This template letter is intended for use in situations where you need to tell an individual or entity that you are not acting for them in a particular matter.
This scenario can arise where you are acting for a client and there are other parties with an interest in the transaction or case. Depending on the circumstances, these parties may contact you and try to obtain advice. A party involved in a transaction that you are dealing with may wrongly assume that you are advising them if they think that their interests align with those of your client. It is important to avoid any confusion in these situations. If you are concerned that a third party who has contacted you wrongly believes you are advising them, consider confirming in writing that you are not.
Examples of these situations include, but are not limited to:
- A third party gifting a buyer money for a residential property purchase.
- A shareholders agreement.
- A corporate acquisition.
- A neighbour involved in a communal repairs dispute.
- A spouse seeking advice on separation where you are instructed by, or have given advice to, the other spouse.
You do not need to, nor should you, send a letter of non-engagement to anyone who may have an interest in a transaction but has not sought advice from you. These templates are intended to assist in situations where a party has already contacted you and where it would help to have a record of the fact that the party in question has been clearly told that you cannot provide them with advice.
Before sending a letter of non-engagement, make sure you have considered any confidentiality issues, as a party who has contacted you may not know for certain that you act for a party to the transaction in question. If you consider that a situation merits a letter of non-engagement, make sure you discuss this with your client first so that they understand why you consider it necessary.
For the Law Society’s rules and guidance on client confidentiality, see:
It is, of course, essential to provide your own client with a detailed letter of engagement tailored to their instruction in terms of Rule B4 Client Communication. For tips and suggestions on letters of engagement, see Lockton’s Guide to Letters of Engagement.
The scenarios listed here represent situations where acting for more than one party presents a conflict of interest. You can find more materials on conflicts and how to identify them on the Law Society’s website; see Conflicts of interest Generally.
It is important to note that letters of non-engagement are not a requirement under either the rules and guidance of the Law Society of Scotland or the Master Policy, and this template is simply suggested as a helpful tool for practitioners.