The Small Consultancies Guide to IR35 - 3 essential steps to maximise value
How contractors can grow a small consultancy and adhere to IR35 compliance to maximise the sale value.
IR35 Shield
Guides
Specialist IR35 due diligence for mergers and acquisitions.
Protect deal value with expert IR35 analysis. We help buyers and sellers identify risk, quantify exposure and resolve IR35 issues quickly as part of the M&A process.
Get in touch to find out how we can help.
IR35 risk that can derail a deal
Many businesses do not invest in full IR35 audits during the years leading up to a sale, meaning issues only surface when due diligence begins.
At this stage, uncertainty creates problems. Buyers want clarity, sellers want control of the narrative, and advisers need defensible analysis they can rely on.
We help address common M&A IR35 challenges, including:
- Assessing risk and exposure across relevant tax years
- Identifying which entities carry IR35 / off-payroll risk
- Clarifying when off-payroll applies, before and after the transaction
- Resolving confusion around company size and transitional issues
- Reviewing status determinations and off-payroll processes
- Quantifying risk for potential transaction underwriting
Our role is to bring clarity quickly, reduce uncertainty, and help prevent IR35 issues from delaying, discounting or jeopardising a transaction.
Proven IR35 expertise
IR35 Shield is a recognised specialist in IR35 and off-payroll working. Clients come to us during transactions because they cannot get this level of focused advice elsewhere.
We understand the pace and pressure of deals. Our work is targeted, commercially aware, and designed to slot into the wider due diligence process without friction.
Our M&A IR35 service typically includes:
- Reviewing relevant documentation and information
- Identifying and quantifying IR35 / off-payroll exposure
- Providing clear findings and practical commentary
- Producing a structured report suitable for advisers, buyers or sellers
Our involvement provides confidence that IR35 risk is being addressed properly, proportionately and at deal speed.
Understand IR35 risk from every angle
Whether you are buying or selling, clarity on IR35 and off-payroll exposure is essential. Early insight helps buyers make informed decisions and sellers manage risk, ensuring transactions progress smoothly without unexpected complications.
For buyers
Get clarity on IR35 and off-payroll exposure before completion. We help buyers identify and quantify risk, understand where liabilities sit, avoiding surprises after the deal has closed. Our focused analysis supports informed pricing, targeted enquiries and confident decision-making.
For sellers
Take control of the IR35 narrative during the sale process. We help sellers surface and explain risk early, reduce uncertainty and address issues that could otherwise delay or discount a transaction. Clear, structured insight supports smoother negotiations and a cleaner exit.
A pragmatic, commercial approach
M&A timelines are tight and tolerance for uncertainty is low. We focus on delivering clear, decision-useful insight at pace, so IR35 issues can be assessed and addressed without slowing the transaction. Our work is proportionate to the deal and the risk involved, helping buyers and sellers make informed choices on pricing, structure and next steps, with no unnecessary complexity.
Trust the right team for your IR35 due diligence
Extensive experience successfully defending enquiries at both enquiry and tax tribunal, our investigations team utilise their knowledge and expertise to help successfully defend status for clients.
Dave Chaplin
Dave Chaplin is the UK's leading IR35 authority. He regularly provides consultancy on IR35 matters, helps successfully defend disputes at enquiry and tax tribunal, has authored two books on IR35 / off-payroll, and pioneered the first online IR35 status assessment over 10 years ago.
Chris Leslie
Chris Leslie has over 30 years’ proven experience defending clients in disputes with HMRC. His years managing Status Inspectors at HMRC, combined with his specialist qualifications in analytics, give him an in-depth understanding of how to counter the arguments used by HMRC.
Dave and Chris’ in-depth knowledge of IR35 and off-payroll combines to provide expert defence and guidance for your business. For help with an IR35 audit or compliance check please get in touch with our team.
We know the details so you don't have to
We keep our finger on the pulse of IR35. You can trust our advice and guidance is always up to date.
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Get expert help today
Contact IR35 Shield today for a confidential discussion about your situation and discover how we can help you with your M&A process.
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