Legal Question in Business Law in California

Using out of state attorneys through the Internet in California

I have been dealing with a Pennsyvania attorney in the matter drafting Trade Secrets and Stock Purchase agreements to buy out the other 50% shareholder of this small, $300,000 a year corporation. I knew right from the beginning that she was not licensed in CA. After 4 months and over $15,000 later, I run across a message on the list server at lawlib.wuacc.edu while I was researching what pro hac vice means. This e-mail, refers to a case (Birbrower, Montalban, Condon * Frank v. Superior Court) about out of state counsel.

The email refers to the the California statute prohibiting the practice of law in California except by lawyers licensed in California. My questions are thus: 1. Am I going to be in trouble, or end up with a worthless set of documents because of this? 2. Since I am in the process of entering the closing phase of this buy out and need to sign another retainer, would it be more productive to have a California attorney actually finish this? This attorney wants another relatively large retainer to continue this. In the 5 page retainer I recieved from her, she is saying that I agree to hire a California attorney. Why should I do that and also keep her?

Thank you for your time. You have a really great web site.


Asked on 9/25/97, 2:01 pm

1 Answer from Attorneys
Mark D. Gershenson Mark D. Gershenson, Attorney at Law

Pennsylvania Attorney

You won't get "in trouble" and probably won't end up with a worthless set of documents. Assuming that you and the corporation are in CA, I would suggest that you use a CA attorney to finish the transaction. There may be issues of compliance with California law about which the Pennsylvania attorney might not be familiar; or if familiar, might not have a lot of experience. Also, why send CA money to PA?

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Answered on 9/26/97, 9:13 pm


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