Note:
Bryan J. Pechersky, Representing General Partnerships and Close Corporations: A Situational Analysis of Professional Responsibility, 73 TEX. L. REV. 919 (1995).
 

Abstract:
The Note highlights certain ethical dilemmas that arise in the representation of close corporations and partnerships, specifically having to do with client identification and adoption of the appropriate standard of care in uncertain situations. Rather than applying a uniform rule that fails to guide attorneys, protect the interests of clients, and clarify and improve the law, the courts might do better to rely on adaptive ethics rules, which are sensitive to the diverse situations lawyers encounter. Similar ‘facts and circumstances’ analysis is used in related areas of law (bankruptcy, Miranda custody inquiries, taxation, state apportionment plans, etc.) and the author argues that the incorporation of situational adjustments into the ethics rules governing representing businesses will better serve clients, attorneys, and the public.