A departing partner and a downloaded client database
On Monday morning the senior partner of your three-partner practice tells you that Simon, the partner who built the firm's largest client block (11 clients, £410,000 of £900,000 annual fee income), resigned on Friday and joins a competitor in four weeks. On Sunday, IT reported that Simon's account downloaded the client relationship database - fee histories, contact details, 200 pages of engagement notes - to a personal cloud drive, and that he emailed three clients from his firm address. His partnership deed has a six-month non-solicitation clause but says nothing specific about client data; it does say "all records remain the property of the firm". Simon says the download was "for continuity" and that he will delete it. Partners have not yet told staff or the clients. One of the 11 clients has a statutory deadline in nine days.
1. What are your first 48 hours, and who decides what?
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Split the response into evidence, containment, and governance - in that order.
Evidence, today: have IT preserve logs of the download and the three emails, and take an image of Simon's mailbox and home drive before anything is reset or reassigned. Do not delete his account. If the data includes personal data, the firm may have a notification obligation, and the assessment starts from knowing exactly what left the building.
Containment, today: suspend his remote access and recover firm devices; change shared credentials he knew; identify which of the 11 clients he has contacted and what was said. Ask Simon in writing to confirm what he holds, on what device, and to delete it and confirm deletion - a request that protects the firm's position whether or not he complies.
Governance, this week: the decision on legal action, on notifying clients, and on what staff are told belongs to the partners collectively, not to the senior partner alone. Instruct an employment or partnership lawyer now, before any conversation with Simon that could later be characterised as acquiescence. Acquiescence is the real risk: a partner who is told about the download on Monday and says nothing until the client leaves has, in effect, accepted it.
The nine-day deadline is not postponed by any of this. Identify who takes over that client file today and confirm in writing to the client that the firm is handling it.
2. Analyse the data and confidentiality position. Does "all records remain the property of the firm" settle it, and what do you tell the three clients he emailed?
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The clause helps but does not settle it. Property in records and permission to use them are different questions. The firm owns the database; Simon had access to it for the firm's purposes. Copying it to a personal drive for use at a competitor is a use outside the purpose for which access was given, whether or not the copies are ever opened. The absence of an express data clause in the deed affects remedies and the strength of any injunction, not whether the copying was proper.
There is a second layer: much of the database is personal data about identifiable individuals, and some engagement notes will contain client confidential information. The firm is accountable for that data and for its own security. A bulk download to a personal cloud account is a security incident that the firm must assess, and depending on the law and jurisdiction, may need to notify. "For continuity" is not a lawful basis for transferring client files to a competitor.
To the three clients, quickly, before Simon's new employer does: "Simon has resigned and will join another firm. We understand he has been in contact with you. We want to confirm that your file remains with us and that [named partner] is now responsible for it. If you have received documents from Simon, please tell us, because some of that material belongs to this firm and may contain your confidential information." Do not accuse, do not speculate, do not disparage. State facts the firm can substantiate, and offer a meeting. Clients dislike being fought over; they dislike being kept in the dark more.
3. One of the 11 clients is a long-standing personal contact of Simon's and asks to move with him. How do you respond, and what does that reveal about the firm's exposure on the other ten?
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Respond by separating the client's right to choose from the firm's rights under the deed. The client is free to move; a non-solicitation clause binds Simon, not the client. So the answer is: "Of course you may decide to move, and we will hand over your file properly and promptly. We are also asking Simon to honour his agreement with us, which is a matter between him and the firm, not something we will make difficult for you."
Then do the transition properly - final billing, a clean handover, no withholding of records the client is entitled to. Petty obstruction costs the firm the goodwill of everyone the client talks to, and clients in a 60-person market talk to each other.
The request reveals the real exposure: the risk is not the downloaded database but the relationships. If one of the 11 wants to follow Simon, several may. So the firm's work this month is not primarily legal. It is: who owns each of the 11 relationships, who has actually spoken to each client since Friday, and what does each client need in the next 30 days. Assign every one of the 11 to a named partner and make contact before the competitor's announcement, not after.
Also ask the uncomfortable question. Simon built £410,000 of a £900,000 practice. A firm where one person holds that much of the relationship has a concentration problem that a non-solicitation clause cannot fix. The deed's silence on client data is a symptom. The partners should commission a review of the deed, data access controls, and succession, and should do it while this matter is still fresh enough to command attention.