What Does a Compliant Client Contingency Plan Actually Require?

Since January 1, 2025, every Ontario lawyer in private practice has been required to maintain a client contingency plan under By-Law 7.1 of the Law Society of Ontario. The requirement isn't new anymore — but the confusion about what it actually demands hasn't gone away.

Here's what the By-Law requires, what it doesn't, and where most lawyers get it wrong.

What the Plan Is For

A client contingency plan documents what needs to happen if you are unexpectedly unable to practise — temporarily or permanently — due to illness, incapacity, death, or any other sudden absence. The plan ensures that someone can step in to notify clients, return files and property, and deal with trust funds. It is not a succession plan or a practice sale agreement, though you may choose to build those on top of it.

The By-Law frames the obligation broadly: you must plan for "preserving or carrying on or the winding up" of your professional business in the event you cannot meet your obligations as a licensee (s. 19.2(2)).

The Four Minimum Components

Every compliant plan must include all four of the following. Miss one and the plan does not comply, regardless of how thorough the rest of it is.

1. Appointment of an administrator (s. 19.2(3)(1))

Your plan must designate an administrator — a currently licensed LSO member in good standing who has consented to the appointment. The administrator is the person who steps in if you can't. Their consent must be obtained before the plan is finalized, not after.

2. Location of and access to all client property (s. 19.2(3)(2))

The plan must document the location of and the means of obtaining all property held in connection with your professional business. That includes active and closed client files, original wills and the wills index, and any property held in a fiduciary capacity — as executor, trustee, attorney under a power of attorney, or guardian. If you hold it in connection with your practice, it needs to be documented.

3. Location of and access to all trust and other accounts (s. 19.2(3)(3))

Every trust account, general account, e-reg account, and separate interest-bearing trust account must be documented — institution, account number, signing authority, and how the administrator gets access. The authority mechanism matters here. If your bank won't recognize your administrator's authority, the plan doesn't work in practice, even if it looks complete on paper.

4. Location of accounting records and bookkeeper/accountant contacts (s. 19.2(3)(4))

The plan must document where your accounting records are kept — physical and electronic — and provide contact information for every bookkeeper or accountant who has worked on your files.

What the Administrator Actually Does

This is the most commonly misunderstood part of the requirement. The administrator's role under By-Law 7.1 is a wind-up and notification role. It is not a practice continuation role.

When activated, the administrator must notify the LSO and your professional liability insurer (s. 19.3). They must advise your clients that you cannot complete their retainers and arrange for file transfer or return. They must attempt to return or transfer trust funds as directed by clients.

The administrator is not required to take over your files, appear in court on behalf of your clients, complete transactions, or provide legal services to anyone. The role is deliberately narrow. Lawyers who want a broader business continuity arrangement — someone to carry on the practice — can arrange that separately, but it goes beyond what By-Law 7.1 requires.

Who Is Exempt

You do not need a contingency plan if you practise exclusively within government (federal, provincial, territorial, municipal, or Indigenous), as in-house counsel, at a Legal Aid Ontario-funded clinic, or if you are in the non-practising category. You are also exempt if you practise through a sole proprietorship you don't own, or through an ordinary partnership or LLP — in those cases, the firm is responsible for the plan, not you individually.

Multi-Partner Firms: An Additional Obligation

If your firm has more than one licensee, the plan must also address the scenario where no members of the firm are able to carry on the professional business. This is the catastrophic absence scenario — and it requires identifying an external administrator or an escalation path beyond the firm's own partners. Having partners who can cover for each other is not sufficient if the plan doesn't account for the possibility that none of them can.

The Plan Must Stay Current

A compliant plan is not a one-time deliverable. By-Law 7.1 requires that the plan be current at all times (s. 19.2(4)) and reviewed at least once every year (s. 19.2(5)). If your office moves, your trust account changes banks, your administrator retires, or your practice management system switches to a new platform, the plan needs to be updated — not at the next annual review, but when the change happens.

The Practical Gap Most Plans Miss

The By-Law requires you to document the "means of obtaining" access to your property and accounts. In practice, that means your plan must address how your administrator actually gets into your systems — including every platform protected by a password or two-factor authentication. A plan that lists credentials for 2FA-protected systems without documenting a bypass mechanism (recovery codes, emergency access, shared firm credentials) is not operationally functional. Your administrator won't be able to receive an SMS code sent to your personal phone if you're incapacitated.

This is one of the most common failure points in contingency plans that otherwise look complete.

Need Help Building a Compliant Plan?

Preserver prepares By-Law 7.1 compliant client contingency plans for Ontario law firms — sole practitioners, small firms, and multi-partner firms. The service includes a thorough intake process, a fully documented plan, administrator designation structure, trust account authority guidance, and technology access protocols.

Learn more about our contingency plan services →

Shona Bertrand, Preserver

This post is for informational purposes only and does not constitute legal advice. Licensees are responsible for ensuring their plan meets all applicable requirements of By-Law 7.1.