Consultancy agreement in Argentina: Template, Key Clauses and Local Law (2026)

What a consultancy agreement is in Argentina A consultancy agreement engages an independent adviser or firm to deliver advice or a defined service for a fee, outside an employment relationship. In Argentina this is a contract of services (locacion de servicios) under the Civil and Commercial Code (Law 26.994), not under the Ley de Contrato de Trabajo. The 2024 Ley Bases reform reinforced this by expressly placing services, works, and agency contracts under the Civil and Commercial Code. But the most important fact about a consultancy in Argentina is the risk running underneath it: the law presumes that personal services create employment, so a consultancy that operates like a job can be reclassified. ## The reclassification risk, up front Article 23 of the Ley de Contrato de Trabajo presumes that the provision of personal services is an employment contract, and the primacy-of-reality principle means courts judge the substance of the relationship. The test applied is the triple subordination: technical (someone directs how the work is done), economic (the person depends on this income), and legal (the person is under the client's authority and discipline). A consultant who sets their own method, works for several clients, carries their own costs, and is paid against deliverables is on the right side of the line. A consultant with fixed office hours, a single paymaster, and a reporting line is exposed. The risk is lower when the counterparty is a company, even a one-person company, than when it is a single individual. ## The clauses that matter Scope and deliverables. Describe the advice or output precisely, with milestones and acceptance criteria, so performance is objective and the relationship looks result-based rather than time-based. Fees and invoicing. State the fee, currency and any inflation adjustment, and payment terms. The consultant issues their own invoices (factura) and is responsible for their own tax (including, where applicable, registration as a monotributista or in the general regime) and social-security contributions. Record that these are the consultant's responsibility. Independence. State that the consultant is independent, controls their own method and hours, may serve other clients, and is not an employee. Intellectual property and confidentiality. State who owns the deliverables and protect information shared during the engagement, by clause or a separate NDA. Term and termination. Set the term, renewal, grounds and notice for termination, and the treatment of work in progress and final payment. Governing law and forum. For an Argentina-connected engagement, Argentine law and an Argentine court or arbitration keep enforcement practical. ## Sample wording > The Consultant is engaged under a contract of services under the Civil and Commercial Code and is not an employee of the Client. The Consultant acts independently, determines the manner and means of performing the Services subject to the deliverables in Schedule 1, may provide services to other clients, and is responsible for its own taxes and social-security contributions. > The Client shall pay the fees in Schedule 1 against the Consultant's valid invoices (facturas), within [number] days. All deliverables created specifically for the Client shall, on full payment, belong to the Client, who is assigned all intellectual property rights in them. Adapt these to your engagement and confirm the current law; they are a starting point, not legal advice. ## Red flags to avoid Watch for a consultant engaged full time, for a single client, with fixed hours and a reporting line, which looks like employment and can be reclassified with back pay and penalties. Watch for paying a consultant like salaried staff, with a fixed monthly amount unrelated to deliverables and no invoices, which undercuts the independent-contractor position. Watch for silence on intellectual property. And watch for ignoring the consultant's own tax-registration obligations, which can create problems for both sides. ## Invoicing and tax in practice The tax mechanics reinforce the independent status, so get them right. Most individual consultants in Argentina register under the simplified monotributo regime, which bundles tax and social-security contributions into a single monthly payment up to defined income thresholds, or, above those thresholds, in the general regime with VAT and income tax. The consultant issues facturas for each payment, and the client should pay only against a valid invoice. Because inflation erodes a fixed fee quickly, agree the currency and any adjustment mechanism for a longer engagement, and tie payments to accepted milestones rather than the passage of time. Handling invoicing and tax cleanly is not just compliance housekeeping; a consultant who invoices properly and carries their own contributions looks genuinely independent, which is exactly the picture that defeats a reclassification claim. ## Acceptance and change control Two clauses keep the engagement on track. An acceptance clause defines how each deliverable is tested and signed off against agreed criteria, with a window for the client to accept or reject, so completion is objective. A change-control clause requires any change to scope, fee, or timeline to be agreed in writing before the consultant acts on it, which stops the work quietly expanding without extra pay and keeps the engagement result-based. ## Keeping engagements consistent across the business A company rarely engages one consultant; it runs many engagements across teams, on different templates, with different scopes, fees, and end dates. The recurring difficulty is keeping the set consistent and defensible on the classification question, and knowing who is engaged, on what terms, and when each engagement ends. That is the idea behind a single contract workspace. Adira brings drafting, a per-clause risk view, version history, and key-date tracking into one place, tuned to how your company contracts, so a consultancy agreement is drafted, reviewed, and tracked with the rest rather than scattered across tools. Adira is India-first today, with other jurisdictions on its roadmap, so Argentina-specific depth should be treated as developing, and local tax and reclassification points confirmed with Argentine advisers. This article is general information, not legal or tax advice. For a specific consultancy agreement in Argentina, confirm the current Civil and Commercial Code position and reclassification risk with qualified Argentine advisers.