Stepping on the Wrong Side of the Government Code: The Unauthorized Practice of Law and CPAs

(February 2007)

Sitting at desk, your client calls and asks about the formation of their new business entity.

She begins, “Since the special session last spring what are the new requirements for doing business in Texas?" Trying to answer the first question, she interrupts you and continues, “What constitutes doing business in Texas? If I am doing business in Texas, does my entity need to apply for a certificate of registry in Texas as a foreign entity? Can my activities be exempt under statutory or common law? How does the Business Organizational Code §9.2512 apply to me? How can I obtain the forms I need?"

Of course you want to help your client answer their questions, but you begin to collect your thoughts wonder, “Am I authorized to conclude answers on these topics?”

The Texas Unauthorized Practice of Law defines the Practice of Law as the giving of advice or the rendering of any service requiring the use of legal skill or knowledge, such as preparing a will or contract preparation of a pleading or other document incident to an action or preceding of the management of the action or preceding on the behalf of a client.

Think about it, are your client’s questions requiring you to interpret the law? Giving information of this kind may implicate the Unauthorized Practice of Law. To avoid any misrepresentation of your practice refer your client to an attorney.

Joanalys B. Smith
Chairman, UPL District Nine Subcommittee
Texas Supreme Court UPL Committee