Reply to: Contracts for engaging helpers /substitutes

[jarjarbinks]

Also similar ones on the IPSE webste.

Don't forget, substitutes are operating fully under your original contract, not a new one. All you need is a written agreement they will abide by all the terms of that contract and their rate.

Hello
Thank you for the reply .
I was under the impression that I need to raise a new contract with their Ltd company providing services to my company .. I even spoke to qdos who seemed to allude to it , so I ended up trying to draft a contract based on qdos template.. have you used the agreement format before as that would make things lot more simpler . However do you then provide a copy of your original contract to the sub ? To indicate the t&a

Thanks


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[WordIsBond]

I totally disagree with you guys.

Client wants to give an outside determination based on ROS and their legal team has said, 'Only if Contractor can prove he has substitutes he could provide if needed. Otherwise HMRC will say it's not real.'

Client goes back to Contractor. Contractor finds substitutes but is looking for a contract template, and CUK in its wisdom says it is pointless and a sham.

Even if you are right, who cares? It's the client that is on the hook. Rectifier should do what client wants to get the outside determination. I think you guys are wrong about whether this is a sham or waste of time but even if you are right it doesn't change anything.

If he provides this to his client, client can say to HMRC, 'Yes, he has the right of substitution and we've even done our due diligence to ensure he actually has qualified substitutes.' HMRC says, 'Oh, OK,' and goes looking for an easier target.

I expect to see more of this kind of thing in this brave new world, where clients who are making the determination are asking contractors for stuff that you didn't need in the past. It's the legal teams looking for extra ways to cover their backside.

[malvolio]

How is it a waste of time if my client requests it and they have said they will take it into account?

Might be a waste of time for you and your client.

It's waste of time because if challenged in court HMRC will (rightly) argue that it is a sham arrangement and should be ignored. And the judge will agree with them.

IF you start from a contract for services with your client, then you might have a decent chance of using that as a lever to be outside IR35. Good luck with that one - you won't be able to supply the evidence of similar work done successfully, credit references, risk mitigations and business insurances that a consultancy will offer, just for a start.

Concentrate on selling your own working arrangements as a supplier of services. Don't waste time on irrelevancies

[northernladuk]

Reminds me of, and I forget which one it was, Contractor Buddy or IR35 Buddy that was supposed to provide this kind of service and fell way short.

[northernladuk]

Maybe not, but this isn't my argument. If the client, who is making the IR35 assessment, suggests it might influence their assessment then it's easier to go along with a fairly simple request than argue with them.

I'd counter that and worry they don't know what they are doing then. You are supposed to be a business in your own right and can, when required, offer a substitute. That's in the contract.

If meaningless pieces of paper is going to influence them then I'd be concerned they still aren't approaching it correctly. It's a risk they have to shoulder if they get it wrong so playing a paperwork game with a contractor isn't really managing that risk very well. Remember they do their assessment on the role. They shouldn't really be taking anything from a contractor. The next guy might not be able or want to do this so their assessment is being based on you and your evidence, not the role.

I can't see a clients legal team paying any heed to this at all. They'd have to do it for every contractor which they won't so why not do it properly, understand subs and allow subs across the board. Not just for one contractor.

It does raise a risk as well as try and (not really) avoid one. If you rock up and want to sub and then you can't use the ones you documented the client could quite rightly turn round and say screw this, no more subs. You are now caught in a role that you thought was outisde and the client now says inside and you've opened the whole can of worms for yourself again.

This is a flimsy and very transparent way to do it IMO.

[rectifier]

It's meaningless to both clients and courts. The chances your mates are available when you are is slim to nil.

It's non of the clients concern where you get your sub from. You could put an ad on jobserve and get someone in that way.

Having a piece of paper offering subs up front from other contractors that are likely to not be available isn't worth the paper it's written on.

Maybe not, but this isn't my argument. If the client, who is making the IR35 assessment, suggests it might influence their assessment then it's easier to go along with a fairly simple request than argue with them.

[northernladuk]

How is it a waste of time if my client requests it and they have said they will take it into account?

Might be a waste of time for you and your client.

It's meaningless to both clients and courts. The chances your mates are available when you are is slim to nil.

It's non of the clients concern where you get your sub from. You could put an ad on jobserve and get someone in that way.

Having a piece of paper offering subs up front from other contractors that are likely to not be available isn't worth the paper it's written on.

[rectifier]

Complete waste of time. That is why there are no templates for it.

How is it a waste of time if my client requests it and they have said they will take it into account?

Might be a waste of time for you and your client.

[Paralytic]

Those QDOS contracts are showing me what to look for in a contract I sign with an agency: that's not what I'm after.

As part of my box of evidence that I am outside IR35, I want to have a B2B legal agreement/contract with a few friends of mine who are also ltd company contractors with similar skills, agreeing that they would be my substitute if asked. This is about assuring my client that I can genuinely provide a substitute per the clauses that are already in my contract with them. It's belt and braces: I think they are likely to assess me outside anyway, but it can't harm.

It seemed to me that the OP might also have been asking that, but I may be mistaken.

Will you be getting your client to agree (in writing) that they will accept your friends as substitutes?

[northernladuk]

Those QDOS contracts are showing me what to look for in a contract I sign with an agency: that's not what I'm after.

As part of my box of evidence that I am outside IR35, I want to have a B2B legal agreement/contract with a few friends of mine who are also ltd company contractors with similar skills, agreeing that they would be my substitute if asked. This is about assuring my client that I can genuinely provide a substitute per the clauses that are already in my contract with them. It's belt and braces: I think they are likely to assess me outside anyway, but it can't harm.

It seemed to me that the OP might also have been asking that, but I may be mistaken.

Complete waste of time. That is why there are no templates for it.

[rectifier]

(cough) second post (cough)

Those QDOS contracts are showing me what to look for in a contract I sign with an agency: that's not what I'm after.

As part of my box of evidence that I am outside IR35, I want to have a B2B legal agreement/contract with a few friends of mine who are also ltd company contractors with similar skills, agreeing that they would be my substitute if asked. This is about assuring my client that I can genuinely provide a substitute per the clauses that are already in my contract with them. It's belt and braces: I think they are likely to assess me outside anyway, but it can't harm.

It seemed to me that the OP might also have been asking that, but I may be mistaken.

[northernladuk]

Were you actually after contracts that your own limited company could use to engage a substitute?

If you were - that's what I'm looking for as well. Considering approaching a contract lawyer to get some but if there are any templates that would be useful.

(cough) second post (cough)

[Lance]

Hi there,

Can anybody point me in the direction of sample contracts that can be used for engaging:-
1) helpers
2) substitutes?

Thank you

employees or contractors?

[rectifier]

Were you actually after contracts that your own limited company could use to engage a substitute?

If you were - that's what I'm looking for as well. Considering approaching a contract lawyer to get some but if there are any templates that would be useful.

[malvolio]

Also similar ones on the IPSE webste.

Don't forget, substitutes are operating fully under your original contract, not a new one. All you need is a written agreement they will abide by all the terms of that contract and their rate.