Del. Sup. Ct. R. 55.1 (2026)

Rule 55.1(a) sets forth the eligibility criteria for a Rule 55.1 Certificate. Subsections (a)(1) and (a)(2) address the status of the lawyer’s non-Delaware licensure. The other eligibility criteria address the nature of the employer’s business in Delaware; the lawyer’s systematic and continuous presence in Delaware; and the relationship between the lawyer and the employer. DLRPC Rule 5.5(d)(1) applies to lawyers who are employed to render legal services to an organizational client. As explained in comment 16 to that rule, in-house counsel’s provision of legal services to the employer, without passing the Delaware Bar examination and submitting to the other requirements for admission to the Delaware Bar, “does not create an unreasonable risk to the client and others because the employer is well situated to assess the lawyer’s qualifications and the quality of the lawyer’s work.” To ensure that an in- house counsel’s practice remains within that limited and protected scope, Rule 55.1(a)(3) and (5) require that the non-Delaware lawyer is employed by the organizational client and, except in certain limited circumstances set forth in Rule 55.1(d)(6), provides legal services solely to the organizational employer. Thus, to be eligible for and to maintain a Rule 55.1 Certificate, the lawyer may not have clients other than the organizational employer and its affiliates, with the limited exception set forth in Rule 55.1(d)(6). The rule does not prohibit the lawyer from having other employment that does not constitute the practice of law or the provision of legal services. Under Rule 55.1(a)(3), the employer’s business must be lawful and may not constitute the practice of law or the provision of legal services. The employer must also have a place of business in Delaware where employees of the entity regularly work. A third-party registered agent or a mail drop or other location that is not regularly staffed by employees of the entity does not satisfy this requirement. Because DLRPC 5.5(d)(1) does not apply to a lawyer who does not have an office or other systematic and continuous presence in Delaware for the practice of law, Rule 55.1(a)(4) requires that the lawyer has an office or other systematic and continuous presence in Delaware for the practice of law for the lawyer’s employer. This requirement relates to the lawyer’s presence in Delaware for the practice of law. The lawyer is not required to reside in Delaware. Moreover, merely working at home in Delaware—whether in the lawyer’s principal or secondary residence—for a company that does not have a place of business in Delaware does not constitute a “systematic and continuous presence in Delaware for the practice of law” for purposes of Rule 55.1, unless the lawyer meets in person with others at the home in the course of practicing law. An in-house counsel who does not have a systematic and continuous presence in Delaware is not required to obtain a Rule 55.1 Certificate merely because the employer is organized under Delaware law and has a registered agent in Delaware. Rather, such lawyer should consider whether the lawyer’s practice is authorized by some other provision of the DLRPC, such as DLRPC 5.5(c)(1)-(4). If the employer’s sole place of business is in Delaware, the non-Delaware lawyer must obtain a Rule 55.1 Certificate, regardless of where the lawyer regularly works.

[See Forms on the Court’s website]