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Corporate lawyers; conflict of interest, C3S19 CPRA

Section 19, Canon III SECTION 19. Corporate lawyers; conflict of interest. - In relation to organizational clients, a lawyer who represents a corporation or any organization does not, by virtue of such representation, necessarily represent any constituent or affiliated organization, such as a parent or subsidiary. A lawyer for a corporation or other organization, who is also a member of its board of directors or trustees, shall determine whether the responsibilities of the two roles may conflict. In the event of the latter, the lawyer shall disclose the conflict of interest to all concerned parties. (2023 Code of Professional Responsibility and Accountability or CPRA) 1. Corporate lawyers; conflict of interest a. Corporations and its affiliated organizations, parent or subsidiary For organizations as clients, lawyers who represent a corporation or any organization do not “by virtue of such representation, necessarily represent any constituent or affiliated organization, such as a parent or subsidiary.” A corporation is an artificial being invested by law with a personality separate and distinct from that of other corporations to which it may be connected. (Fortun v. Quinsayas, G.R. No. 194578, February 13, 2013, Per Carpio, J.) b. When also a member of the Board of Directors If lawyers who represent corporations or other organizations and they are also a member of its Board of Directors or Trustees, they are required to “determine whether the responsibilities of the two roles...

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