Creating the Attorney-Client Relationship

Once you have established who your Client is (and who it is not), you are positioned to send an engagement or non-engagement letter. Some will refer to engagement letters as retainer letters. Regardless of what you call it, the letter’s purpose is to provide your client with a coherent, straightforward statement of the scope of your representation. What are you going to undertake on behalf of your client? Are there any limitations on your representation or service? It’s important to provide such an outline to avoid any potential misunderstandings and to protect you from a claim that you failed to do something.

The engagement letter should be a reiteration of what you’ve already discussed with your client directly. Asking the client to review the letter, execute it, and return a copy to you is good practice. (Remember that your “client” could be the business itself in which case the person that you are interacting with is an agent of the business. Ensure they have the authority to retain you.)

Conversely, a non-engagement letter establishes that you will not be representing a potential client. There is no need to elaborate as to why you are turning down the representation. Still, it is important to state that you’ve done no research or investigation and that nothing in the letter is to be considered as an opinion. Think about why a non-engagement letter is important.

💡If you decide it is permissible to represent multiple parties, you should obtain written consent. What language would you include in such consents?