What your IR35 report looks like.

Factor-by-factor analysis

1. Personal service and substitution

   ⚠ Warning

   Clause 6.1 Substitution · Clause 6.3 Client approval

   A right of substitution that the client can veto at its absolute discretion carries little weight, and here it has never been tested. Tribunals look at whether the right is genuine and realistic, not just whether the words appear.

   Contract says

   Clause 6.1 allows a substitute, but clause 6.3 makes it "subject to the prior written approval of the Client, such approval to be at the Client's absolute discretion".

   In practice

   You said a substitute has never been used and you doubt the client would accept one.

   ⚡ The contract and your working practices point different ways

2. Control

   ✗ Red flag

   Clause 4.2 Manner of performance · Schedule 1 para 3

   After PGMOL, control does not need to be day-to-day instruction; a sufficient framework of control is enough. Your answers suggest the client controls what, how, when and where — the strongest single indicator in this report.

   Contract says

   Clause 4.2 says the consultant "shall determine the manner in which the Services are performed", but Schedule 1 para 3 requires attendance at daily stand-ups and working "in accordance with the Client's reasonable instructions".

   In practice

   You said the client directs your methods, priorities and daily tasks, and you work set hours on site.

   ⚡ The contract and your working practices point different ways

3. Mutuality of obligation

   ⚠ Warning

   Clause 3.1 Services · Clause 3.4 Additional services

   Mutual obligations within a single engagement are enough for this test (PGMOL, 2024). An open-ended right for the client to add work makes the engagement look more like employment than a defined project.

   Contract says

   Clause 3.4 lets the client add "such additional services as the Client may reasonably require" within the term.

   In practice

   You said the client can give further tasks and you are expected to be available.

4. Financial risk

   ⚠ Warning

   Clause 9 Fees · Clause 12 Insurance

   Holding insurance helps a little, but being paid for time with no risk of loss is closer to an employee's position. There is no obligation to fix defects at your own cost.

   Contract says

   Paid a daily rate (clause 9). Clause 12 requires professional indemnity insurance.

   In practice

   You hold PI insurance but are paid for time with no fixed-price element.

5. Part and parcel

   ✗ Red flag

   Not addressed in the documents

   Being treated like a member of staff — line management, internal comms and team events — points towards employment. This comes from working practice rather than the contract.

   Contract says

   The contract does not deal with integration.

   In practice

   You said you have a line manager, internal email and attend team events.

6. Equipment

   ✓ Positive

   Clause 7.2 Equipment

   Providing your own equipment is a modest positive. Access to client systems is normal and carries little weight either way.

   Contract says

   Clause 7.2 says the consultant provides their own equipment.

   In practice

   You use your own laptop and tools, with client system access.

7. In business on own account

   ✓ Positive

   Clause 15 Other engagements

   Evidence that you run a genuine business — other clients, marketing, your own company — forms part of the overall picture (Atholl House, 2022).

   Contract says

   Clause 15 expressly allows other engagements that do not conflict.

   In practice

   You have worked for other clients and nothing prevents it now.

8. Termination and other terms

   ⚠ Warning

   Clause 18 Termination

   A client right to end the engagement at will is neutral to slightly negative. There are no employee-style benefits (holiday or sick pay), which is a positive.

   Contract says

   Either party may terminate on two weeks' notice; the client may terminate immediately for convenience.

   In practice

   You said there is a short notice period with no real penalty.

Red flags to address

• ✗The client directs how, when and where you work (Schedule 1 para 3 and your answers).
• ✗Substitution is subject to the client's absolute discretion (clause 6.3) and has never been tested.
• ✗You are integrated like staff: line manager, internal email and team events.

Positive indicators

• ✓You provide your own equipment (clause 7.2).
• ✓The contract allows other engagements, and you have other clients (clause 15).
• ✓No employee-style benefits such as holiday or sick pay.

Recommendations before signing

1. 01 —Narrow the client's veto on substitution (clause 6.3)

   Ask for approval to be refused only on objective grounds, and keep evidence of what a substitute would need.

   Suggested wording

   The Client may only refuse a proposed substitute where the substitute does not have equivalent skills, qualifications and security clearance to the Consultant. Such approval shall not be unreasonably withheld or delayed.

2. 02 —Replace the "reasonable instructions" wording in Schedule 1

   Describe deliverables and acceptance criteria instead of attendance and instructions, and make sure working practice matches.

   Suggested wording

   The Consultant will deliver the Services described in the Statement of Work. The Consultant will determine the method, timing and location of performance, subject only to the Client's reasonable security and access requirements.

3. 03 —Turn open-ended additional services into change requests (clause 3.4)

   Additional work should need a written, agreed change to scope and fees, so the engagement is a defined project.

4. 04 —Reduce integration in practice

   Avoid line-management language, staff events and staff benefits. Record that you report on deliverables, not to a manager.

Status Determination Statement

Next steps