Consultancy agreement for an interim manager

An interim manager fills a role for a period, usually full time and usually in the client's office, which is the pattern most likely to be treated as employment for tax and status purposes however the agreement is labelled. The document has to be honest about that: it should define an assignment with objectives and an end, reflect the features that distinguish an interim from an employee where they exist, deal with the agency that often sits in the middle, and set authority, notice and handover for a role that will end by design. I draft that agreement, for the business or for the interim, for a fixed fee of £595, delivered in five working days. Status is assessed case by case with HMRC's Check Employment Status for Tax tool, and no agreement can guarantee it.

Who this is for

Businesses in England and Wales engaging an interim manager, director or specialist for a transformation, a gap or a project, and interim professionals working through their own company who want their own agreement or a check on what the client or agency has sent.

What matters in an interim management agreement

The assignment, objectives and duration

The agreement should define the assignment by its objectives and deliverables (a turnaround, a function to stabilise, a system to implement, a role to cover until a permanent hire), its expected duration and extension mechanism, and the reporting line, so that the engagement is a project with an end rather than a job without a title; an interim engaged 'to act as finance director until further notice' has been engaged as a finance director.

Control, integration and the status question

Full-time attendance, a place in the organisation chart and direction by the client are the hallmarks of employment, and an interim role has most of them, so the agreement should record the features that point the other way where they are real: the interim's responsibility for how the objectives are achieved, a right to substitute, the interim's other business, their own equipment where practical, no employee benefits and no obligation to accept a further assignment. Where the interim works through their own company for a medium or large client, the client determines status under Chapter 10 of Part 2 of the Income Tax (Earnings and Pensions) Act 2003, applying HMRC's tool to the assignment as it will in fact run; many interim assignments are inside the rules, and the agreement should not pretend otherwise.

Engagement through an agency and the rules that follow

Where an interim provider or agency supplies the interim, the client contracts with the agency and the agency with the interim's company, and the agency is an employment business under the Conduct of Employment Agencies and Employment Businesses Regulations 2003 unless the interim's company has opted out under regulation 32; the agreement should say which contracts exist, who pays whom, who is the fee-payer for the off-payroll rules, and whether the Agency Workers Regulations 2010 apply, which they do not to an interim who is self-employed in substance but may to one who is within the rules.

Authority and the director line

Interims often hold executive titles, and the agreement should say whether the interim is appointed a statutory director (with the duties under the Companies Act 2006 and the appointment made properly) or acts as a consultant with delegated authority and no directorship, with section 251 of the Act in mind for an interim whose decisions the board follows; the delegation should be in a schedule with spend limits and matters reserved to the board, and the interim should be indemnified by the client for acts within it.

Fees, notice and early termination

The agreement should state the day rate or monthly fee, the days committed, invoicing and interest under the Late Payment of Commercial Debts (Interest) Act 1998, expenses, and a notice period short enough for an interim role (weeks rather than months) on both sides, with the client able to end the assignment early on notice and the interim entitled to fees to the end of the notice; a fixed term with no exit is wrong for both parties.

Confidentiality, handover, liability and insurance

The agreement should impose confidentiality that survives the assignment, require a structured handover to the permanent hire or the team with documentation, assign work product to the client under section 90 of the Copyright, Designs and Patents Act 1988, cap the interim's liability at a multiple of the fees with consequential loss excluded under section 11 of the Unfair Contract Terms Act 1977, require professional indemnity insurance, and extend the client's directors' and officers' cover to an interim who is appointed a director.

What it costs

Consultancy or contractor agreement, £595. Drafted for your business. Five working days.

Template set for repeat use, £895. One master agreement plus a short-form schedule you can reuse for every engagement. Five working days.

Buying online forms the engagement on payment. The scope is what the consultancy and contractor agreements page describes, you accept the Terms of Service at checkout, and I email you within four working hours to get started. If you would rather ask something first, email me.

What you get

• A clear, express assignment of intellectual property to your business
• Confidentiality provisions that protect your business information
• Restrictive covenants drafted at a scope a court will uphold
• Clear treatment of status, so the arrangement is not accidentally something else
• Payment, deliverables and termination provisions that match how you work
• A reusable structure, so the next engagement costs you nothing

What is not included

• Employment status determinations and off-payroll working assessments, which need your accountant
• Tax advice
• Disputes with a contractor you have already engaged
• Immigration and right to work compliance

Questions I am often asked

Our interim works full time in our office under our managing director. Can they be self-employed?

Possibly not for the off-payroll rules, and the determination has to be made on the facts with HMRC's tool. The agreement reflects the features that support self-employment where they exist; it does not create them. If the assignment is inside the rules, the agreement and the payment mechanics should reflect that too.

Should the interim be appointed a director?

Only if you want them to carry a director's duties and the appointment is made properly, with insurance. Otherwise the agreement gives delegated authority and keeps them off the board, which is the usual arrangement for an interim.

What notice should an interim assignment have?

Short on both sides, a few weeks, because the assignment is temporary and both parties need to be able to end it. The agreement provides for fees to the end of the notice period.

Related guidance and services

• Consultancy and contractor agreements, £595, the service this page describes
• Contract review, £495
• Employment contracts and handbooks, £595
• Consultancy agreement for a fractional COO
• Reviewing an umbrella company or agency contract as a contractor

This page is general guidance for businesses in England and Wales, not advice on your own circumstances. Last reviewed: October 2026. Email geoffrey@caesar.co.uk.