quick tip: partners investing in clients

bonus: sample agreement language.

by marc rosenberg

during my career, i’ve seen partners come to blows over this.

more: deciding how to allocate partner income | principals who aren’t cpas | why non-compete and non-solicitation covenants matter | handling pay during the disability of a partner | why voting isn’t such a big deal | what’s in a (firm) name? | protect your business with a solid partner agreement
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one partner has a non-attest client who offers an opportunity to invest in the client’s business. a very common example is a client who is a real estate syndicator. this can often be quite lucrative for the partner.

the other partners are incensed that they weren’t given an equal opportunity to invest in the client. after all, if the firm subscribes to the one-firm concept, aren’t all the assets – including clients – assets of the firm and not of an individual partner?

in my experience, a majority of firms require partners investing in non-attest clients to invite the other partners to invest as well.

this is one of those provisions that are best adopted early in the firm’s existence, ideally before any partner actually invests with a client. conversely, if a firm has gone 10 or 20 years without this provision and partners have been getting rich making these investments, it can be difficult and awkward to adopt this change. but it is quite possible. 

sample language for your partner agreement

here is an example of the verbiage i have seen in many agreements:

“partners can participate in business investments with non-attest clients only with the approval of the firm. they should be required to give all of the firm’s partners an opportunity to participate equally.”