Inter group company consulting agreement

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Document overview

This agreement sets out how a company provides advisory services to others within the same group. The nature of the consultancy work is not important. You may use this agreement to allocate expenses where they should fall, or to separate out the affairs of a subsidiary in preparation for its sale or the introduction of a third party shareholder.
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About this document

This contract is drawn for use between members of the same group of companies or any other closely associated parties.

The primary reason to use this agreement would be to provide evidence for the supply of services for record keeping (accounting) purposes –the generation of income for one group member and expenses for another, and perhaps the offset of intercompany debts between them. You may wish to do this:

  • to reallocate group expenses where it most advantageous to do so
  • to separate out the affairs of one particular subsidiary so as to prepare it for sale or closure
  • to tidy up a muddled situation between subsidiaries
  • to clarify inter-company rights before a sales of shares or introduction of a new lender

Both the consulting company and the client could be in any industry, and the work performed could be of any type. For example, a director of one company may advise the board of the client on business strategy.

We provide options in many areas including how the consulting company will carry out the work, how it will be paid, and contractual terms. Although intended to be used between companies that might not formalise such arrangements, the agreement is a full version that contains many of the same provisions for work that our other consultancy agreements contain.


  • Definitions and interpretation
  • Preliminary legal matters
  • Avoidance of conflicts of interest
  • Consultant's obligations
  • Fees and expenses
  • Work management procedure
  • Optional use of sub-contractors
  • No competition
  • Confidentiality
  • Inventions and new intellectual property
  • Duration and termination
  • Mutual indemnities
  • Other legal provisions
  • Miscellaneous matters

We include over 2,300 words of helpful and informative drafting notes.

Sample inter group company consulting agreementSample page from the inter group consultancy contract

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