ETHICS STUDY GUIDE
OUTLINE OF GUIDELINES AND CANONS
In order to know what we should and should not do, we first need to understand exactly who we
are. According to the National Association of Legal Assistants, the following is a definition of who we are:
Legal assistants, also known as paralegals, are a distinguishable group of
persons who assist attorneys in the delivery of legal services. Through formal
education, training and experience, legal assistants have knowledge and expertise
regarding the legal system and substantive and procedural law which qualify
them to do work of a legal nature under the supervision of an attorney, (emphasis
added)
NALA adopted the following ABA definition of a legal assistant/paralegal in 2001:
A legal assistant or paralegal is a person qualified by education, training or work
experience who is employed or retained by a lawyer, law office, corporation,
governmental agency or other entity who performs specifically delegated
substantive legal work for which a lawyer is responsible. (Adopted by the ABA in
1997) (emphasis added)
The ABA adopted the following definition of a paralegal in 2020:
A paralegal is a person, qualified by education, training or work experience who is employed or
retained by a lawyer, law office, corporation, governmental agency, or other entity and who
performs specifically delegated substantive legal work for which a lawyer is responsible.
There is absolutely nothing glamorous about ethics. But it is critical for every paralegal to know
and understand the ethics that bind them and the attorneys they work for. Attorneys have a Professional
Code of Ethics - as mandated by the Mississippi Supreme Court in our state – that spells out in detail what
attorney’s obligations are and what they can and cannot do. Paralegals are bound by the same rules as
attorneys.
There are a couple of places we can go for guidance - the American Bar Association's Model
Guidelines for the Utilization of Paralegals and NALA's Code of Ethics. Below, I have listed each one, with
brief comments beneath them. This is what we will discuss today.
ABA Model Guidelines for the Utilization of Paralegals:

Guideline 1: A lawyer is responsible for all of the professional actions of a paralegal performing
services at the lawyer's discretion. They lawyer should take reasonable measures to ensure that the
paralegal's conduct is consistent with the lawyer's obligations under the rules of professional
conduct of the jurisdiction in which the lawyer practices.
o The lawyer will pay for most of your mistakes, either through sanctions, suspension,
disbarment, etc. That doesn't mean you can't get fired, or sued, or put in jail, depending on the
offence.

Guideline 2: Provided the lawyer maintains responsibility for the work product, a lawyer may
delegate to a paralegal any task normally performed by the lawyer except those tasks proscribed to
a nonlawyer by statute, court rule, administrative rule or regulation, controlling authority, the
applicable rule of professional conduct of the jurisdiction in which the lawyer practices, or these
Guidelines.
o Which covers darn near everything, with some notable exceptions, included in Guideline 3,
below.

Guideline 3: A lawyer may not delegate to a paralegal:
(a) Responsibility for establishing an attorney-client relationship.
(b) Responsibility for establishing the amount of a fee to be charged for a legal service.
(c) Responsibility for a legal opinion rendered to a client.
 Never, ever, ever. No exceptions.

Guideline 4: A lawyer is responsible for taking reasonable measures to ensure that clients, courts,
and other lawyers are aware that a paralegal, whose services are utilized by the lawyer in
performing legal services, is not licensed to practice law.
o They are ultimately responsible, but that does not relieve you of the responsibility.

Guideline 5: A lawyer may identify paralegals by name and title on the lawyer’s letterhead and on
business cards identifying the lawyer’s firm.
o "...and title" is the relevant part here. Your name, without the title "paralegal", is not
sufficient.

Guideline 6: A lawyer is responsible for taking reasonable measures to ensure that all client
confidences are preserved by a paralegal.
o They shouldn't have to remind you about this, but it is their responsibility to do so. What
about inside the office? Yes, you must maintain confidences there too.

Guideline 7: A lawyer should take reasonable measures to prevent conflicts of interest resulting
from a paralegal’s other employment or interests.
o You should disclose any potential conflict to your attorney and let them decide whether it
constitutes a conflict or not as soon as you become aware one may exist. If you have a
second job, a business venture, etc., you should let them know.

Guideline 8: A lawyer may include a charge for the work performed by a paralegal in setting a
charge and/or billing for legal services.
o This is one of the things that makes us so valuable - they can bill for the time we spend
working on a case.

Guideline 9: A lawyer may not split legal fees with a paralegal nor pay a paralegal for the referral
of legal business. A lawyer may compensate a paralegal based on the quantity and quality of the
paralegal’s work and the value of that work to a law practice, but the paralegal’s compensation may
not be contingent, by advance agreement, upon the outcome of a particular case or class of cases.
o It is not unusual for attorneys to split fees between themselves, but it cannot be done with
paralegals. It is ok for them to give us a bonus afterward (although this is not common at
defense firms) but we cannot demand it nor can they promise it.

Guideline 10: A lawyer who employs a paralegal should facilitate the paralegal’s participation in
appropriate continuing education and pro bono publico activities.
o You have to keep abreast of new rules and regulations that affect your work. They need to
assist you with that.
The National Association of Legal Assistants Canons:
Canon 1. A paralegal must not perform any of the duties that attorneys only may perform nor take
any actions that attorneys may not take.
 If it is illegal for the attorney to do it, it is illegal for you to do it.
 No unauthorized practice of law. If you have to ask yourself if something constitutes the
unauthorized practice of law, err on the side of caution and assume it does.
UPL is defined by Statute, and it varies from state to state. However, the MS statute (Miss. Code Ann.
Section 8682) does not cover every possible unauthorized practice. The unauthorized practice of law is
ultimately defined and decided on by the constitutional power of the judiciary. So even if it isn't in one of
the "do not do this" lists, that doesn't mean our judicial system cannot decide that what you did was UPL.
Think through your actions. Be guided by an attorney you trust on what you can or cannot do. Some good
examples of UPL - giving legal advice. This would be recommending a course of action with legal
consequences, explaining a person's legal rights and responsibilities, evaluating the probable outcome of a
legal matter, interpreting statutes, decisions and legal documents. You also cannot do anything that
exercises independent legal judgment or represent clients in court (with a few administrative agency
exceptions.)
Prevention - Always disclose your paralegal status, have the attorney supervise, review and approve
your work product, and make the attorney aware of your skill level.
Canon 2. A paralegal may perform any task which is properly delegated and supervised by an
attorney, as long as the attorney is ultimately responsible to the client, maintains a direct relationship
with the client, and assumes professional responsibility for the work product.
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Except in very limited circumstances, paralegals must be supervised by an attorney, the attorney is
always responsible for the work product, and it is the attorney who establishes and maintains the
client relationship.
I once read a motion filed with the Court where the attorney threw his paralegal under the bus. The
paralegal failed to draft something correctly, file something correctly, or schedule something
correctly and, as a result, a mistake was made. Instead of taking ownership of the mistake, that
attorney took the low road and blamed the paralegal in virtually every paragraph. It did not endear
him to opposing counsel or the court and it didn't even matter, because he was responsible for the
actions of his paralegal whether he liked it or not. Lesson No. 1 - Don't get your attorney in trouble.
Lesson No. 2 - Don't work for a weasel.
Canon 3. A paralegal must not: (a) engage in, encourage, or contribute to any act which could
constitute the unauthorized practice of law; and (b) establish attorney-client relationships, set fees,
give legal opinions or advice or represent a client before a court or agency unless so authorized by
that court or agency; and (c) engage in conduct or take any action which would assist or involve the
attorney in a violation of professional ethics or give the appearance of professional impropriety.
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Memorize this - it is the most important description of what you can never do.
More examples - recommending a course of action, explaining a person's legal rights and
responsibilities, evaluating the probable outcome of a legal matter, interpreting statutes, decisions
and legal documents, and preparing legal documents for someone by applying knowledge of the
law to the specific situation (i.e. privately for a friend).
To prevent UPL - always disclose your paralegal status, attorney reviews and approves final work
product, and attorney provides adequate supervision (if the attorney isn't providing adequate
supervision, consider getting a new job.)
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The attorney accepts the case, never the paralegal.
The attorney sets the fees, never the paralegal.
Do not do anything that even looks like it might be improper. If what you are doing could be
misconstrued, don't do it.
Canon 4. A paralegal must use discretion and professional judgment commensurate with knowledge
and experience but must not render independent legal judgment in place of an attorney. The services
of an attorney are essential in the public interest whenever such legal judgment is required.


Don't assume you know the law, even if you think you do. There may be nuances to a case that you
are completely unaware of. And, you may be smart enough to be a lawyer, but unless you have a
bar number, you aren't.
If you don't know how, say so. If you wonder if something you did was correct, direct the attorney's
attention to it.
Canon 5. A paralegal must disclose his or her status as a paralegal at the outset of any professional
relationship with a client, attorney, a court or administrative agency or personnel thereof, or a
member of the general public. A paralegal must act prudently in determining the extent to which a
client may be assisted without the presence of an attorney.
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Identify yourself on every occasion as "Good morning, my name is____, paralegal to__________
and I am calling about____________ ." Do not assume they know you are not a lawyer.
Have you ever told someone you were a paralegal, just for them to comment "That is the same
thing as a lawyer." I always say "No, it really isn't." And you should too.
Telling a client that a motion is due on a certain date is not the unauthorized practice of law.
Telling them that they will win the motion based on the law in the case, is the unauthorized practice
of law. Know the difference. If you don't know the difference, don't go there. ("I'm sorry, I don't
know the answer to your question. Attorney so-and-so will be back in about an hour and I will have
her call you with that information, so you can have the best and most up-to-date information
available. I wouldn't want to misinform you about anything.")
Canon 6. A paralegal must strive to maintain integrity and a high degree of competency through
education and training with respect to professional responsibility, local rules and practice, and
through continuing education in substantive areas of law to better assist the legal profession in
fulfilling its duty to provide legal service.

Rules and laws are in a constant state of flux. Just because you learned something last year doesn't
make it accurate this year. Stay up to date, train diligently, follow trends in the law and educate
yourself.
Canon 7. A paralegal must protect the confidences of a client and must not violate any rule or statute
now in effect or hereafter enacted controlling the doctrine of privileged communications between a
client and an attorney.
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No talking about it at cocktail parties, in the elevator, at the bookstore, or at home with your spouse.
Do not tell people who your firm represents. Even that information is confidential, unless
specifically allowed by the client. Paralegals do not get to make this decision.
If someone learns you are involved in a case and wants to talk about it, say politely but firmly, "I
cannot discuss work." That's all. Nothing else is required.
Canon 8. A paralegal must disclose to his or her employer or prospective employer any pre-existing
client or personal relationship that may conflict with the interests of the employer or prospective
employer and/or their clients.

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Don't assume you know whether or not there is a conflict. That is for the attorney to decide.
If a conflict arises, inform the attorney at once.
Canon 9. A paralegal must do all other things incidental, necessary, or expedient for the attainment
of the ethics and responsibilities as defined by statute or rule of court.
 Ignorance is no excuse.
Canon 10. A paralegal's conduct is guided by bar associations' codes of professional responsibility
and rules of professional conduct.
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
If the rule applies to the attorney, it applies to you too. "My attorney said it was ok" or "I didn't
know" is not going to keep you from being fired, or in some rare circumstances, criminally or
civilly liable for whatever you didn't know you weren't supposed to do.
The rules apply to you after hours as well.
Conflicts of Interest
The knowledge of one party is to detriment of another. When a paralegal or lawyer changes jobs
this happens. If someone at the firm has to be blocked from a case, an ethical wall is put up. Read ABA
Rule 1.7 regarding conflicts of interest.
Lawyers cannot:
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Enter into business ownership transactions with a client unless the terms are fair; the client
has a chance to seek independent legal advice, and the client consents.
Assume representation when the opposing party is represented by counsel who is related to
the lawyer, unless the client knows of the relationship and consents to the representation.
Acquire proprietary interest in litigation being handled for a client except by reasonable
contingency fee contract for lawful attorney’s lien to secure fees or expenses; and
Advise or assist a client to engage in conduct that the lawyer knows to be fraudulent or
criminal.
Unauthorized Practice of Law (UPL)
UPL involves non-attorneys giving legal advice to clients, drafting legal documents for clients,
and representing clients in legal negotiations and court proceedings such as lawsuits. Attorneys can
commit UPL if they have been disbarred or suspended from practice.
Paralegals cannot:
-
Give direct legal advice to clients
Represent a client in court
Accept cases
Set fees
Negotiate legal matters on behalf of the clients
Represent clients in court settings
Tell clients directly which legal forms to use
Contract with, or be employed by, a natural person other than an attorney to perform
paralegal services
Communications and Attorney-Client Privilege
Communicate you are a paralegal to the client. Remember to protect the attorney-client privilege
at all times. Do not talk about cases or specific events.
Ethical Issues
You have an obligation to report any ethical violations that you become aware of. This isn't easy.
No one wants to tell on others or put their job at risk, but if you know and don't report it, you are as guilty
as they are. Many firms now have a "hotline" you can call if you suspect unethical behavior. If you have
that, utilize it.
If you don't know for certain if another person committed, or is committing, an ethical violation,
report it in confidence to someone in management or an attorney you trust, but tell them you aren't sure.
Lying on your timesheet is unethical. "Padding" your time entries is the same thing as lying. Try to be as
exact as you can when recording your time.
Everyone is on Facebook, Linkedln, or Twitter, or some other social media these days. What you
post is forever. Be cautious. Be smart. Do not be the paralegal that did not get hired - or got fired because you talked about inappropriate things in public places. Law firms do not hire people who are
indiscrete. Discretion is such a part of what we as paralegals do, that law firms cannot take a chance that
you will be as indiscrete with their information as you are with your own.
References and Websites:
ABA Model Guidelines for the Utilization of Paralegals and ABA Standing Committee on Paralegals
www.americanbar.org
MS Supreme Court - MS Rules of Professional Conduct www.msbar.org
NALA Code of Ethics at www.nala.org
www.nals.org
www.paralegals.org
Ethical Considerations for Legal Assistants https://www.youtube.com/watch?v=ZxJjdg-hOSE