2.2 Code of Conduct: Clients, Confidentiality and Disclosure

The Code SQE1 actually names

The full instrument is the SRA Code of Conduct for Solicitors, RELs, RFLs and RSLs. The SQE1 Assessment Specification is explicit: in the assessments it is referred to as the "SRA Code of Conduct for Solicitors". Learn it under that exam name, but remember that the same standards apply to registered European, foreign and Swiss lawyers. The Code describes standards of professionalism that apply irrespective of your role or workplace, subject to the Overseas Rules for overseas practice. Paragraphs 8.1 to 8.11 apply only when you provide services to the public or a section of the public.

You are personally accountable. Being a newly qualified employee is not a defence. If a partner's instruction would breach the Code, you do not follow it. The introduction to the Code (which does not form part of the numbered paragraphs) also reminds you that conduct need not take place in a workplace in order to relate to your practice, so long as it touches realistically upon practice in a demonstrably relevant way.

Official source: SRA Code of Conduct for Solicitors, RELs, RFLs and RSLs (current version in effect from 11 April 2025).

Identifying the client and taking instructions

Paragraph 8.1: you identify who you are acting for in relation to any matter. That sounds elementary and is a frequent SQE1 trap.

• A daughter brings her father to make a will and offers to pay. The client is the testator, not the paying relative. Interview the father alone long enough to confirm capacity, intention, and the absence of undue influence.
• A director emails "we need the company to sign this guarantee." Identify whether you act for the company, the director personally, or both — and then run conflicts.
• A husband sits in on his wife's immigration interview and answers for her. If you have reason to suspect the instructions do not represent her wishes, paragraph 3.1 says you do not act unless you have satisfied yourself that they do.

Paragraph 3.1 in full: you only act for clients on instructions from the client, or from someone properly authorised to provide instructions on their behalf. If you have reason to suspect that the instructions do not represent your client's wishes, you do not act unless you have satisfied yourself that they do. Where you have legal authority to act even though you cannot obtain or ascertain instructions (for example certain lasting-power-of-attorney or litigation-friend situations), you remain under an overriding obligation to protect the client's best interests.

Verify claimed authority. A "we've always dealt with the finance director" email is not proof that the finance director can bind the company on a related-party sale.

Competence, service, and best interests

Principle 7 (best interests of each client) is given operational content by the Code:

• 3.2 — the service is competent and delivered in a timely manner.
• 3.3 — you maintain your competence and keep knowledge and skills up to date. Defamation or SLAPP-adjacent work is a competence warning-notice topic: if you do not have the knowledge, you do not dabble.
• 3.4 — you take account of the client's attributes, needs and circumstances (language, disability, digital exclusion, vulnerability).
• 3.5–3.6 — if you supervise others you remain accountable for their work and you ensure they are competent, including in their ethical obligations.
• 1.2 — you do not abuse your position by taking unfair advantage of clients or others.
• 8.6–8.7 — information the client can understand, and the best possible information about pricing and likely overall cost at engagement and as the matter progresses.

A newly qualified solicitor who copies a precedent NDA without reading whether it blocks a protected disclosure is not "following the file" — they are providing an incompetent service and may also breach the NDA warning notice.

Confidentiality: paragraph 6.3

You keep the affairs of current and former clients confidential unless disclosure is required or permitted by law or the client consents. The SRA's confidentiality guidance, applying Prince Jefri Bolkiah v KPMG [1998] UKHL, treats the duty as unqualified: it is a duty to keep the information confidential, not merely to take all reasonable steps. It is also a duty not to misuse the information for anyone other than the client's benefit. The duty:

• attaches to information given in connection with the retainer, from the client or a third party;
• continues after the retainer ends and after the client's death (when the right passes to the personal representatives);
• binds support staff, consultants and locums as well as solicitors;
• is distinct from legal professional privilege. Privilege belongs to the client and, in brief, confidential lawyer–client communications for the purpose of legal advice (and litigation privilege in its own sphere) cannot be disclosed as if they were merely confidential. Not every confidential fact is privileged. R v Manchester Crown Court, ex parte Rogers is the reminder that the time a client arrived at the office after an alleged assault was held not privileged because it was not a communication for legal advice.

Consent to disclosure must be clear: who will see the information, when, and for what purpose. A vague clause in terms of business is often not informed consent to a specific, sensitive disclosure.

Crime, fraud, and "no confidence in iniquity"

You will not owe a duty of confidence if you are being used to perpetrate a fraud and, by analogy, any other crime. The common-law line, cited in the SRA guidance, is Gartside v Outram: there is no confidence in the disclosure of an iniquity. Communications that further a criminal purpose are not privileged either. That is the ethics hook for the classic SQE1 purchase where the client says the cash deposit is from "a friend who does not want HMRC involved" and asks you not to mention it. You cannot treat that as a 6.3 secret. Separate AML duties (FLK1 Legal Services) may require a report through the firm's nominated officer; tipping off is a criminal-law constraint on what you then tell the client. Ethics and AML can travel together inside Annex 4's 20% band, but they are not the same rule.

The SRA also recognises rare safeguarding situations (genuine suicide risk; serious harm to a child or vulnerable adult) where disclosure without consent may be justified as a matter of mitigation even though, strictly, paragraph 6.3 has been breached. Those are not a general "public interest override" for gossip or for helping the other side of a commercial deal.

Disclosure to your own client: paragraph 6.4

Confidentiality (6.3) is about keeping secrets from the world. Paragraph 6.4 is the opposite direction of travel: where you are acting for a client on a matter, you make that client aware of all information material to the matter of which you have knowledge, except when:

If none of the exceptions applies, you cannot sit on material information to make your own life easier. Example: while acting for a buyer you learn from a colleague's loose comment that the firm's other team previously advised the seller that the roof is structurally unsound, and that information is not wrapped in a 6.5 / privilege problem that stops you using it for this client. If it is material and you have knowledge of it, 6.4 points towards telling your buyer — and 6.5 may simultaneously tell you that you cannot act at all because of the seller's confidential information. The exam-winning move is often cease acting, not "tell one client and hope."

Adverse interests and information barriers: paragraph 6.5

You do not act for a client in a matter where that client has an interest adverse to another current or former client of you or your business or employer, for whom you or the business or employer holds confidential information which is material to that matter, unless:

1. effective measures have been taken which result in there being no real risk of disclosure of the confidential information; or
2. the current or former client whose information is held has given informed consent, given or evidenced in writing, including to any measures taken to protect their information.

This is functioning legal knowledge, not a City-firm operations manual. You need the test and the usual features of an effective barrier.

Bolkiah is again the leading case in the SRA guidance: a former client should be protected from any real risk of disclosure. A real risk need not be substantial, but it must be more than merely fanciful or theoretical. Typical effective measures (usually in combination) include:

• systems that identify the confidentiality issue at conflict-check stage;
• separate teams at all levels, including secretarial staff;
• separate servers and printers so information cannot be cross-accessed;
• encryption and password protection;
• need-to-know lists so people know who they must not speak to;
• policies and training.

A single fee-earner saying "I will keep it in my head" is not an information barrier. Informed consent under 6.5(b) must include an understanding of possible prejudice if information leaks; the onus is on you to ensure the client has understood.

Former-client point: paragraph 6.2 (client conflict) is about two current clients on the same or a related matter. Paragraph 6.5 is the former-client (and current-client confidential information) rule. You can act against a former client on an unrelated later dispute if you do not hold material confidential information. If you do hold it, 6.5 — not 6.2 — is the paragraph.

Three SQE1 vignettes to rehearse

Two clients / former client. You are asked to act for Buyer A on a purchase. The firm's database shows that six months ago another solicitor in the firm advised Seller B on defects in the same property. A's interest is adverse to B's. The firm still holds B's confidential survey. Paragraph 6.5 applies. You do not act for A unless an effective barrier meeting the "no real risk" test is already in place (often unrealistic in a small firm) or B gives informed consent evidenced in writing. Do not interview A in depth before the conflict check; the SRA specifically warns against collecting unnecessary confidential information before you know you can act.

Mistaken email. Opponent's solicitor accidentally sends you a privileged opinion. Paragraph 6.4's mistaken-disclosure exception means you do not brief your client on its contents. Notify the sender, do not use the material, and do not pretend 6.4's main duty forces a leak of the other side's privilege.

Crime / fraud exception. Client in a residential purchase asks you to complete using a cash sum and to omit it from the file "because it is a private family matter" after telling you it is the proceeds of under-declaring VAT. There is no confidence in that iniquity. You cannot be complicit under paragraph 1.4. You involve the firm's money-laundering reporting officer. You do not "quietly complete and stay loyal" under Principle 7.

Exam traps

• Treating 6.3 and 6.4 as the same duty.
• Assuming client consent cures every confidentiality problem (it does not authorise a crime, and it does not let you use the other side's mistakenly disclosed privileged document).
• Calling a shared kitchen and a "don't chat" email an effective 6.5 barrier.
• Taking instructions from the person in the room who is paying, without identifying the actual client.