Written for independent consultants trading through their own companies, interim and fractional executives, and boutique consultancies that work with associates.
The short version
- Check whether the new work is regulated.Finding investors, recommending investments, dealing with HMRC for clients and visa advice can each need permission or registration.
- Refer regulated work to someone authorised or registered.An FCA-authorised firm, a registered immigration adviser or a solicitor does that part. Check the FCA Register for any firm you work alongside.
- Write the boundary into your statement of work.Name the unregulated work you do and who does the regulated part. For investor work, any deal-based fee goes to the FCA-authorised firm.
Strategy, operations, turnaround, change, HR, IT and compliance consulting is the core of the work; financial, investment, mortgage and legal work stops at a regulated boundary. The trouble starts when a client asks for the work next door: find us investors, recommend a pension, deal with HMRC for us, sort out our sponsor licence. Each of those can be regulated, and doing it without permission can be a criminal offence, not just a contract problem.
Investment and credit work needs FCA permission
Carrying on a regulated activity without FCA authorisation or an exemption is a criminal offence, and the client can resist an agreement made in breach. Advising on or arranging investments, credit broking and debt counselling are regulated activities. A consultant who introduces investors for a success fee, recommends a pension or investment, or brokers asset finance for a sole trader is in scope.
FSMA 2000 ss.19, 23 and 26; the Regulated Activities Order
Financial planning, fund management and mortgage broking need the relevant FCA permission or appointed representative status. A corporate finance adviser can rely on the exclusion for the sale of a company only when every condition in article 70 of the Regulated Activities Order is met. Check the FCA Register for any firm you work alongside.
Taking a percentage for finding and pitching investors is regulated arranging. Without authorisation it is an offence, and the client can resist the agreement.
Other lines consultants cross
- Dealing with HMRC for a client: As of Oct 2026, a paid business that interacts with HMRC about another person's tax affairs must register with HMRC, subject to exceptions (Finance Act 2026 s.223; SI 2026/807 reg.4). New advisers, and those with no agent account of any kind, were due from 18 May to 18 August 2026. With a Self Assessment or Corporation Tax agent account but no Agent Services Account, register by 18 November 2026. Payroll-only advisers without an Agent Services Account register from 18 November 2026 to 18 February 2027. An adviser that already held an Agent Services Account before 18 May 2026 did not have to apply again.
- Companies House: As of Oct 2026, every director of your own company must verify their identity before the company files its first confirmation statement after 18 November 2025, and the statement cannot be filed until they have. A new or fractional director verifies before being appointed to a client's board.
- Tax advice, company formation, a registered office or nominee director services can require anti-money laundering supervision (Money Laundering Regulations 2017 regs 11 and 12). So can verifying identity or filing at Companies House for clients, which also needs Authorised Corporate Service Provider (ACSP) status.
- Visas and sponsor licences: advising on a visa or sponsor licence application requires Immigration Advice Authority registration unless you are exempt. An HR consultant may run right-to-work processes, but preparing a Skilled Worker sponsor licence application crosses the line, and doing it unregistered is an offence.
- Legal services: reserved legal activities need authorisation (Legal Services Act 2007 s.12 and Sch 2). Drafting contracts and policies, and representing at an employment tribunal, are generally open, but the title solicitor is protected.
Client data: processor or controller
If you handle a client's personal data only on its instructions, you are its processor and the contract needs the UK GDPR Article 28(3) terms. Use that data for your own benchmarking or marketing and you become a controller for that use, and a controller pays the ICO an annual fee. Check where an AI or analytics tool processes data before you upload a client's files, and tell the client about a breach without undue delay so it can meet its 72-hour deadline.
Write the boundary into the SOW. Name the unregulated work you will do, and name who does the regulated part: the FCA-authorised firm, the registered immigration adviser or the solicitor. Where the line is unclear, check the FCA perimeter guidance, HMRC's registration guidance and the Immigration Advice Authority register before you start.
Asked in Greymill
The risk: doing it without FCA authorisation or an exemption is a criminal offence, not just a contract problem. The client can also resist the agreement, so the £100,000 (5% of £2 million) may never reach you.
You can keep: genuinely unregulated strategy or preparation work, under a scope a regulatory lawyer has approved.
An FCA-authorised firm does: picking investors, approaching them, introductions, negotiation and any fee tied to the deal.
Put the line in writing. Your statement of work should name the unregulated work you do and the authorised firm that does the rest. Check that firm on the FCA Register before you start.
I can ask LEO, who handles contracts, to draft that wording.
Ask it about your own business
Paste this into Greymill with your own figures, and Rules & Licensing works it through for your business.
I run a consulting business in the UK. A client has asked me to [describe the extra work: find investors, advise on a pension, deal with HMRC, prepare a visa or sponsor licence application, other] and has offered [fee basis]. Tell me whether any part of this is regulated, what permission or registration it would need, and how to scope my SOW so I only do the unregulated part.
More for consulting and advisory in the UK
- My day rate looks healthy, so why does the year not add up?A consultant is paid for the days they bill, not the days they are available, and fixed fees and retainers can quietly turn a good rate into a poor one.Read the lesson
- How much of the money in my consulting company is actually mine to take?In a one-person consulting company part of every invoice belongs to HMRC, and drawing the rest the wrong way can lock cash away for at least a year.Read the lesson
- Is this contract inside IR35, who decides, and what does it do to my take-home?On every engagement through your own company, the client's size, sector and UK connection decide who makes the IR35 call, and a client's SDS can be formally challenged.Read the lesson
- The client's contract makes me liable for everything and wants to own my toolkitAdvice contracts hurt consultants in two places: an uncapped or stricter duty than the law implies, and IP clauses that hand over the methods you reuse on every job.Read the lesson
- Placing associates with clients without their IR35 bill coming out of my marginWhen a boutique places associates who work through their own companies, it becomes a link in the off-payroll chain and can end up paying employer NI on their fees.Read the lesson
- How do I win public sector work, and stop depending on one big client?Consultancies win through referrals, a narrow niche and frameworks, and public sector work comes with its own rules on registration, conflicts, payment and IR35.Read the lesson
- Closing my consulting company: strike-off or liquidation, and the claim that arrives afterwardsClosing a consulting company the cheap way can turn retained profit into income, and stopping your PI on the same day can leave a later claim with nothing to answer it.Read the lesson
Open the interactive lesson · Every consulting and advisory lesson · What Greymill knows about the trade
Sources
The primary sources behind this lesson, checked Oct 2026.
- RAO arts 25, 36A, 39E, 53, 70 (When advice becomes regulated)
- MTAR10100 scope; SI 2026/807 reg.4 commencement dates; HMRC phase 2 notice and timetable; MTAR30700 existing Agent Services Account holders (When advice becomes regulated)
- regs 11, 12, 56 (When advice becomes regulated)
- s.12, Sch 2, s.14 (When advice becomes regulated)
- ECCTA 2023 Part 1 (When advice becomes regulated)
- existing directors (Companies house, identity and AML)
- s.199 (Companies house, identity and AML)
- CFA 2017 s.45; Bribery Act 2010 s.7 (Companies house, identity and AML)
- UK GDPR Arts 28(3), 33(1), 33(2) (Client data: controller or processor)
- SI 2018/480 as amended by SI 2025/63, fee amounts from 17 Feb 2025 (Client data: controller or processor)
- PPN 09/14 (Client data: controller or processor)