A solicitor introducer agreement is the written contract that sets out how a law firm pays for, discloses and controls referrals from a third party, and it exists because the SRA expects firms to be able to show clients where a referral came from and whether money changed hands. Without one, a firm cannot easily evidence compliance if a regulator or client asks questions later. This guide sets out the clauses a properly drafted agreement needs and the ongoing checks that keep the arrangement compliant.
It is written for firms and compliance officers reviewing or building a referral relationship, not for members of the public. The SRA does not mandate a single template, but its Standards and Regulations set expectations that a written agreement is the most reliable way to meet.
When a written solicitor introducer agreement is expected
The SRA Code of Conduct for Firms requires that clients understand the nature of any referral relationship and are not misled about a firm's independence. In practice, that means any regular or paid referral source — whether a claims handler, financial adviser, accountant or insolvency introducer — should be covered by a written solicitor introducer agreement before the first referral is accepted.
A written agreement matters most where:
- Payment or non-cash benefit passes between the firm and the introducer, in either direction.
- The introducer refers clients on a recurring or volume basis, rather than a one-off personal recommendation.
- The introducer operates in a regulated or sensitive sector, such as insolvency, personal injury claims or financial services.
- The firm needs to demonstrate, on request, exactly what was disclosed to the client and when.
Ad hoc, unpaid recommendations between professionals do not usually need a formal contract. But once a fee, commission or reciprocal referral is involved, a compliance officer should expect to produce a signed agreement, not rely on an email chain or verbal understanding.
Core clauses: scope, fees, disclosure, independence
A compliant solicitor introducer agreement needs to do more than describe who sends work to whom. It has to translate SRA principles into enforceable contract terms. The core clauses are:
Scope and exclusivity
Define precisely which services or client types the introducer can refer, whether the arrangement is exclusive, and what the introducer is and is not authorised to say to prospective clients on the firm's behalf.
Fees and payment structure
State the fee or commission clearly — a fixed sum, a percentage, or another basis — and confirm it will be disclosed to the client before they instruct the firm. Referral fee arrangements are lawful for most work in England and Wales, but they must be transparent; our guide on Are Referral Fees Legal in the UK? covers where the position differs by sector.
Client disclosure obligations
Set out exactly what the client will be told: that a referral relationship exists, whether a payment is made, and that the client is free to choose a different firm. This should be a standing obligation on the solicitor firm, not something the introducer controls.
Independence and no fettering of advice
The agreement must confirm the introducer has no influence over case handling, advice given or outcomes, and that the firm's duty runs to the client, not to the introducer. This clause protects the firm's independence and should be non-negotiable.
For a fuller breakdown of what the regulator expects across these clauses, see our companion piece on SRA Referral Fees Rules for Solicitors.
Protecting client confidentiality and data protection
Introducer arrangements almost always involve sharing some client information before instructions are formally taken — at minimum, a name and contact details. The agreement should specify:
- What personal data the introducer may collect and pass on, and for what purpose only.
- That the introducer has a lawful basis for processing that data under the Data Protection Act 2018, and will not use it for onward marketing without consent.
- Data retention and deletion obligations once a referral is passed or declined.
- A confidentiality clause preventing the introducer from disclosing case details, even where no formal instruction follows.
The ICO's guidance on the UK GDPR sets out the lawful bases and fair processing requirements that both parties need to satisfy. Firms should also check the introducer's own privacy notice matches what the agreement promises — a mismatch is a common finding in file reviews.
Terminating for conduct that risks your compliance
Every introducer agreement needs a clear exit route, because a source that behaves badly becomes a firm's problem quickly. Termination clauses should allow the firm to end the arrangement, with reasonable notice or immediately for serious breach, where the introducer:
- Makes misleading claims about the firm, its fees or its outcomes to prospective clients.
- Fails to give clients the required disclosure before referring them.
- Is investigated by, or loses authorisation from, its own regulator, where relevant.
- Breaches confidentiality or data protection terms.
- Pressures vulnerable individuals into instructing the firm.
It is worth including a right to suspend the flow of referrals pending investigation, rather than only a full termination right, so the firm has a proportionate response available. A well-drafted clause also confirms what happens to referrals already in progress if the relationship ends.
Monitoring the introducer's activity over time
Signing the agreement is the start, not the end, of compliance. The Code of Conduct for Firms expects ongoing oversight of third parties acting on the firm's behalf, which in practice means:
- Periodic file reviews to confirm disclosure was actually given to referred clients, not just promised in the contract.
- Checking the introducer's marketing materials and website for accuracy against what the agreement permits.
- Recording the source of every referred matter, so patterns and volumes are visible to the compliance officer.
- An annual (or more frequent, for higher-risk sources) review of the agreement itself against current SRA guidance.
Firms working with introducers in sectors such as insolvency, where clients are often under financial pressure, should apply extra scrutiny. Our guide on Introducer Agreements for Insolvency Firms looks at the additional safeguards that sector calls for.
Frequently asked questions
Do I need a written agreement with an unregulated introducer?
Yes, if any fee or benefit is involved or referrals are ongoing. An unregulated introducer carries more risk because it has no separate regulator holding it to standards, so a clear written agreement and closer monitoring both matter more, not less.
Is there a cap on referral fee commission?
There is no single fixed cap across all work types under the SRA's current rules, though some regulated claims, such as certain personal injury matters, have their own statutory limits. The overriding requirement is that any fee is disclosed and does not compromise the client's best interests or the firm's independence.
How often should an introducer agreement be reviewed?
At least annually, and sooner if the introducer's business model, ownership or regulatory status changes. A review should check the clauses still match current practice, not just that a signed copy exists on file.
Can the introducer be paid a share of the client's damages or settlement?
Generally no. Referral payments should be a fee for the introduction itself, not a share of case proceeds, which raises separate conduct and, in some contexts, funding concerns. Firms should take independent advice on the structure before agreeing terms.
What happens if a client was not told about the referral fee?
This is a disclosure failure the firm is responsible for, regardless of what the introducer did. It should trigger a file review, a retrospective disclosure to the client where appropriate, and a look at whether the agreement's disclosure clause needs tightening.
This article is general information for firms reviewing referral arrangements, not legal or regulatory advice, and does not replace a firm's own review of the SRA Standards and Regulations or independent legal advice on a specific agreement.
If you would like to be introduced to a regulated specialist to review or draft your introducer agreements, start an enquiry with Harbourfirst.