LAW FIRM MANAGEMENT

LAW FIRM Write a notice of intention to set up a firm to BC. Notice must be
executed by intending sole prop / all partners

Ruling 7.06–Setting Up of A New Firm

The notice to BC should contain the following particulars:
1. Proposed name;
2. Proposed address;
3. Proposed date of commencement;
4. Telephone, facsimile numbers & email address

Ruling 7.06 (3)(a) – Letter of Objection

If the proposed name is already a registered name of another law firm
or is not in accordance with Sect 85, LPA, the intending sole proprietor or
the partners shall be required to submit a fresh name for approval.

Ruling 7.06(3)(b)–Letter of No Objection

Subject to the following conditions:
1. The intending sole proprietor/partners is in possession of a valid Sijil
Annual and Practising Certificate; and
2. Sole proprietor/partners have obtained the required mandatory
Professional Indemnity Insurance (PII) cover.

Ruling 7.06 (3)(c)– Upon the issuance of the letter of no objection, the
new firm and its particulars shall be recorded in BC Membership Dept
system.

LOCATION OF FIRM
Ruling 7.01(3) – PIC of A&S’s Office
No office of an A&S or law firm shall be manned solely or left under the
supervision of a person not holding a valid practising certificate

Ruling 7.01(6) – Operating Hours

The office must be open during usual office hours and at least five days a
week

Ruling 7.02 – Not to carry on practice in client’s office

It is impermissible to maintain an office or carry on your legal practice in
a client’s office which includes a housing developer’s office.

Ruling 7.03 – Sharing Office

Sharing of office premises, whether with another A&S or not, may be
 allowed provided that the office or premises is partitioned off with
separate and distinct entrances, with no connecting door between the two
offices or premises.

Ruling 7.04 – A&S may practise from his residence

While it is permitted to operate from your residence, it is advisable to see
your clients somewhere else.

➔ Check if home can be used for business purposes.

➔ Arrangements should also be made to protect clients’
confidentiality.
➔ Rule 59 LPPE: No branch office without A&S

FIRM’S NAME When choosing a firm name, the following must be taken into account:

• The firm’s name must be identified,

• Requirements of Sect 85, LPA must be complied with.

Sect 85(1) of LPA: No firm name shall be registered without a certificate

from the BC. BC can refuse a certificate for registration on the grounds
that the proposed firm name is likely to be confused with a registered firm
name or is likely to mislead the public.

Sect 85(2) of LPA: No person shall practise as an A&S under a name that
is not— (a) his own name; (b) names of A&C who are or were his
partners (c) predecessors

Ruling 2.01(4)– Firm name may include the surname of an A&S who is
a partner or sole proprietor.

Ruling 2.02 – Firm name in vernacular language to be approved-

approval of BC
Ruling 2.03 – Restrictions
It is not permitted to include academic qualifications, awards and titles
in a name.

NAME PLATE, NAME PLATE & SIGNBOARD:

SIGNBOARD &
L/HEAD Ruling 2.04(1) – No nameplate of a law firm shall be placed at the main
entrance of an A&S’s residential premises unless his firm is located
there.
(2) Name plate and signboard must not be placed on any road leading
to or on any road in the vicinity of a law firm.

(3) Arrows or signs indicating direction to the law firm are not permitted
as well, unless there may be a difficulty in locating such a law firm.

Ruling 2.05 – Lighted nameplate and signboards are permitted only if

these are not incompatible with the dignity of the legal profession.

● Cross-refer with LPPR

Rule 9 LPPR: Nameplate.
(1) An Advocate and Solicitor shall display a nameplate on the outside of
the premises at which his firm is located.
(2) The nameplate shall contain only approved information and shall not
be larger than 92 centimetres by 61 centimetres.

Rule 10 LPPR: Building directory

An Advocate and Solicitor may cause the name and address of his firm to
be listed in the directory of the building at which that firm is located.

LETTERHEAD:
Ruling 3.01 – Use of colours in letterhead is permitted provided that it is
compatible with the dignity of the legal profession.

Ruling 3.02 – Names on letterhead and stationery

1. Name of the sole proprietor / every partner must be stated on l/head
2. Names of legal assistants must be distinguished from the sole
proprietor / partners of the firm and listed in categories. A person can
only be described as a legal assistant unless he is an A&S holding a valid
practising certificate.
4. An A&S who has left the firm shall not have his name appear on
any letterhead or stationery of the firm.
6. Any person who is not an A&S shall not have his name on the
letterhead and stationery of a law firm

➔ CONSULTANT?
Rule 60 LPPE: an a An advocate and solicitor may have his name appear
as "consultant" on the letterhead of a firm of advocates and solicitors if he
 has a valid practising certificate issued under Part Ill of the Act; and that
he is not a partner, associate or legal assistant in any other firm of
advocates and solicitors or engaged in any other capacity in any such
other firm in Malaysia.

Ruling 3.03: “Managing Partner” allowed on firm’s letterhead.

Ruling 3.04 – Descriptions or statements not permitted on letterhead and

stationery of a law firm:
1. “Articled clerk”
2. “Counsel”
3. “High Court lawyer” or any other similar vernacular laudatory
description of an Advocate and Solicitor
4. “Senior Advocate and Solicitor”

Ruling 3.05 – Logo, elaborate or decorated script or style permitted

provided that it is in a manner which is unobtrusive & compatible with
dignity of legal profession.

(1) The use of logos and elaborate or decorated Chinese characters on

a firm's letterhead and stationery is prohibited. The Chinese character
which connotes "big" shall not be included on a law firm's letterhead,
stationery or signboard.

(2) The use of a Chinese seal is permitted, but is limited to the name of
the firm of advocate and solicitor concerned, and must be discreet,
unobtrusive and compatible with the dignIty of the profession.

Ruling 3.08. Telephone & facsimile numbers

Ruling 3.08 – Telephone and facsimile numbers must be stated in the
firm’s letterhead.

Ruling 3.10 A law firm is permitted to incorporate the firm's email and
website addresses in the firm's letterhead and stationery.

ADVERTISEMENT BCRR RULINGS- CHAPTER 5

5.13. Solicitor's name not to appear on signboard of another person

No Advocate and Solicitor shall permit his name or firm's name to appear
on the signboard of another person unless the signboard of such Person
complies with the Publicity Rules, and Rulings pertaining to nameplates
and signboards of Advocates and Solicitors or law firms.
● Rule 19(2) LPPR: No advocate and solicitor shall allow his name
or his firm’s name to appear in any brochure, leaflet, pamphlet or
other document for the purpose of advertising the projects
developed by it.

5.13A. Exception to Ruling 5.13

No Advocate and Solicitor shall permit his name or firm's name to be
used by another person, save where such Advocate and Solicitor or a
partner or partners of his firm fully own the business or have a controlling
interest in the Person, and the Person carries on business, solely in
connection with, or for the purpose of, the firm's practice, which in the
opinion of the Bar Council is not incompatible with the dignity of the
legal profession.

5.14. Company or corporation's letterhead

The name of an Advocate and Solicitor may be printed on the letterhead
and stationery of a company or corporation, provided that he may not be
described as an Advocate and Solicitor.

5.15. Legal Adviser to "will package company"

The name of an Advocate and Solicitor or his law firm shall not appear on
the package of any "will package company" unless the wills in such
package have been prepared by him or his law firm.

5.18. Awards to law firms

A law firm is permitted to publicise awards given to the firm in the firm's
profile, greeting cards as well as on its website as a tagline in all the
firm's outgoing mail.

5.07 - Solicitors not to be present at developer's launch/promotional

sites or booking /sales /registration offices as Solicitors
Solicitors shall not be present by themselves as Solicitors or be
represented by their pupil(s) or clerk(s) at the launch/promotional sites or
booking/sales/registration off ces ["Site(s)"] of any property developers,
including and not limited to housing developers under the Housing
Development (Control and Licensing) Act 1966 where units are sold or
offered for sale unless: (a) the Solicitors: (i) are acting for the developer
in the sale of the units under and pursuant to written retainer(s) from the
developer; and (ii) shall have displayed at a conspicuous part of the
Site(s) easily visible to the public attending at such Site(s), a notice
measuring 45cm by 75cm making known to the public that the Solicitors
are acting for the developer in the sale of the units; and (iii) shall notify
the purchaser(s) of their right to appoint their own Solicitors to act for
them in their purchase of the unit(s) as Solicitors are not permitted to act
for the purchaser(s); and (iv) shall not, under any circumstances act for
 the purchaser. OR (b) the Solicitors are requested to accompany their
purchaser client(s) under and pursuant to prior written retainer(s) from
their purchaser client(s)

5.08. Solicitors not to insist on purchasers appointing them

Solicitors shall not write to any purchaser to appoint them as the
purchaser's Solicitors whether on the instructions from or at the request of
any property developer.

5.09. Advertisement in publications (cross refer with rule 8 of LPPR)

5.10. Publication of the photograph of an advocate and solicitor in a

brochure or other publicity material is permissible so long as it is not
incompatible with the dignity of the legal profession.

5.16: Advertisement or endorsement of any product, goods or

services not permitted
An Advocate and Solicitor shall not advertise or endorse any product,
goods or services in his capacity as an Advocate and Solicitor nor shall he
appear or be mentioned in any such advertisements or endorsements in his
capacity as an Advocate and Solicitor or described as an Advocate and
Solicitor

5.17: Additional categories of ‘approved information’ under LPPR

(refer the ruling)

SHARIAH LAW Ruling 15.01. BCRR stated that Syariah Practitioner shall not be a sole
FIRM proprietor, a partner, a consultant or a legal assistant of a law firm, unless
he/she is also an Advocate and Solicitor and holds a valid practising
certificate.

Syarie Firm is not regulated under the Bar Council Ruling or Legal
Profession Act since it is established under different sources of law as
discussed before. While the provisions governing syarie lawyers are silent
on it, a syarie lawyer may only be subjected to the procedure and
formalities of the Companies Commission of Malaysia (CCM) as well as
the Companies Act 2016 in establishing, setting up and registering his
proprietorship or partnership. Pursuant to that, a Syarie firm may also be
subjected to Companies Act, Partnership Act and Limited Liability
Partnership Act according to the specific matter of its operation. But in
general syarie lawyers are governed under the CCM whilst the legal fees
and remuneration is governed under Practice Direction.
 SOLE PROP & PARTNERSHIP

SOLE PROPRIETORSHIP PARTNERSHIP

1 2 or more persons
(Partnerships for professional practice have no
maximum limit)

Ruling 1.02 (o) BCRR: Section 3(1) of Partnership Act 1961:

A law firm which is a sole proprietorship at ● Relation which subsists between person
the relevant time & “sole proprietor” means ● Who are carrying on business in common
the sole proprietor of such sole ● In order to gain profit
proprietorship law firm.
S3(2) PA 1961: Relationships formed under CA
2016 or any other law having effect in Malaysia are
NOT partnership.

S6 PA 1961: Partners will be called collectively a

firm

Contribution of Sole contribution by the sole Partners contribute to the capital of the
capital proprietor partnership

Legal Status Not a separate legal entity, Not a separate legal entity but the firm’s name
SP will be sued and liable may be used in court’s proceedings
for debts & obligations

Management Solely managed by SP Jointly managed by all partners

● Freedom in picking the ● Decision making process for the future of
practice preferred partnership involves all partner
(working hour, ● Can be flexible-depending on the
agreement of all partners
preference of client)
● Flexible and easier
decision making process
 Branch Cannot have branch since Can have branch but must comply with Rule 59
there is only one person LP(P&E) Rules 1978: Have the same name &
manned by the partners themselves or A&S
employed by them

Profit SP is entitled to all the Partners are entitled to fixed percentage of

profits in the business profit

Cessation of Ruling 13.01(2) BCRR: S34-37 PA 1961:By agreement, operation of

business Ceases practice but continue
as partner/employee/
consultant or cease practice
temporarily/permanently:
shall inform BC within 14
days
law,death,bankruptcy, illegality,court order
Ruling 13.01(2) BCRR: Ceases practice but
continue as SP/ consultant/in other firm: notify
BC

Types of partnership
1. Managing Partner: Controls day to day operations of the law firm
➔ Active in the management & is known to the clients.
➔ MP is the opposite of a sleeping partner who contributed capital but is not involved in the
operations.
2. Equity Partner: Co-owner of the firm & contribute capital to partnership
➔ Entitled to a fixed percentage of the profit-sharing of the firm’s total net profit (an equity
partner's pay will increase as the firm increases profits).
➔ Has voting rights on important decisions & liable to any debts & obligations incurred by
the firm.
3. Salaried Partner: A partner by agreement with limited rights & obligations
➔ Receives fixed monthly salary & discretionary bonus (not entitled to profit).
➔ Usually, salaried partners will be indemnified from any debts & obligations as a partner
through the partnership agreement.

Limited Liability Partnership (LLP)

❏ LLP is a hybrid between traditional partnership & company and came into force in
Malaysia in 2012.
❏ The unique element of LLP: Partners will share the capital & profits but have no personal
liability to the LLP’s debts (only jointly & severally to the extent of unpaid shares).
❏ However, LLP is not recognized under LPA 1976(only provides for SP and traditional
partnership).
❏ Progress have been made to provide appropriate amendments but currently, LPA is not
amended yet.

Unlimited Liability
❏ If business fails, sole proprietor
is personally liable for all debts
due and owing by the business
to the creditors.
❏ Sole liability to all debts
❏ Liability can extend to personal
assets of the sole proprietor.
SP carries the administrative
burden alone
All decision making processes is
made alone by the SP
LIABILITY
Unlimited Liability
Section 7 PA 1961: Every partner is an agent to the firm
and his co-partners for the purpose of partnership business.
➔ Unauthorised acts of a partner will not bind if the
third party knows he lacks authority/does not believe
him to be a partner.
Section 8: Partners are bound by the acts on behalf of the
firm by any person authorised (whether partner or not).
Section 11 & 14: Partners are liable jointly with the
co-partners & severally for everything the firm becomes
liable (during his partnership) with respect to S12 (tortious
acts) and S13 (misapplication of money received in custody
of firm).
➔ Thus, partners can be sued personally and liability
can extend to personal property of the partners.
Section 16: Person holding out will be liable as partner
Responsibility & liability may be varied
Section 21: Partners may vary the terms of partnership by
consent of all partners.
Section 26: Rules as to the interest and duties of partners are
subject to special agreement between partners.