Referral commissions and sales practices (brief) | Research Credit Integrity Alliance

Key points

The AICPA Code requires members who pay or accept referral fees to disclose them to the client in writing. Form 6765 does not ask about referrals or fees.12
The CRA and HMRC have warned businesses about unsolicited offers and agents offering speculative claims "in return for high commission".34
Circular 230 bars practitioners from misleading solicitation and from persisting after a prospective client declines.5
No official source reports how research credit claims are introduced or how introducers and sales staff are paid.

Referral fees

A referral fee is a payment to someone, often the business's own accountant, for introducing a client to an adviser. The AICPA Code requires a member who "accepts a referral fee for recommending or referring any service of a CPA" or "pays a referral fee to obtain a client" to disclose it to the client, in writing.1 UK professional rules also require commissions and referral fees to be disclosed to the client with the amount or basis of calculation.6 Circular 230 treats a significant risk that representation will be limited by a practitioner's personal interest as a conflict of interest, and bars practitioners from accepting assistance from anyone who, to their knowledge, obtains clients in a forbidden manner.5

These are disclosure rules, binding members of the bodies concerned. They do not limit how a referral fee is calculated, and they do not reach the tax authority. As analysis: where a referral fee is a share of an adviser's fee that is itself a percentage of the credit, the introducer's reward rises with the size of the claim. The introducer is often the adviser the business already trusts most.12

Unsolicited approaches

Canada. In 2022 the CRA reported "a recent increase in SR&ED claims containing false and/or non-compliant information" and advised caution about unsolicited offers.3
United Kingdom. HMRC has targeted education at sectors where research is unlikely, such as care homes and restaurants, because companies there "are at risk of being approached by unscrupulous agents".4
United States, a different credit. For the employee retention credit, the IRS warned about "Unsolicited ads, calls, emails or texts" and "Fees based on a percentage of the refund amount".7 That is not evidence about research credit advisers.

Circular 230 prohibits false, misleading or coercive solicitation by practitioners, requires lawful solicitations to be identified as such, and bars persistent contact after a prospective client declines.5 The Telemarketing Sales Rule exempts most calls to businesses, but not its bans on misrepresentation and on false or misleading statements to induce payment.8

Sales pay

No official source found for this brief describes how research credit sales staff are paid. As analysis: where a salesperson's commission is a share of a fee that is itself a percentage of the credit, the salesperson's reward rises with the claim the business is told to expect. Commission is common in many industries and does not imply that anyone misleads. HMRC's illustrative case study describes an agent with "minimal knowledge" of a business who, "after asking a few questions, suggests some business activities will qualify".4

Who bears the consequences

The business remains responsible for its claim. HMRC says customers "remain responsible for their own tax affairs" even if they use an agent, and the CRA says claimants "will be held liable for any false information".43 In the United States an excessive refund claim carries a penalty of 20 percent of the excess on the person making it, unless there is reasonable cause.9 Introducers and sales staff are not parties to the claim.

The case for these practices

Referral fees reward accountants for spotting opportunities and connecting clients with specialists. Outbound sales spread awareness; Canada's 2012 consultation noted that marketing by preparers "could contribute to a more widespread knowledge" of its program.10 Commission pay keeps fixed costs low. Disclosure rules already apply. Nothing in this brief suggests that advisers who use these practices act improperly.

The answer is that disclosure reaches the client but not the tax system, and only where the introducer is bound by a code. Awareness does not require a percentage fee. And where referral and sales rewards are calculated from a percentage fee, the incentive to a larger claim extends to everyone involved except the business that bears the result.

Our position

Congress should prohibit contingent fees, commonly called success fees, in federal research and development tax credit engagements under Section 41, so that advisers are paid for the work they perform rather than for the size of the claim they produce. Swanson Reed, which publishes this brief, is a fixed-fee R&D tax adviser with a direct commercial interest: it does not charge success fees, and a ban would remove a pricing model it competes against.

References

American Institute of CPAs, AICPA Code of Professional Conduct (updated for all official releases through September 2026), ET 1.520.001 Commissions and Referral Fees Rule, paragraphs .03 and .04, and ET 1.520.080. https://pub.aicpa.org/codeofconduct/ethicsresources/et-cod.pdf (accessed 11 October 2026). Back
Internal Revenue Service, Instructions for Form 6765 (Rev. December 2025), read in full. https://www.irs.gov/instructions/i6765 (accessed 11 October 2026). Back
Canada Revenue Agency, Advisory for businesses claiming SR&ED investment tax credits (12 October 2022). https://www.canada.ca/en/revenue-agency/news/newsroom/tax-tips/tax-tips-2022/advisory-businesses-claiming-sred-investment-tax-credits.html (accessed 11 October 2026). Back
HM Revenue and Customs, Approach to Research and Development tax reliefs 2023 to 2024 (published 30 October 2024), sections 2.3 and 2.5, including the illustrative case study. https://www.gov.uk/government/publications/hmrcs-approach-to-research-and-development-tax-reliefs-2023-to-2024/approach-to-research-and-development-tax-reliefs-2023-to-2024 (accessed 11 October 2026). Back
Treasury Department, Circular No. 230, 31 CFR part 10, sections 10.29(a) and (b) and 10.30(a), (c) and (d). https://www.ecfr.gov/current/title-31/subtitle-A/part-10 (accessed 11 October 2026). Back
AAT, ACCA, ATT, CIOT, ICAEW, ICAS and STEP, Professional Conduct in Relation to Taxation (effective 1 January 2026), paragraph 2.9. https://www.icaew.com/-/media/corporate/files/technical/tax/pcrt/pcrt-effective-1-january-2026.ashx (accessed 11 October 2026). Back
Internal Revenue Service, Employee Retention Credit, section "Look for these warning signs" (page last reviewed or updated 8 October 2026). https://www.irs.gov/coronavirus/employee-retention-credit (accessed 11 October 2026). Back
Federal Trade Commission, Telemarketing Sales Rule, 16 CFR 310.6(b)(7) and 16 CFR 310.3(a)(2) and (4). https://www.ecfr.gov/current/title-16/chapter-I/subchapter-C/part-310 (accessed 11 October 2026). Back
Office of the Law Revision Counsel, 26 U.S.C. 6676, Erroneous claim for refund or credit, subsection (a), United States Code 2024 edition published by the Government Publishing Office. https://www.govinfo.gov/content/pkg/USCODE-2024-title26/html/USCODE-2024-title26-subtitleF-chap68-subchapB-partI-sec6676.htm (accessed 11 October 2026). Back
Department of Finance Canada, Consultation Regarding the Impact of Contingency Fees on the Effectiveness of the SR&ED Tax Incentive Program (2012), section "Effects of Contingency Fees", archived copy of 7 May 2013. https://web.archive.org/web/20130507033404/http://www.fin.gc.ca/activty/consult/sred-rsde-eng.asp (accessed 11 October 2026). Back