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

What a consultancy agreement is under Chilean law In Chile a consultancy agreement is normally a civil contract for independent services, a contrato de prestacion de servicios a honorarios. It sits under the Codigo Civil as a form of arrendamiento de servicios inmateriales, not under the Codigo del Trabajo. The consultant is an autonomous professional who agrees to deliver a result or a defined piece of advisory work, decides how and when to do it, and is paid a fee rather than a wage. The single most important fact about this contract in Chile is that the label does not decide its nature. Chilean labour law applies the principio de primacia de la realidad, the primacy of the facts over the paper. If the relationship in practice shows subordinacion y dependencia, meaning the client sets the hours, supervises the work closely, requires attendance and treats the consultant like a member of staff, a labour court can reclassify the arrangement as an employment contract whatever the document says. That is the risk the whole agreement is built around. ## The core rules that shape a Chilean consultancy agreement Civil, not labour, when it is genuine. A real consultant invoices the client, works with technical and administrative autonomy, uses their own methods and usually serves more than one client. These features keep the contract in the civil sphere, governed by the Codigo Civil and the general rules on obligations and contracts. The boleta de honorarios. A Chilean independent professional documents fees with a boleta de honorarios electronica issued through the Servicio de Impuestos Internos. The payer generally withholds a percentage of the fee as a provisional income tax (the retencion, which has been rising year by year under the pension reform transition). The consultant also owes annual income tax and, increasingly, mandatory social security contributions on their honorarios through the annual tax return. Confirm the current retention rate and the social security obligation for the year, because these figures change. The subordination test. The Direccion del Trabajo and the labour courts look at indicators: fixed working hours, duty to clock in, continuous supervision and instructions, exclusivity, provision of tools and workspace by the client, and integration into the client organisation. The more of these are present, the greater the chance of reclassification. Consequences of reclassification. If a court finds a hidden employment relationship it can order back payment of social security contributions, severance, holiday pay and other labour entitlements, plus fines. A worker can generally bring a claim within six months of the end of the services under article 510 of the Codigo del Trabajo. Treat this as the central risk, not a footnote. Freedom of contract otherwise. For a genuine consultancy the parties are free to agree scope, fees, milestones, confidentiality, intellectual property and termination, subject to the general civil law on good faith and on unfair terms. ## Fees, tax and social security in practice How the consultant is paid shapes how independent the arrangement looks. A genuine consultancy is usually paid against deliverables or milestones, or on a time and materials basis, rather than a flat monthly amount that never varies. Each payment is documented by a boleta de honorarios, and the payer typically withholds a provisional income tax that the consultant later reconciles in the annual tax return. Chile has been phasing in mandatory social security contributions (health and pension) for honorarios workers through that annual return, so both sides should understand who bears which cost and factor it into the fee. VAT treatment depends on the nature of the service, so confirm it. Setting out the fee basis, the invoicing cycle, any expenses, and who carries the tax and social security burden avoids the two most common disputes: a consultant who expected a net figure and a client surprised by a withholding. It also reinforces the independent character of the engagement, because a professional who manages their own tax and serves several clients looks far less like an employee than one paid a fixed wage with nothing withheld. ## A usable template Adapt to your facts and have a Chilean abogado review it, especially the independence features. CONTRATO DE PRESTACION DE SERVICIOS A HONORARIOS / CONSULTANCY AGREEMENT 1. Parties. [Client], RUT [number], and [Consultant], RUT [number], acting as an independent professional. 2. Nature. The Consultant provides services as an autonomous professional. There is no relationship of subordination or dependence and no employment relationship arises. 3. Scope. The Consultant will provide [describe the advisory services, deliverables and any milestones]. The Consultant decides the method and organisation of the work. 4. Term. From [date] to [date], or until the deliverables are accepted. [Renewal or extension terms.] 5. Fees. [Amount] in honorarios, payable against a boleta de honorarios electronica, [on these dates or milestones]. Taxes and withholdings apply as required by law. 6. Autonomy. The Consultant sets their own hours, uses their own equipment and may serve other clients, subject to the confidentiality and conflict clauses. 7. Confidentiality. The Consultant keeps the Client information confidential during and after the contract. 8. Intellectual property. [State who owns the deliverables and any assignment of rights.] 9. Termination. Either party may end the contract [on notice / for breach], without this implying any labour severance. 10. Governing law and jurisdiction. Chilean law; courts of [city]. Signatures, RUTs, date. ## A short walk through the key clauses Nature and autonomy are the heart of the agreement. State clearly that the consultant is independent, but remember a court looks at how the relationship actually runs, not only the wording. Back the clause up by actually leaving the consultant free to organise the work. Fees and the boleta should match reality. Paying a fixed monthly amount that looks exactly like a salary, with no deliverables and full-time attendance, is a classic reclassification trigger. Intellectual property does not transfer automatically for advisory deliverables, so say plainly whether the client owns reports, models and materials and record the assignment. ## Red flags to check before signing - Fixed office hours, attendance control and daily supervision dressed up as a consultancy. These point to employment.

• A single long-running engagement with one client, full time and exclusive, with no other clients.
• No boleta de honorarios and no clarity on who pays tax and social security.
• Silence on intellectual property for deliverables the client intends to own.
• A non-compete that is wide and unpaid, which Chilean courts scrutinise. ## Keeping the agreement under control after signing A consultancy engagement in Chile carries duties that run across its life: issuing each boleta, tracking milestones and acceptance, honouring confidentiality, and keeping the working arrangement genuinely independent so it is never recharacterised as employment. Drafting the contract from a clear template, checking that no clause quietly builds in subordination, and keeping the deliverables, fees and key dates in one place can sit in a single AI workspace tuned to how your company engages advisers. Adira is built around that idea: it drafts from a template, models the contract as linked clauses so it can flag a risky or missing term, and keeps obligations and dates together. Adira is India-first today, with jurisdiction set per contract and an international mode for others; deep, verified coverage of Chilean law is on its roadmap rather than established, so treat Chile specific output as a draft for a Chilean lawyer to confirm. This page is general information, not legal advice. Chilean tax and labour rules change, so confirm the current position for your situation.