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Professional responsibility- Unauthorized Practice of Law- Ethics

Nashville, TN |

I am in my last semester of law school in Tennessee ( I graduate in December), and I just got a job at a TN corporation. They do not have any attorneys on staff here, and they want me to be their attorney once I pass the BAR exam in February (to read contracts and help negotiate terms of contracts). Right now, I am just helping them with compliance related issues that I am confident do not constitute any ethics violations. However, I have a few main concerns about their job offer. There are no attorneys on staff here, and I would be the only legal person here. What are the things I should be worried about and how can I avoid the "unauthorized practice of law." Is it possible to be an attorney and work at a corporation with no formal legal department besides myself? Please help because I really like this job, but I'm afraid I won't be able to work here.

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Attorney answers 2


Note that I am not licensed to practice in your state.

Passing the bar exam doesn't qualify or license you to be an attorney. You need to be sworn into the Bar before you can practice. Before you are sworn into the Bar, you cannot render legal advice and that includes giving advice regarding contract terms or drafting contracts. You can sign on as general counsel of the company once you get sworn in but not before.


As long as you have a law license in your state and are practicing in your state there is no ULP. In the mean time your prospective employer should send you to some corporate counsel training seminars.

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