Rule Text (verbatim from The Florida Bar)
(a) Sharing Fees with Nonlawyers. A lawyer or law firm
shall not share legal fees with a nonlawyer, except that:
(1) an agreement by a lawyer with the lawyer’s firm,
partner, or associate may provide for the payment of money, over a
reasonable period of time after the lawyer’s death, to the lawyer’s
estate or to 1 or more specified persons;
(2) a lawyer who undertakes to complete unfinished legal
business of a deceased lawyer may pay to the estate of the deceased
lawyer that proportion of the total compensation that fairly
represents the services rendered by the deceased lawyer;
(3) a lawyer who purchases the practice of a deceased,
disabled, or disappeared lawyer may, in accordance with the
provisions of rule 4-1.17, pay to the estate or other legally
authorized representative of that lawyer the agreed upon purchase
price;
(4) bonuses may be paid to nonlawyer employees for
work performed, and may be based on their extraordinary efforts on
a particular case or over a specified time period. Bonus payments
shall not be based on cases or clients brought to the lawyer or law
firm by the actions of the nonlawyer. A lawyer shall not provide a
bonus payment that is calculated as a percentage of legal fees
received by the lawyer or law firm; and
(5) a lawyer may share court-awarded fees with a
nonprofit, pro bono legal services organization that employed,
retained, or recommended employment of the lawyer in the matter.
(b) Qualified Pension Plans. A lawyer or law firm may
include nonlawyer employees in a qualified pension, profit-sharing,
or retirement plan, even though the lawyer’s or law firm’s
contribution to the plan is based in whole or in part on a profit-
sharing arrangement.
(c) Partnership with Nonlawyer. A lawyer shall not form a
partnership with a nonlawyer if any of the activities of the
partnership consist of the practice of law.
(d) Exercise of Independent Professional Judgment. A
lawyer shall not permit a person who recommends, employs, or
pays the lawyer to render legal services for another to direct or
regulate the lawyer’s professional judgment in rendering such legal
services.
(e) Nonlawyer Ownership of Authorized Business Entity. A
lawyer shall not practice with or in the form of a business entity
authorized to practice law for a profit if:
(1) a nonlawyer owns any interest therein, except that a
fiduciary representative of the estate of a lawyer may hold the stock
or interest of the lawyer for a reasonable time during
administration; or
(2) a nonlawyer is a corporate director or officer thereof
or occupies the position of similar responsibility in any form of
association other than a corporation; or
(3) a nonlawyer has the right to direct or control the
professional judgment of a lawyer.
(f) Nonlawyer Governance of Not-for-Profit Authorized
Business Entity.
(1) Generally. A lawyer may practice with a not-for-profit
business entity authorized to practice law.
(2) Definition of Not-for-Profit Business Entity. A not-for-
profit business entity is an organization providing pro and low bono
legal services operating as a tax-exempt public charity authorized
by section 501(c)(3) of the Internal Revenue Code with the purpose
of providing legal services to clients within 400% of the federal
poverty level as defined by the United States Code of Federal
Regulations. The lawyer’s compensation by the not-for-profit
business entity cannot be tied, directly or indirectly, to the client’s
ability to pay.
(3) Form of authorized business entity. For purposes of
this rule and applicable to not-for-profit business entities only, the
business entity may be formed as a corporation and a nonlawyer
may be a member of the board of directors of the authorized
business entity. However, a nonlawyer board member does not
have the right to direct or control the professional judgment of a
lawyer working with the not-for-profit business entity.
(4) Obligations of Authorized Business Entity. The not-for-
profit business entity must:
(i) ensure that confidential information is
inaccessible to board members of the not-for-profit business entity
who are not engaged in legal services representation;
(ii) ensure that any communications which the
lawyer intends to be kept protected under attorney-client privilege
meet existing prerequisites for such privilege;
(iii) inform the client that all communications
within the not-for-profit business entity may not fall under
attorney-client privilege; and
(iv) ensure that all nonlawyers assisting the lawyer
in providing legal services abide by the ethical standards governing
the lawyer.
Educational reference. This page summarizes a Florida Rule of Professional Conduct for educational purposes. The rule text and Comment are mirrored from the Florida Bar's official publication and are public domain. The plain-English summary and any commentary are the opinion of Phillips, Hunt & Walker and are general information only — not legal advice. Reading this page does not create an attorney-client relationship. If you believe a Florida lawyer has violated this rule, you can file a complaint with The Florida Bar at floridabar.org. Past results do not guarantee a similar outcome.
What this rule means in plain English
This is the rule that protects professional independence: Florida lawyers can’t share legal fees with nonlawyers, can’t form a partnership with a nonlawyer if any of the activities involve the practice of law, and can’t let a nonlawyer direct or regulate the lawyer’s professional judgment. The rule blocks all the structures that would let outside money compromise a lawyer’s loyalty to clients. It’s why legal services in Florida look so different from other consumer industries.
Florida Bar Ethics Opinions interpreting this rule
- Opinion 65-21 (1965)
<p>A lawyer cannot accept case referrals directly from a disbarred or resigned attorney. The new lawyer can take over a disbarred attorney's cases when the client makes the request and arranges fees, and can split the fee for work the disbarred lawyer actually completed before disbarment. If you switched lawyers because your original was disbarred, your new lawyer's fee arrangement matters.</p>
Read on floridabar.org → - Opinion 88-12 (1988)
<p>Florida lawyers can accept assignments from staffing services that rent lawyers to firms and corporate legal departments — but only if conflicts of interest, confidentiality between assignments, and proper fee structures are addressed. The Florida Bar later codified specific rules for these temporary-staffing arrangements; the underlying principle is that the staffing service cannot become a back-door way to share legal fees with non-lawyers.</p>
Read on floridabar.org → - Opinion 02-1 (2002)
<p>A law firm cannot pay a nonlawyer employee a bonus based purely on hours worked — that arrangement reads as fee-splitting with a nonlawyer through the back door. Bonuses tied to overall firm profit or general performance are fine; the line is at hour-by-hour compensation that effectively shares the legal fees the employee's hours generated.</p>
Read on floridabar.org →
Comment (verbatim from The Florida Bar)
The provisions of this rule express traditional limitations on
sharing fees. These limitations are to protect the lawyer’s
professional independence of judgment. Where someone other than
the client pays the lawyer’s fee or salary, or recommends
employment of the lawyer, that arrangement does not modify the
lawyer’s obligation to the client. As stated in subdivision (d), such
arrangements should not interfere with the lawyer’s professional
judgment.
This rule also expresses traditional limitations on permitting a
third party to direct or regulate the lawyer’s professional judgment
in rendering legal services to another. See also rule 4-1.8(f) (lawyer
may accept compensation from a third party as long as there is no
interference with the lawyer’s independent professional judgment
and the client gives informed consent).
The prohibition against sharing legal fees with nonlawyer
employees is not intended to prohibit profit-sharing arrangements
that are part of a qualified pension, profit-sharing, or retirement
plan. Compensation plans, as opposed to retirement plans, may
not be based on legal fees.
Subdivision (f) provides that if the law firm or authorized
business entity is a not-for-profit entity, the entity may practice law
in the form of a corporation. This creates an exception to the
authorized forms of business entities set forth in rule 4-8.6 for
purposes of not-for-profit firms only.
Amended June 8, 1989 (544 So.2d 193); amended July 23, 1992, effective
Jan. 1, 1993 (605 So.2d 252); amended October 20, 1994 (644 So.2d 282);
amended June 27, 1996, effective July 1, 1996 (677 So.2d 272); amended
October 6, 2005, effective January 1, 2006 (916 So.2d 655); amended
March 23, 2006, effective May 22, 2006 (933 So.2d 417); amended June 2,
2022, effective August 1, 2022 (SC22-607).