Section 10.01 - Registration of In-house Counsel(a) A lawyer who is admitted to the practice of law in another U. S. jurisdiction or is a foreign lawyer who is employed as a lawyer by an organization, the business of which is lawful and consists of activities other than the practice of law or the provision of legal services, and who has a systematic and continuous presence in this jurisdiction pursuant to Tenn. Sup. Ct. R. 8, RPC 5.5(d)(1), shall complete the requirements for registration as in-house counsel within 180 days of the commencement of employment as a lawyer (the "Registration Period")..(1) A complete application for registration requires submitting to the Board the following: (A) The application, including an NCBE Background Investigation Application and all required supporting documents, in the manner established by the Board;(B) The fee in the amount set by the Board under section 11.01;(C) Certificates of admission to law the highest court for each United States and foreign jurisdiction to which the lawyer is admitted;(D) Certificates of status current good standing in all United States and foreign jurisdictions in which the lawyer is admitted to practice law;(E) An affidavit from an officer, director, or general counsel of the employing entity in the form provided by the Board attesting to the lawyer's employment by the entity, the date employment began, and the capacity in which the lawyer is so employed, and stating that the employment conforms to the requirements of this Rule.(F) For any documents that are not in English, the lawyer shall submit an English translation and satisfactory proof of the accuracy of the translation.(2) The Board shall list the items and steps necessary for a complete application in the Board Policies and Procedures.(3) The lawyer obtains approval by the Board on a registration application that is: (A) completed on or before expiration of the Registration Period as provided in paragraph (a) of this section; or(B) completed after expiration of the Registration Period and the late fee as provided in paragraph (h) of this section has been paid.(4) The Board has the discretion to issue approval after the Registration Period has expired. If the application was completed prior to expiration of the Registration Period, the approval shall be deemed timely, even if after the expiration of the Registration Period.(5) For purposes of this Rule, a "foreign lawyer" is a member in good standing of a recognized legal profession in a foreign jurisdiction, the members of which are admitted to practice as lawyers or counselors at law or the equivalent and subject to effective regulation and discipline by a duly constituted professional body or a public authority. Upon recommendation of the Board, the Supreme Court may allow a foreign lawyer lawfully practicing as in-house counsel in a foreign jurisdiction who does not meet the above requirements to register as an in-house counsel after consideration of other criteria, including the lawyer's legal education, references, and experience.(b) A registered lawyer under this section shall have the rights and privileges otherwise applicable to members of the bar of this State with the following restrictions: (1) The registered lawyer is authorized to provide legal services to the entity client or its organizational affiliates, including entities that control, are controlled by, or are under common control with the employer, and for employees, officers and directors of such entities, but only on matters directly related to the registered lawyer's work for the entity and only to the extent consistent with Tenn. Sup. Ct. R. 8, RPC 1.7; and(2) The registered lawyer shall not: (A) Except as otherwise permitted by the rules of this State, appear before a court or any other tribunal as defined in Tenn. Sup. Ct. R. 8, RPC 1.0(m);(B) Offer or provide legal services or advice to any person other than as described in paragraph (b)(1), or hold himself or herself out as being authorized to practice law in this State other than as described in paragraph (b)(1); and(C) If a foreign lawyer, provide advice on the law of this or another jurisdiction of the United States except upon the basis of advice from a lawyer who is duly licensed and authorized to provide such advice.(c) Notwithstanding the provisions of paragraph (b)(2)(A) and (B), above, a registered lawyer under this section, other than a foreign lawyer, is authorized to provide pro bono legal services through an established not-for-profit bar association, pro bono program or legal services program or through such organization(s) specifically authorized in this jurisdiction.(d) A registered lawyer under this section shall: (1) Complete the registration process with the Board of Professional Responsibility within thirty days of approval of the application to register under paragraph (a)(3) of this section;(2) Pay all annual fees payable by active members of the bar;(3) Fulfill the continuing legal education requirements that are required of active members of the bar; and(4) Report to the Board, within thirty days, the following:(A) Termination of the lawyer's employment as provided in paragraph (f)(1) of this section;(B) Whether or not public, any change in the lawyer's license status in another jurisdiction, including by the lawyer's resignation; and(C) Whether or not public, any disciplinary charge, finding, or sanction concerning the lawyer by any disciplinary authority, court, or other tribunal in any jurisdiction.(e) A lawyer who is registered or who is required to register under this section shall be subject to Tenn. Sup. Ct. R. 8 (Rules of Professional Conduct) and all other laws and rules governing lawyers admitted to the active practice of law in this State. The Board of Professional Responsibility has and shall retain jurisdiction over the lawyer who is registered or required to register with respect to the conduct of the lawyer in this or another jurisdiction to the same extent as it has over lawyers generally admitted in this State.(f) A registered lawyer's rights and privileges under this section automatically terminate when: (1) The lawyer's employment with the entity employing the lawyer at the time the lawyer becomes registered ends;(2) The lawyer is suspended or disbarred from practice in any jurisdiction or any court or agency before which the lawyer is admitted;(3) The lawyer fails to maintain active status in at least one jurisdiction; or (4) The lawyer fails to comply with the requirements in paragraph (d)(1) - (4), above. Upon the occurrence of one or more of the foregoing events, the registered lawyer shall give written notice within thirty days of the terminating event to the Board and to the Board of Professional Responsibility.
(g) A registered lawyer whose registration is terminated under paragraph (f)(1), above, may be reinstated within 180 days of the end of the lawyer's previous registered employment by completing the requirements for reinstatement of registration (the "Reinstatement Period")..(1) The complete application for reinstatement of registration requires submitting to the Board the following: (A) The application for reinstatement of registration in a form prescribed by the Board, including all required supporting documents and submitted in the manner established by the Board;(B) The reinstatement fee set by the Board pursuant to section 11.01; and(C) Certificates of Admission and Good Standing as prescribed by the Board; and(D) An affidavit from the current employing entity as prescribed in paragraph (a)(1)(E).(2) The Board shall list the items and steps necessary for a complete application for reinstatement of registration in the Board Policies and Procedures.(3) The lawyer obtains approval by the Board on a reinstatement application that is completed on or before the expiration of the Reinstatement Period.(4) The Board has the discretion to issue approval after expiration of the Reinstatement Period upon submission of a timely completed reinstatement application. Such approval is timely and the lawyer shall not be considered to have engaged in unauthorized practice of law if the Board approves the timely completed reinstatement application after the Reinstatement Period.(5) A lawyer whose employment ends and who does not obtain new in-house counsel employment in Tennessee within 180 days of termination of registration under paragraph (f)(1) of this section, or who obtains new In-house Counsel employment in Tennessee but does not complete the application for reinstatement of registration prior to expiration of the Reinstatement Period, must submit a new application to register as provided in paragraph (a) of this section.(h) A lawyer under this Rule who fails to complete the registration application under paragraph (a) of this section prior to the expiration of the Registration Period shall be: (1) Permitted to register under this section as provided in paragraph (a), above but will be required to pay a late registration fee as provided in the fee schedule established under section 11.01;(2) Subject to professional discipline in this jurisdiction;(3) Ineligible for admission pursuant to section 5.01 of this Rule;(4) Referred by the Board to the Board of Professional Responsibility; and(5) Referred by the Board to the disciplinary authority of the jurisdiction(s) of licensure.(i) A lawyer's service to the lawyer's employer before timely registration under this Rule shall not constitute the unauthorized practice of law or otherwise be treated as violating Tenn. Sup. Ct. R. 8, RPC 5.5 as long as the services are permitted under this Rule for registered lawyers and the lawyer complies with the requirement to complete the registration application under paragraph of this section before the expiration of the Registration Period or to complete the reinstatement application under paragraph (g) of this section before expiration of the Reinstatement Period.(j) A lawyer who is eligible to register under this section but who submits an application for admission without examination under section 5.01, by examination under section 3.01, by transferred UBE score under section 3.05, or as a Spouse of a Military Service member under section 10.06, must register to practice pending admission under section 10.07 or also register as in-house counsel. The protections of paragraph (i) apply only to lawyers who are seeking registration as in-house counsel and do not apply for admission under other sections of this Rule. Amended by Order filed and effective 3/29/2019; amended by Order filed and effective 4/26/2019; and as amended by order filed and effective 10/31/2023. See Administrative Order No. ADM2022-00320, granting the Board of Law Examiners discretion to waive the late fee imposed by Tenn. Sup. Ct. R. 7, §10.01(h) for registration by lawyers working remotely for a Tennessee company and to approve the registration of a lawyer working as in-house counsel without determining when the lawyer established a "presence" in Tennessee.