How to Write a Client Memo Clients Actually Read
Clients read the first paragraph and the recommendation. Here is how to structure a client memo around that reality.

Internal research memos are written for lawyers who want to follow the reasoning. A client memo is written for someone who wants to know what to do. Confusing the two is one of the most common reasons clients skim advice, miss the key risk or call back with questions the memo already answered on page four.
This guide shows how to structure a client memo around the decision the client faces, how to explain legal risk in plain language and how to handle detail without burying the answer. It is for lawyers at any level who send written advice to business clients or individuals.
This article is general information, not legal advice.
Start with the reader
Before you write, answer three questions:
- Who will read it? A general counsel, a founder, a board, an individual client?
- What decision are they making? Sign or not, settle or not, change a policy or not.
- What do they already know? A seasoned in-house lawyer needs less background than a first-time business owner.
Your answers shape length, tone and how much law to include. A memo to a general counsel can reference a statute by name; a memo to a small business owner may need one sentence explaining what it does.
A structure that works
1. Bottom line first
Open with two to four sentences that answer the question and state your recommendation. For example:
You can terminate the supply agreement without penalty, but only if you give written notice by 30 November. We recommend sending notice this month and starting talks with an alternative supplier now.
If the client reads nothing else, they should know what to do.
2. Background, briefly
Summarise the facts you relied on in a short paragraph or a few bullets. This protects you if facts turn out to be different and lets the client correct misunderstandings early.
3. Analysis in plain language
Explain why you reached your conclusion. Use headings that match the client's concerns rather than legal elements: "Can we terminate?", "What will it cost?", "What could go wrong?"
Keep citations light. One reference to the key statute or contract clause is often enough. Detailed authority can go in an appendix or a separate internal memo.
4. Options and risks
Most legal questions have more than one reasonable path. A short table helps clients compare:
| Option | Benefit | Main risk | Rough cost or time |
|---|---|---|---|
| Terminate now | Clean exit before price increase | Supplier may dispute notice method | Low |
| Renegotiate | Keeps relationship | Leverage weakens after notice deadline | Medium |
| Do nothing | No immediate effort | Auto-renews for two years at higher price | High over time |
Describe risk honestly. "Likely," "possible" and "unlikely" are more useful to a client than a list of every conceivable outcome.
5. Next steps
End with concrete actions, who does each and by when. If you need information or instructions from the client, ask for it explicitly.
Writing techniques that help
Plain language
Short sentences, active voice and everyday words make advice easier to act on. The federal government's plain language guidelines are a practical reference; many of their tips apply directly to legal writing. Replace "it is our opinion that" with "we think," and "in the event that" with "if."
Define terms once
If you must use a legal term, define it in plain words the first time. Then use it consistently.
Use headings and white space
Busy readers scan. Headings phrased as questions let them find the part they care about.
Quantify where you can
"Up to $50,000 in statutory damages per violation" is clearer than "significant exposure," provided you can support the figure from the statute or case law.
Be clear about uncertainty
When the law is unsettled, say so and explain what it depends on. Clients make better decisions when they understand the level of risk than when advice sounds more certain than it is.
Common mistakes
- Mirroring a research memo. Issue, rule, lengthy case discussion and finally a conclusion on page five.
- Hedging everything equally. If every sentence carries a caveat, the important ones get lost.
- Leaving out the recommendation. Clients pay for judgment, not just a description of the law.
- Ignoring business context. A legally sound option that wrecks a key customer relationship may not be the right advice.
- Unclear scope. State what the memo does not cover, such as tax consequences or other jurisdictions.
Using AI to help, carefully
AI tools can help simplify dense passages, suggest clearer headings or check that the bottom line matches the analysis. They should not supply legal conclusions you have not verified, and client details should go only into tools your firm has approved. eLaw is built for legal teams, with document analysis and cited answers, which can help with the research behind a memo; the advice itself still comes from you.
Revise your next memo
- Rewrite the first paragraph of your next memo so it answers the question in four sentences or fewer.
- Turn your analysis headings into the client's questions.
- Add an options table if more than one path is realistic.
- Finish with named next steps and dates.
FAQ
How long should a client memo be?
As short as the question allows. Many routine questions can be answered well in one or two pages. Complex matters may need more, but the opening summary should still let the client understand the answer and recommendation in under a minute. Detailed authority can go in an appendix.
Should a client memo include case citations?
Usually only a few. Clients rarely need full citations, and too many can obscure the advice. Reference the key statute, regulation or contract clause so the client knows the basis, and keep detailed authority in your internal research memo or an appendix if the client wants it.
What is the difference between a client memo and a client letter?
A memo is typically more structured, with headings and analysis, and may be shared internally within the client's organisation. A letter is often more personal and shorter. Both should lead with the answer and recommendation; the choice usually depends on the client's preference and the complexity of the matter.
How should I express legal risk in a client memo?
Use consistent, plain terms such as "likely," "possible" and "unlikely," and explain what drives the uncertainty. Where you can, describe practical consequences, such as potential cost or delay. Avoid implying certainty the law does not support, and note any facts that would change your view.


