Limited liability partnerships for BC law firms
September 17, 2004
The Benchers have passed rules that will allow BC lawyers and law corporations to participate in limited liability partnerships (LLPs). The new rules will take effect once the Partnership Amendment Act, 2004, SBC 2004, c. 38, including consequential amendments to the Legal Profession Act, come into force. Proclamation of this legislation is expected later this fall.
For more information on limited liability partnerships, see the Partnership Amendment Act, 2004, sections 30, 83.1 and 84 of the Legal Profession Act and Rules 9-12 through 9-20 of the Law Society Rules.
A limited liability partnership structure shields an individual partner from personal liability for the debts of the partnership or for negligence and wrongdoing of other partners, except to the extent of the partner's share in the partnership's assets. Individual partners continue to incur personal liability for their own negligence or wrongful acts and those of the persons they directly supervise or control.
The new rules will require a law firm, before applying to register as a limited liability partnership under the Partnership Act, to apply for Law Society approval. For a firm to receive Law Society approval as a limited liability partnership, the Society must be satisfied that the intended name of the LLP is not contrary to Chapter 14, Rule 9 of the Professional Conduct Handbook (marketing provisions)and that all members of the partnership are members of the Society or a recognized legal profession in another jurisdiction. Application forms will be available on the Law Society website later this fall, in advance of the Partnership Amendment Act, 2004 coming into effect.
A law firm offering services as an LLP must ensure that all of its advertising indicates that it is offering legal services through a limited liability partnership. In accordance with requirements of the Partnership Act, the firm must also take reasonable steps to notify existing clients in writing that it has registered as an LLP and the resulting changes in the liability of the partners. To guide firms in meeting this disclosure requirement, the Law Society Rules set out a standard notification statement.
Every firm practising as an LLP will also be required to file with the Law Society a copy of its annual report and any amendments to its registration statement at the time it files these documents with the Corporate Registry under the Partnership Act.
Queen's Counsel: 2004 call for nominations
BC lawyers interested in making a Queen's Counsel nomination in 2004 may obtain an application package, including forms and instructions, from the website of the Ministry of Attorney General at www.ag.gov.bc.ca/queens-counsel. The deadline for nominations is November 1, 2004. Appointments will be announced by the end of the year.
Outside of an immediate family member of a nominee or nominees themselves, anyone can submit a nomination by completing an application form. The application must be accompanied by a statement of support from two nominators and a nominee's curriculum vitae or brief biography and may also be accompanied by no more than five letters of support.
A candidate for Queen's Counsel must:
- belong to the BC bar, and have been a member for at least five years; and
- demonstrate professional integrity, good character and excellence in the practice of law. Such excellence could be determined by any of the following:
- being acknowledged by his or her peers as a leading counsel or exceptionally gifted practitioner;
- having demonstrated exceptional qualities of leadership in the profession, including in the conduct of the affairs of the Canadian Bar Association, the Law Society of British Columbia and other legal organizations;
- having done outstanding work in the fields of legal education or legal scholarship.
All applications will be reviewed by an advisory committee, which will also recommend deserving candidates to the Attorney General. The committee includes:
The Chief Justice of British Columbia;
The Chief Justice of the Supreme Court of British Columbia;
The Chief Judge of the Provincial Court;
Two members of the Law Society appointed by the Benchers (President and First Vice-President);
The Deputy Attorney General.
The Attorney General retains authority to directly appoint lawyers who meet the eligibility criteria. It is expected that this power will normally be exercised in exceptional circumstances only.
For more information, contact:
Office of the Deputy Attorney General
PO Box 9290 Stn. Prov Govt
Victoria, BC V8W 9J7
Tel.: 250 356-0149