Learning Outcomes
This article explains how to apply the SRA Principle to act in each client’s best interests within legal practice. You will learn what this duty requires, when it is limited by other duties, and how to identify and deal with both conflict of interest and own interest conflict issues. The article provides definitions, example scenarios, and clear revision points for SQE2 exam preparation, including how the duty interacts with confidentiality and disclosure, the two conflict exceptions in the SRA Code, and situations in which duties to the court or public interest override client interests. You will be able to distinguish non‑waivable own interest conflicts from client conflicts that may be acted upon only where strict conditions are met, recognise warning signs of undue influence and capacity issues, and understand when to withdraw or refer the client for independent advice. You will also consolidate practical competence points such as taking on only work within capability, using information barriers effectively, and handling errors without breaching duties.
SQE2 Syllabus
For SQE2, you are required to understand how and when the duty to act in the best interests of each client applies, with a focus on the following syllabus points:
- understanding the SRA Principle requiring you to act in the best interests of each client and its meaning in various work contexts
- identifying and dealing with an own interest conflict or a conflict of interest between clients, including when you must refuse to act
- recognising when the duty to act in the best interests of the client is overridden by a higher duty (e.g. to the court or public interest)
- identifying and resolving practical examples of conflicts that commonly arise for solicitors
- applying confidentiality and disclosure (Code paras 6.3–6.5), including adverse interests and material information
- using the conflict exceptions (substantially common interest; competing for the same objective) and their conditions: informed consent, effective safeguards, and reasonableness
- recognising capacity and undue influence risks, and best interests steps (e.g. independent medical assessment, independent legal advice)
- managing errors and own negligence without breaching duties (honesty, integrity, independence) and when to advise the client to seek independent advice
Test Your Knowledge
Attempt these questions before reading this article. If you find some difficult or cannot remember the answers, remember to look more closely at that area during your revision.
- Which SRA Principle requires a solicitor to act in the best interests of each client?
- Can a solicitor act for two clients on opposite sides of the same dispute if both clients give informed consent?
- What is an "own interest conflict," and can it ever be waived by the client?
- What should you do if, during a matter, your personal interest comes into conflict with your client's?
Introduction
The SRA Principles set out the behaviours expected from solicitors and regulated law firms. One of the most important is the duty to act in the best interests of each client. This sits at the centre of client care and ethical legal practice. However, this duty is neither absolute nor takes priority over all others—in some situations, a conflicting duty (such as to the court or to uphold the rule of law) takes precedence. It also operates alongside the Code rules on confidentiality, disclosure, undertakings, and conflicts.
This article focuses on what it means to act in the client's best interests, identifies typical situations when this duty is restricted, and provides practical guidance for handling common types of conflicts—especially those likely to be tested in SQE2 assessments.
Key Term: best interests
The obligation on a solicitor to take steps which further, protect, or advance the legal and personal interests of each client, within the law and regulatory rules.
Understanding the Principle
The duty to act in a client’s best interests means you must put the client's interests first—subject to law, the SRA Principles, and any overriding responsibilities. This obligation applies to current clients and, in some cases, to former or potential clients (especially concerning confidentiality). It requires proactive, competent service: identifying objectives, explaining options and risks, keeping the client informed about costs and progress, and ensuring instructions reflect the client’s own wishes (not those of a third party).
You need to consider at every stage whether you can continue acting and whether your advice and actions help the client achieve their lawful aims. Where your competence or capacity is inadequate, acting may cease to be in the client’s best interests; declining instructions or referring to a more suitable adviser may be necessary.
Key Term: client
The individual, company, or entity to whom a solicitor owes contractual and ethical duties, including best interests, confidentiality, and care.
When the Principle is Limited
The best interests duty operates within the SRA’s wider system of Principles, which can conflict.
Key Term: conflict of interest
A situation where your separate duties to act in the best interests of two (or more) clients in the same or related matter conflict, or a significant risk of such conflict exists.Key Term: own interest conflict
A situation where your duty to act in the best interests of any client intersects or conflicts with your own interests (e.g., financial, personal, or reputational).
When a conflict arises, those Principles safeguarding the rule of law, justice, public interest, or trust in the profession override the duty to act in the best interests of the client. The classic example involves a solicitor’s duty not to mislead the court, even if the client pressures them to do so.
The duty is also limited by the Code’s confidentiality and disclosure rules. You must keep client affairs confidential (para 6.3), disclose material information to your client (para 6.4), and avoid acting where confidential information held for a current or former client is material to another client with adverse interests, unless narrow exceptions apply (para 6.5).
Worked Example 1.1
A solicitor is acting for a defendant in a criminal trial. The client tells the solicitor (in confidence) that they intend to lie to the court when giving evidence. The client instructs the solicitor to continue acting and do all possible for their acquittal.
Answer:
The solicitor cannot act in a way which would mislead the court, even if that is in the client's apparent best interests. Principles 1 (upholding justice) and 4 (acting honestly) take precedence. The solicitor must withdraw if the client insists on a dishonest defence.
Conflicts of Interest and Best Interests
You must not act where your duty to act for, or advance the interests of, a client conflicts (or risks conflicting) with the interests of another client, or your own interests. The SRA distinguishes:
- conflicts of interest (between two current clients in the same or a related matter)
- own interest conflicts (between your own interests and those of a client)
Acting Where Conflicts Arise
You must not act for clients where a conflict of interest exists or there is a significant risk. There are two limited exceptions, requiring all of the following conditions:
- The clients share a substantially common interest or are competing for the same objective
- All clients give informed written consent
- You implement appropriate safeguards for confidential information
- You are satisfied it is reasonable to act for all clients
Key Term: substantially common interest
A situation where different clients have a clear shared purpose in a matter and a strong consensus as to how to achieve it.Key Term: competing for the same objective
A scenario where clients seek to obtain an outcome such that if one succeeds, the others cannot, e.g., multiple bidders at an auction.Key Term: informed consent
Consent given or evidenced in writing by a client who has been provided with sufficient information about risks, alternatives, and safeguards to make an independent, informed decision.Key Term: information barrier
Organisational measures (e.g., separate teams, restricted access, encrypted files) designed to prevent inappropriate transmission of confidential information within a firm.Key Term: significant risk
A realistic, more than fanciful possibility that the clients’ interests or duties will conflict as the matter progresses, even if no actual conflict exists yet.
Where you rely on an exception, you must document the basis for your decision and revisit it if circumstances change. If negotiations intensify, bargaining power diverges, or unresolved issues increase, it may cease to be reasonable to continue acting for all clients.
Worked Example 1.2
You are approached by two clients who wish to buy a company being sold at auction. They ask if your firm can represent both of them during the auction process.
Answer:
This is potentially permitted under the "competing for the same objective" exception, provided all four of the SRA’s conditions are met, and it is reasonable to act for both. Effective safeguards and informed consent are essential.
Exam Warning
In SQE2, you may see scenarios where both clients ask to proceed with a waivable conflict. Always check if the conflict fits the SRA's strict exceptions—if not, you must refuse to act, even if all clients consent.
Safeguards, Consent, and Reasonableness
When relying on an exception, you must:
- explain clearly the conflict risks and how they could affect each client’s position
- obtain informed consent, given or evidenced in writing (generic or blanket consent is insufficient)
- put in place effective information barriers or agree explicitly what may be shared
- be satisfied, and keep under review, that acting for all clients remains reasonable
Factors indicating it may not be reasonable include major unresolved issues requiring negotiation; vulnerability or inequality of bargaining power; complexity of title or financing in property transactions; or a high risk of inadvertent information exchange despite barriers.
Own Interest Conflicts—Never Permitted
You can never act where your own interests (or those of close associates, such as family members or your firm) conflict or risk conflicting with those of the client. There are no exceptions, even if the client waives the conflict or receives independent advice. Typical examples:
- Acting where you or a relative have a financial stake in the outcome
- Advising in a dispute involving your employer or another client of the firm, where personal interests are engaged
- Situations involving a solicitor receiving a significant gift or benefit from the client
- Continuing to act where you have discovered your own negligence and the client may have a claim against you (an own interest conflict arises; independent advice is required)
Worked Example 1.3
A solicitor is asked to act for a client in a negligence claim against a company where the solicitor’s spouse is a director and shareholder.
Answer:
This is an own interest conflict. The solicitor may not act under any circumstances, as a significant risk exists that personal interests will affect their duty to the client.
Confidentiality and Disclosure—Material Information and Adverse Interests
Under para 6.3 of the Code, you must keep the affairs of current and former clients confidential unless disclosure is required or permitted by law, or the client consents. Under para 6.4, you must disclose to your client all information material to the matter of which you have knowledge, subject to limited exceptions (e.g., serious harm, national security, privileged documents disclosed by mistake). When these duties collide, confidentiality prevails.
Para 6.5 prevents acting where a client has an adverse interest to another current or former client for whom you hold confidential information that is material to the new matter, unless either:
- effective measures (information barriers) eliminate any real risk of disclosure, or
- the current/former client gives informed written consent to your acting (including to any measures taken to protect their information)
Worked Example 1.4
You are acting for a client purchasing property. You become aware that you previously acted for the seller on another confidential matter, and possess information that would materially benefit your current client if disclosed.
Answer:
Your duty of confidentiality to the former client trumps your duty of disclosure to the present client. Unless the former client gives informed written consent, you cannot breach confidentiality, even if this is not in your current client’s best interests.
Acting Competently—Capacity and Workload
The best interests duty includes only taking on work you are competent and resourced to handle. If you lack the requisite skill, authority, or time, you should decline instructions or seek additional help—otherwise, you risk providing inadequate service. You must keep knowledge and skills up to date (Code para 7.4), supervise properly (paras 3.2–3.6), and ensure service is timely and competent. If pressure on capacity would prejudice the client, declining to act is in their best interests.
Revision Tip
For SQE2, always flag up instructions you are not competent to handle or for which you have insufficient capacity. Advising the client to seek another solicitor may be in their best interests.
Balancing Competing Principles
Where two SRA Principles come into conflict, those protecting public trust, the rule of law, or the proper administration of justice prevail, even if this may seem contrary to the client’s best interests. You must not mislead the court or others (para 1.4 of the Code), interfere with evidence (paras 2.1–2.3), or waste court time (para 2.6). If obligations to the court cannot be reconciled with instructions, withdraw for professional reasons while preserving confidentiality.
Capacity, Undue Influence, and Best Interests
Acting in a client’s best interests includes ensuring instructions are the client’s own and that they have capacity to decide. Warning signs include a dominant relative giving directions, a recent change of will under pressure, or confusion about assets. If concerned, meet the client alone, probe their understanding, and consider a medical assessment (the “golden rule” in will-making). Where undue influence cannot be excluded, you must refuse to act or insist on independent legal advice.
Worked Example 1.5
You act in a will update. The elderly client attends with her son, who answers most questions and presses for a large gift to himself. The client appears hesitant and confused about her assets.
Answer:
Best interests require you to meet the client alone, make careful notes, and consider capacity assessment. If undue influence cannot be ruled out or capacity is in doubt, refuse to proceed or require independent legal advice; otherwise you risk breaching duties and invalidating the will.
Using Conflict Exceptions in Property Finance
Acting for borrower and lender in straightforward residential conveyancing may be permissible if no negotiation is required and both parties’ interests align in obtaining good and marketable title. However, if non‑standard terms or undisclosed occupancy arrangements exist, or negotiation of the loan documentation is required, it will rarely be reasonable to act for both.
Worked Example 1.6
A first-time buyer asks you to act for her and the bank in a standard mortgage on a residential purchase. You become aware she plans to sublet part of the property immediately, and the lender’s mortgage terms require consent for third‑party occupancy.
Answer:
Disclosure of the planned subletting to the lender is material; seek the borrower’s consent to disclose. If consent is refused, you must cease to act to avoid misleading the lender and breaching duties. Given the non‑standard occupancy and consent requirement, it is unlikely to be reasonable to act for both.
Managing Errors and Own Interest Conflict
If something goes wrong (missed deadline, incorrect advice), you must be honest and open with the client about what happened and the likely impact (para 7.11), take remedial action where possible, and consider whether your continued involvement creates an own interest conflict. If the client may have a claim against you, advise them to seek independent legal advice and cease acting where necessary.
Worked Example 1.7
You miss a court deadline to exchange witness statements; the client suffers an adverse costs order and asks whether they can sue you. You could apply for relief from sanctions, but prospects are poor.
Answer:
Explain fully and promptly what happened, the consequences, and remedial options. Because an own interest conflict exists (the client may have a claim against you), advise them to seek independent legal advice and consider ceasing to act. Continuing without addressing the conflict would breach the Code.
Confidentiality v Disclosure—Material Information
Material information must be disclosed to your client if you have knowledge of it (para 6.4), but not if disclosure risks serious harm, breaches national security, or concerns privileged documents inadvertently disclosed. Where both confidentiality and disclosure duties apply, confidentiality prevails. Record reasons for non‑disclosure and consider whether the conflict prevents you from continuing to act.
Exam Warning
Client consent cannot cure an own interest conflict. Informed consent can permit acting in limited client conflicts only where all Code conditions are met and acting remains reasonable.
Practical Steps to Embed Best Interests
- Identify your client clearly (para 8.1), especially where instructions come from a director, relative, or joint buyer
- Confirm the scope of the retainer and costs in clear, accessible terms (paras 8.6–8.8; SRA Transparency Rules)
- Keep accurate attendance notes and promptly update on costs changes (para 8.7)
- Consider equality and vulnerability; make reasonable adjustments for disabled or non‑English‑speaking clients
- Use undertakings cautiously; do not promise what you cannot control; perform them within the agreed or reasonable timeframe (para 1.3)
- If a conflict or significant risk emerges mid‑matter, re‑assess and withdraw where necessary, preserving confidentiality
Key Point Checklist
This article has covered the following key knowledge points:
- The SRA Principle of acting in the best interests of each client is fundamental to legal practice, but not always overriding
- Conflicts of interest (between clients) restrict your ability to act, subject to very narrow exceptions
- Own interest conflicts (between yourself and your client) are strictly prohibited, with no exceptions
- Informed written consent, effective safeguards (information barriers), and reasonableness are mandatory when exceptions to client conflicts are permissible
- Confidentiality prevails over disclosure where duties collide; adverse interest rules (para 6.5) prevent acting unless tight exceptions apply
- Best interests can require declining instructions if you lack the requisite skill, are overloaded, or cannot provide proper service
- Duties to the court and public interest take priority over client wishes where Principles conflict
- Capacity and undue influence concerns require careful, documented steps; where unresolved, refuse to act or require independent advice
- When errors occur, be honest and open, take remedial action, and avoid own interest conflicts by advising independent legal advice and withdrawing where appropriate
Key Terms and Concepts
- best interests
- client
- conflict of interest
- own interest conflict
- substantially common interest
- competing for the same objective
- informed consent
- information barrier
- significant risk