Agenda - Council Work Session - 09/08/2008

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(-- C'-' "[A] lawyer shall not represent a client if the representation involves a concurrent conflict of interest," which exists if "the representation of one client will be directly adverse to another client." Minn. R. Prof. Conduct 1.7(a)(1). The rule addresses only conflicts between actual clients, not non-parties to litigation. rd. "A lawyer who represents a corporation or other organization does n~t, by virtue of that representation, necessarily represent any constituent. . . ." Comment 34, Minn. R. Prof. Conduct 1.7 (citing Rule 1.13(a)). Instead, "[a] lawyer employed or retained by an organization represents the organization acting through its duly authorizeq. constituents." Minn. R. Prof. Conduct 1.13( a). As used in Rule 1.13 "constituents" include officers, directors, employees, and sharehol4ers or equivalent positions "for organizational' clients that are not corpora~ons." Comment 1 , Minn. R. Prof. Conduct 1.13. Consequently, an attorney does not, by representing a city, undertake the representation of every one of its residents. See rd. See also In re Advisory Committee on Professional Ethics. Docket No. 18-98, 745 A.2d 497, 501 (N.J. 2000) (a city attorney's client "is the municipal body as represented through its mayor, council and other officials"). . While Plaintiffs acknowledge this action was not authorized or endorsed br the Ramsey City Council, they argue that they are members of that body and have instituted the present action on behalf of their children and "those City of Ramsey residents similarly situated." Even if Plaintiffs' action were certified as a class action, the addition of "similarly situated" parties would not make the City of Ramsey a party to this case. Neither Mr. Dehen nor Mr. Look holds authority, together or singly, to take official action on behalf of the City. Since an attorney representing an organizational client does not represent every constituent of that client, 7