RULE 5.2 RESPONSIBILITIES OF A SUBORDINATE LAWYER
(a) A lawyer is bound by these
Rules notwithstanding that the lawyer acted at the direction
of another person.
(b) A subordinate lawyer does not violate these Rules if that lawyer acts in accordance with a supervisory lawyer's reasonable resolution of an arguable question of professional duty.
 Although a lawyer is not relieved of responsibility for a violation by the fact that the lawyer acted at the direction of a supervisor, that fact may be relevant in determining whether a lawyer had the knowledge required to render conduct a violation of the Rules. For example, if a subordinate files a frivolous pleading at the direction of a supervisor, the subordinate would not be guilty of a professional violation unless the subordinate knew of the document's frivolous character.
 When lawyers in a supervisor-subordinate relationship encounter a matter
professional judgment as to ethical duty,
each lawyer is responsible the
supervisor may assume
responsibility for making the decision judgment. Otherwise a
consistent course of action or position
could not be taken. If the question can reasonably be answered only one way, the duty of both
lawyers is clear and they are equally responsible for fulfilling it. However, if the question is
reasonably arguable, someone has to decide upon the course of action. That authority ordinarily
reposes in the supervisor, and the subordinate may be guided accordingly. For example, if a
question arises whether the interests of two clients conflict under Rule 1.7, the supervisor's
reasonable resolution of the question should protect the subordinate professionally if the
is subsequently challenged. Although a lawyer is not relieved of responsibility for
a violation by
that fact that the lawyer acted at the direction of another lawyer, the fact may be relevant in
determining whether a lawyer had the knowledge required to render conduct a violation of these
Rules. In addition, the nature of the ethical question presented, the relationship
between the lawyers,
whether other lawyers were consulted regarding the ethical question, and the
taken may be used, along with other relevant facts, to mitigate the discipline imposed for the
Reference: Minutes of the Professional Conduct Subcommittee of the Attorney Standards Committee on 11/08/85 and 01/31/86; Minutes of the Joint Committee on Attorney Standards on 08/06/04, 03/18/05, 06/14/05.