equity in building the firm up to where it is today. I am not sure where to start and whether my expectations are realistic. Your suggestions and recommendations are most welcomed.

Response:

Years ago when interviewing non-equity partners or associates in a law firm I would never have asked them if they were interested in equity ownership or partnership since the answer would have been yes. Today, this is another story. Many non-equity partners and associates today do not want to own a law firm as sole owners or even have equity in a equity partnership. Don’t assume that your attorneys even have an interest.

So your first step will be to talk with each of them and determine their level of interest.

Your next step will be to determine the value of the firm and what you hope to ask for and how you want to be paid. Some firms have substantial goodwill value and others have little goodwill value at all. Firms that have little value are those where all the business is originated by the owner and he or she controls the referral sources. In these firms when the owner leaves there may be little to no future business.

In the final analysis the value of the practice is what an outside buyer or an attorney working for the firm will pay for (or invest) the practice. A balance often has to be struck between valuation and affordability. The valuation process is simply a tool to use to help you begin discussions and get to this point.

You also have to keep in mind that many of your competitor law firms are offering equity partnership with no buy-in at all.

I believe that firm value has to be balanced with affordability and a prospective equity member’s ability to pay for the shares. It all comes down to compensation. Generally, I find that a prospective equity member or partner must be able to see a significant compensation increase with a breakeven/payback period of around three years – no more than five. I also believe that when shares are seller financed the period should be no longer than five years. Many firms do not sell shares based on formal valuation – other methods are used.

Questions that equity member candidates usually raise:

1. Is the breakeven/payback from the investment in say three years as a result of the compensation gap?
2. How much more will he or she earn as an equity member?
3. Can he or she earn enough as an equity member to justify the investment?
4. Can he or she earn more as a partner somewhere else with as large investment, a smaller investment, or even with no buy-in at all?
5. Can he or she earn more somewhere else as an associate or non-equity partner?

In many law firms’ compensation is based upon performance and contribution and ownership shares have little or no bearing on member or partner compensation. Their primary goal is to acquire and retain talent.

Your expectations may be realistic if the clients and referral sources stay with the firm when you are no longer there and if your non-equity partners care about equity and owning a law firm and are willing to make the investment and take the risk.

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John W. Olmstead, MBA, Ph.D, CMC

 

 

Nov 12, 2025

Law Firm Marketing – Referral Networks

Question: 

Our firm is a six lawyer firm in ChicagoLand that specializes in the areas of estate planning, estate and trust administration, and elder law. Four of the six lawyers in the firm are equity partners and two are associates. Our firm was formed ten years ago and almost all of our business comes from the internet. While we are grateful for the success and business that we have developed we believe we have missed the boat is getting more business from referrals from lawyers and other professionals as well as past clients. We are spending a fortune on marketing and would like to take advantage of less costly means of acquiring business. Your suggestions are appreciated.

Response:

Past client, lawyer and other professional referrals are still are very viable methods for acquiring business even in the internet age. I have many estate planning/administration/elder law firm clients that obtain all of their business through these referral sources and spend very little on marketing.

Referrals from former and current clients and friendly third parties are among the most desirable sources of new business.

It has been my experience that referrals generally occur because of the efforts of the attorney who is receiving such referrals. You should not expect such referrals to “fall into your lap.” You must initiate certain actions to try to make them occur.

There are two kinds of referral networks. One is an attorney referral source. The other is referral from clients or other “friendly third parties” who are not attorneys. Both types of referral networks are important to an estate planning/administration/elder law practice.

Attorney Referrals

To be in a position to receive such referrals, an attorney should develop an expertise in one or more areas of legal work and become recognized by other attorneys as being especially skilled in those areas. It is also necessary to inform attorneys who may be referral sources that you have such expertise and that you are interested in accepting referrals in these areas. To the extent you are interested in receiving referrals, you should get to know attorneys likely to be in a position to refer such matters. This may be accomplished by participating in bar associations, by writing on estate planning/administration/elder law issues, by speaking at CLE programs and by maintaining an active role in selected committees. Having your firm listed in legal directories may also help.

Once an attorney referral base has been established, it is important to maintain your network.

Non-Attorney Referrals/”Friendly Third Parties”

The first step is to identify potential referral sources. The best referral sources will have significant and repetitive contact with individuals who need your legal services. Examples for an estate planning/administration practice include accountants, financial planners, bank trust departments, etc. These sources should be able to identify the needs of potential clients and have their trust in order to make a referral. Identifying friendly third parties and cultivating their confidence is time consuming. Patience and perseverance is essential.

The initial contact with potential non-lawyer referral sources may be made by joining a professional, trade, social, civic, service or religious organization. You may be recognized by maintaining an active profile on influential committees.

Once these referral sources have been identified, you should develop and reinforce a personal relationship with these friendly third parties who come in contact with potential clients.

Maintaining the Referral Network

Once referrals from non-attorney sources are received, it is important that you work to maintain that base. Providing good service to referred clients and keeping them happy will reflect well on the friendly third party and encourage them to make additional referrals.

Maintain contact with referral sources even when you are not working on a referred matter. This keeps your name in front of that source for the next referral. A phone call, letter or lunch is easy to do and can be valuable in maintaining and reinforcing your relationship.

Set monthly goals for the number of referral sources contacted. Allocate time for this important activity. Make it part of your regular routine.

Satisfied Client as a Referral Source

Most satisfied clients are willing to make referrals.

The development and maintenance of a referral network is an excellent technique for marketing your practice and obtaining legal business from attorney and non-attorney sources. A successful referral base will require work and take time to establish. You must have patience and persistence. Most referrals go to those attorneys who have worked to establish and maintain their referral network.

Another successful approach used by estate planning/administration/elder law firms over the years has been seminars sponsored by the law firm. Today I am seeing more and more firms doing webinars and they are finding webinars to be a suitable replacement for live seminars and at a lower cost and time investment.

Don’t forget the importance of having a program to encourage Google reviews from completed client engagements.

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John W. Olmstead, MBA, Ph.D, CMC

Jun 04, 2025

Law Firm Merger – What Should We Discuss in our First Meeting

Question:

I am a partner with two other partners in an estate planning firm in Seattle, Washington. All three of us are in our late sixties and contemplating retirement in the next few years. We have no associates in our firm and have been unsuccessful with retaining associates over the years. Therefore, we feel that we will have to either lock the doors or find a suitable firm to whom we can sell or merge with.

We have identified a candidate firm with a sole owner and two associates that might be a possibility. We have scheduled a first meeting but we are unsure how we should approach the discussion. We need some talking points.

We would be very appreciate as to your thoughts and suggestions.

Response:

Here are questions to ask/raise during the first meeting,

  1. Your firm
    1. Your retirement goals and timeline.
    2. Your preference – firm size.
    3. Discuss how your firm could be a growth opportunity for the other firm.
    4. Discuss people in the firm (attorneys and staff), backgrounds, ages, and what each does and who would probably stay and remain with the firm post you and your partners retirements.
    5. Discuss practice mix, percentages of revenue.
    6. Methods of billing – time bill, flat fee. Billing rates.
    7. Discuss revenue history.
    8. Malpractice ins, coverage.
    9. Does your firm retain original estate plan documents? If so, where?
    10. Business philosophy.
  2. Other firm
    1. Other firm’s goals re continuing to practice, growth, practice area focus, etc.
    2. How many years does other firm members plan on continuing to practice.
    3. Discuss people in other firm – attorneys and staff, ages, time with firm, etc.
    4. Other firm’s status with office lease if leased or if building owned – mortgage, etc.
    5. Discuss practice mix, revenue past five years, percentages of revenue by practice mix.
    6. Other firm attorneys experience in your practice areas – estate planning, estate admin, business law, municipal.
    7. Methods of billing – time bill, flat fee. Billing rates.
    8. Malpractice Ins, coverage.
    9. How are associates and staff compensated. Method and amount of pay.
    10. Business philosophy.
  3. Next steps.
    1. Explore any potential conflict of interest.
    2. Dependent on first meeting, other firm’s lease, level of interest, etc.
    3. If both parties believe there is a possibility, usually another meeting – getting to know each other socially and well as others in the firm or firms – cultural due diligence. If this does well – financial due diligence – 5 years tax returns and profit and loss statements and balance sheets for 2024, A/R reports, compensation for attorneys and staff, owner compensation, billable hours, billable rates, copies of malpractice insurance policies and application, etc.
    4. If due diligence does well, one of the parties makes a written proposal.
    5. Sometimes a pilot ‘Of Counsel” arrangement can be done prior to a merger. I have a client that is using an Of Counsel arrangement with another law firm to handle all of their estate planning with the senior partner announcing that he will not take on additional clients.

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John W. Olmstead, MBA, Ph.D, CMC

Feb 26, 2025

Law Firm Management – How to Keep Branch Offices From Becoming Fiefdoms

Question 

I am the sole owner of an estate planning firm in the San Francisco Bay Area. We have one branch office and are contemplating acquiring another practice that would give us a third office. We have a total of four lawyers plus myself working in the firm, 5 paralegals, and five administrative members including the firm administrator.

We acquired the office office via an acquisition five years ago. At first we had a paralegal that we inherited from the prior firm as the only permanent employee at the office and we would send up lawyers from the main office for client appointments on an as needed basis. (The two offices are a 45 minute car commute from each other) This worked reasonably well for a little while but after a year I decided that we needed more permanency in the office and we hired a full-time experienced lawyer that was assigned to that office. A year later the paralegal retired and we hired another paralegal for that office as well as an administrative staff member. All went well for a couple of years but now we are having the following personnel issues:

  1. Infighting between attorneys and staff between the two offices.
  2. The lawyer and staff at the branch office act as if they are in a separate firm.
  3. The lawyer and staff at the branch office will not follow main office protocols regarding client acceptance and fees, document preparation, document storage, dress and appearance, client relations, or anything else.
  4. The remote office has become a separate fiefdom and the firm is becoming an unpleasant place to work.

I am having second thoughts as to whether I should have acquired this practice and whether I should go forward with another acquisition. Any thoughts that you have would be appreciated.

Response:

While opening a branch office can be tempting there can also be pitfalls. Typically reasons for opening a branch office include:

  1. Additional geographical coverage
  2. Access to additional clients
  3. Potential revenue increase
  4. Access to a wider talent pool

A branch can bring prospective additional clients and access to a wider talent pool but money has to be spent on office space, salaries, and other operating expenses which can negatively impact the profits and earnings of the firm if the branch office does not generate sufficient business and revenues. Even if the branch office is successful in terms of revenues and profits there are the additional management challenges that can arise such you are experiencing. Often the most difficult challenge is replicating your philosophy, norms, and practices – culture if you will – in the branch office.

In larger branch office plants the office is usually staffed by at least one attorney – usually partner level – that is transferred from the main office. As the office grows additional attorneys and staff are hired for the local area. This helps in transplanting the main office culture to the branch office.

In your situation due to your small size you options may have been more limited but you might have considered:

  1. Encouraging one of your other attorneys to work at the branch office.
  2. Requiring the paralegal that was acquired from the acquisition to work at the main office for the first month.
  3. Requiring the new attorney that was hired for the branch office to have worked for a time in the main office.
  4. Requiring the new paralegal that was hired for the branch office to have worked for a time in the main office.
  5. Weekly team meetings via Zoom including attorneys and staff from both offices.
  6. Quarterly face to face meetings with attorneys and staff from both offices.
  7. Consequences for behavior such as you are experiencing.

You must take a strong hand on this or the situation will only get worse. Your firm administrator should also play a key role in this.

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John W. Olmstead, MBA, Ph.D, CMC

Aug 14, 2024

Law Firm Succession and Exit Strategy – Referring Out Work too Soon

Question:

I am an estate planning attorney in Chicago. I am currently 72 and have been in practice and owned my own firm for 45 years. In the past I had an associate attorney in the firm and a couple of legal assistants. Currently I have one part time associate no assistants. I do all of my own paralegal and administrative work. My associate has no interest in taking over my practice. Therefore, I am considering options as what to do with my practice. I have wound down over the last few year by cutting back on my time and hours and referring out almost all of the new prospective clients that contact the office to several other law firms. In fact, I quit taking on new clients three years ago and have referred out a substantial amount of work – gratis – without any form of compensation or referral fee.

I plan on speaking with a firm other law firms concerning joining as an “Of Counsel” with a transition plan for my retirement and taking over my practice. I would like to receive some compensation for the “sweat equity” for building the practice.

I would appreciate your thoughts.

Response: 

Of Counsel arrangements are the most common arrangements for sole owners/solos in situations such as yours. While practice sale is an option, I find the OC route the most common approach acceptable to other law firms. Your financial performance over the last five years often has a lot to do with the level of interest that there will be from other law firms, the compensation arrangements they are willing to offer, and if and whether they will be willing to compensate you for your “sweat equity” or book of business either while you are there as OC or post retirement. Unfortunately, your early winding down and referral of clients has resulted in your financial performance over the last three years dropping from what it was in the past. You have also referred out clients which also would be future referral sources to other law firms which would be a major selling point for establishing a “sweat equity” value for your practice. I often advise my clients – don’t wind down or referral out clients too early – do so when you have an arrangement with another firm. 

This does not mean there is not hope or that any other firm’s will have an interest in you or your practice. It could be that another firm is interest in you, especially if you have a unique skill set that the other firm does not have, and what you can do to help take their firm to the next level in a couple of years. When you are asked to provide financials to prospective law firms you might want to provide a list (redact the names of the clients) illustrating the value of referrals you have made to other firms over the last few years with fee estimates.

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John W. Olmstead, MBA, Ph.D, CMC

Aug 07, 2024

Law Firm Succession – Using Affiliation or Of Counsel Relationships as a As a Pre-Merger Pilot Test

Question:

I am sole owner of a law firm in San Rafael, California with an estate planning practice.  I have two part-time attorneys, four paralegals and three legal assistants. I am in my late 70s and want to retire in the next three years. I have recently had several discussions with another small firm that is interested in acquiring my practice via a merger. While I will only be practicing a few more years I want to ensure that I have the other firm would be the right fit for my clients and staff. Do you have any thoughts or suggestions?

Response:

Making the right decision concerning the “Who” is usually more important than the “What” or the “How”. Take your time to do the proper due diligence regarding the other firm. Get to know the partners as well as the employees of the other firm. Ascertain practice, client, and cultural compatibility. If you both determine that a a deal might make sense – then move to the “How”. Even though you have done the best due diligence you can – you won’t really know about the other firm until you try working together. So before you jump – consider taking a few baby steps first. You might start with an affiliation arrangement (Of Counsel) as a Phase I pilot test for six months. Under this arrangement you can both refer work to each other as well as have the other attorney work on some of your client matters. Outline the details of the relationship in an affiliation or Of Counsel) agreement. After six months review the success of the arrangement and whether it makes sense to take the next step. If it does – a Phase II step might be to enter into a more formal form of  practice continuation/transition arrangement with the other firm. Phase III would be either the eventual sale of your practice or merger with the other firm. Taking a phased approach allows you learn more about the other firm which will increase your odds of a successful transition and buys you time before actually merging your practice if that is the direction you should go.

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John W. Olmstead, MBA, Ph.D, CMC

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