ACCOUNTLETS - STANDARD ENGAGEMENT TERMS AND CONDITIONS OF
BUSINESS
1. Applicable Law
Our engagement letter and our standard terms and conditions of business are governed by, and
should be construed in accordance with English law.
2. Client identification and Money Laundering
As with other professional services firms, we are required to identify our clients for the purposes of
the UK anti-money laundering legislation. We may request from you, and retain, such information
and documentation as we require for these purposes and/or make searches of appropriate databases.
Before we can commence any work on your behalf we require proof of address by way of utility
bill and a photo identification this can be in the form of a driver's licence or passport but must
contain a photo of yourself. The utility bill must be less than three months old. Mobile phone and
credit card statements are not acceptable as proof of address. You must advise us of the beneficial
owners owning at least 25% or more of the share capital for whom we require the identification as
above.
We have a duty under section 330 of the Proceeds of Crime Act 2002 to report to the National Criminal
Intelligence Service (NCIS) if we know, or have reasonable cause to suspect, that you, or anyone
connected with your business, are or have been involved in money laundering. Failure on our part to
make a report where we have knowledge or reasonable grounds for suspicion would constitute a criminal
offence.
The offence of money laundering is defined by section 340(11) of the Proceeds of Crime Act and
includes concealing, converting, using or possessing the benefits of any activity that constitutes a
criminal offence in the UK. It also includes involvement in any arrangement that facilitates the
acquisition, retention, use or control of such a benefit.
We are obliged by law to report any instances of money laundering to NCIS without your knowledge
or consent. In fact, we may commit the criminal offence of tipping off under section 333 of the
Proceeds of Crime Act if we were to inform you that a report had been made. In consequence, neither
the firms' principals nor staff may enter into any correspondence or discussions with you regarding
such matters.
We are not required to undertake work for the sole purpose of identifying suspicions of money
laundering. We shall fulfil our obligations under the Proceeds of Crime Act 2002 in accordance with
the guidance published by ICAEW
Regmered Office:Suire C3,Coveham House,Downside Bridge Road,Cobham,Surrey KTII 3EP
Registered I E'lgla d
Company No. 3693060
VAT Regbtra11on No
. 791 5496 86
BUS
INESS
Awcn{b
\\
•
M ,,. 2014
2
3. Client money
We may from time to time hold money on your behalf. Such money will be held in trust in a client
bank account, which is segregated from the firm's funds.
4. Commissionsand other benefits
In some circumstances we may receive commissions or other benefits for introductions to other
professionals or in respect of transactions which we arrange for you. Where this happens we will
notify you in writing of the amount and terms of payment and receipt of any such commissions or
benefits.
5. Complaints
We are committed to providing you with a high quality service that is both efficient and effective.
However, should there be any cause for complaint in relation to any aspect of our service please
contact Mr Arif Virani. Where your complaint relates to that person, you should instead please contact
Mr Azim Kassam. We agree to look into any complaint carefully and promptly and do everything
reasonable to put it right.
6. Confidentiality
Communication between us is confidential and we shall take all reasonable steps to keep confidential
your information except where we are required to disclose it by law, by regulatory bodies, by our
insurers or as part of an external peer review. Unless we are authorised by you to disclose information
on your behalf this undertaking will apply during and after this engagement.
We may, on occasions, subcontract work on your affairs to other tax or accounting professionals. The
subcontractors will be bound by our client confidentiality terms.
We reserve the right, for the purpose of promotional activity, training or for similar business purpose,
to mention that you are a client. As stated above we will not disclose any confidential information.
7. Conflictsof interest
We will inform you if we become aware of any conflict of interest in our relationship with you or in
our relationship with you and another client. We have safeguards that can be implemented to protect
the interests of different clients if a conflict arises. Where conflicts are identified which cannot be
managed in a way that protects your interests then we regret that we will be unable to provide further
services. If this arises, we will inform you promptly.
If there is a conflict of interest that is capable of being addressed successfully by the adoption of
suitable safeguards to protect your interests then we will adopt those safeguards. Where possible
this will be done on the basis of your informed consent. We reserve the right to act for other clients
whose interests are not the same as or are adverse to yours subject of course to the obligations of
confidentiality referred to above.
3
8. Data Protection
We confirm that we will comply with the provisions of the Data Protection Act 2018 when processing
personal data about you. In order to carry out the services of this engagement and for related purposes
such as updating and enhancing our client records, analysis for management purposes and statutory
returns, legal and regulatory compliance and crime prevention we may obtain, process, use and disclose
personal data about you with your prior consent.
Please refer to the enclosed Privacy Policy which details the data we will hold and how we process it
in connection with our services to you.
You can refer to our Privacy Policy at any time on our website at www.accountlets.co.uk
9. Disengagement
Should we resign or be requested to resign we will normally issue a disengagement letter to ensure
that our respective responsibilities are clear.
Should we have no contact with you for a period of eighteen months or more we may issue to your
last known address a disengagement letter and thereafter cease to act.
10. Electronic and other communication
Unless you instruct us otherwise we may, where appropriate, communicate with you and with third
parties via email or by other electronic means. The recipient is responsible for virus checking emails
and any attachments.
With electronic communication there is a risk of non-receipt, delayed receipt, inadvertent
misdirection or interception by third parties. We use virus-scanning software to reduce the risk of
viruses and similar damaging items being transmitted through emails or electronic storage devices.
However electronic communication is not totally secure and we cannot be held responsible for
damage or loss caused by viruses nor for communications which are corrupted or altered after
despatch. Nor can we accept any liability for problems or accidental errors relating to this means of
communication especially in relation to commercially sensitive material. These are risks you must
agree to bear in return for greater efficiency and lower costs. If you do not wish to accept these risks
please let us know and we will communicate by paper mail, other than where electronic submission
is mandatory.
Any communication by us with you sent through the post [or DX] system is deemed to arrive at your
postal address two working days after the day that the document was sent.
11. Fees and payment terms
Our fees may depend not only upon the time spent on your affairs but also on the level of skill and
responsibility and the importance and value of the advice that we provide, as well as the level of risk.
If we provide you with an estimate of our fees for any specific work, then the estimate will not be
contractually binding unless we explicitly state that that will be the case.
Where requested we may indicate a fixed fee for the provision of specific services or an indicative range
of fees for a particular assignment. It is not our practice to identify fixed fees for more than a year
ahead as such fee quotes need to be reviewed in the light of events. If it becomes apparent to us,
due to unforeseen circumstances, that a fee quote is inadequate, we reserve the right to notify
4
you of a revised figure or range and to seek your agreement thereto.
In some cases, you may be entitled to assistance with your professional fees, particularly in relation
to any investigation into your tax affairs by HMRC. Assistance may be provided through insurance
policies you hold or via membership of a professional or trade body. Other than where such insurance
was arranged through us you will need to advise us of any such insurance cover that you have. You
will remain liable for our fees regardless of whether all or part are liable to be paid by your insurers.
We will bill monthly and our invoices are due for payment upon presentation or as stated. Our fees
are exclusive of VAT which will be added where it is chargeable. Any disbursements we incur on your
behalf and expenses incurred in the course of carrying out our work for you will be added to our invoices
where appropriate.
Unless otherwise agreed to the contrary our fees do not include the costs of any third party, counsel
or other professional fees.
As a guide apart from a pre agreed fixed fee our fees are based on the following rates per hour;
Partner £300
Senior staff £120
Junior staff £75
We reserve the right to charge interest on late paid invoices at the rate of 5% above bank base rates
under the Late Payment of Commercial Debts (Interest) Act 1998. We also reserve the right to suspend
our services or to cease to act for you on giving written notice if payment of any fees is unduly delayed.
We intend to exercise these rights only where it is fair and reasonable to do so.
If you do not accept that an invoiced fee is fair and reasonable you must notify us within 7 days of receipt,
failing which you will be deemed to have accepted that payment is due.
12. Implementation
We will only assist with implementation of our advice if specifically instructed and agreed in writing.
13. Intellectual property rights
We will retain all copyright in any document prepared by us during the course of carrying out the
engagement save where the law specifically provides otherwise.
14. Interpretation
If any provision of this engagement letter or enclosed schedules is held to be void, then that
provision will be deemed not to form part of this contract and the remainder of this agreement shall
be interpreted as if such provision had never been inserted.
In the event of any conflict between these terms of business and the engagement letter or
appendices, the relevant provision in the engagement letter or schedules will take precedence.
15. Internal disputes within a client
5
If we become aware of a dispute between the parties who own or are in some way involved in the
ownership and management of the business, it should be noted that our client is the business and we
would not provide information or services to one party without the express knowledge and permission
of all parties. Unless otherwise agreed by all parties we will continue to supply information to the
[registered office/normal place of business] for the attention of the [directors/proprietors]. If
conflicting advice, information or instructions are received from different directors/principals in the
business we will refer the matter back to the board of directors/the partnership/ the LLP and take no
further action until the board/partnership/LLPhas agreed the action to be taken.
16. Investment advice (including insurance mediation services)
Investment business is regulated under the Financial Services and Markets Act 2000.
If, during the provision of professional services to you, you need advice on investments, including
insurances, we may have to refer you to someone who is authorised by the Financial Services
Authority or licensed by a Designated Professional Body as we are not authorised to give such advice.
If during the provision of taxation services to you, you need advice on investments, we may have to
refer you to someone who is authorised by the Financial Services Authority.
17. Lien
Insofar as we are permitted to do so by law or professional guidelines, we reserve the right to exercise
a lien over all funds, documents and records in our possession relating to all engagements for you until
all outstanding fees and disbursements are paid in full.
18. Limitation of liability
We will provide our services with reasonable care and skill. Our liability to you is limited to losses,
damages, costs and expenses directly caused by our negligence or wilful default.
Exclusion of liability for loss caused by others
We will not be liable if such losses, penalties, surcharges, interest or additional tax liabilities are caused
by the acts or omissions of any other person or due to the provision to us of incomplete, misleading
or false information or if they are caused by a failure to act on our advice or a failure to provide us
with relevant information.
Exclusion of liability in relation to circumstances beyond our control
We will not be liable to you for any delay or failure to perform our obligations under this engagement
letter if the delay or failure is caused by circumstances outside our reasonable control.
Exclusion of liability relating to the discovery of fraud etc
We will not be responsible or liable for any loss, damage or expense incurred or sustained if
information material to the service we are providing is withheld or concealed from us or
misrepresented to us. This applies equally to fraudulent acts, misrepresentation or wilful default on
the part of any party to the transaction and their directors, officers, employees, agents or advisers.
This exclusion shall not apply where such misrepresentation, withholding or concealment is or should
6
(in carrying out the procedures which we have agreed to perform with reasonable care and skill) have
been evident to us without further enquiry beyond that which it would have been reasonable for us
to have carried out in the circumstances.
Indemnity for unauthorised disclosure
You agree to indemnify us and our agents in respect of any claim (including any claim for negligence)
arising out of any unauthorised disclosure by you or by any person for whom you are responsible of
our advice and opinions, whether in writing or otherwise. This indemnity will extend to the cost of
defending any such claim, including payment at our usual rates for the time that we spend in
defending it.
19. Limitation of Third Party rights
The advice and information we provide to you as part of our service is for your sole use and not for
any third party to whom you may communicate it unless we have expressly agreed in the engagement
letter that a specified third party may rely on our work. We accept no responsibility to third parties,
including any group company to whom the engagement letter is not addressed, for any advice,
information or material produced as part of our work for you which you make available to them. A
party to this agreement is the only person who has the right to enforce any of its terms and no rights
or benefits are conferred on any third party under the Contracts (Rights of Third Parties) Act 1999.
20. Period of engagement and termination
Unless otherwise agreed in the engagement covering letter our work will begin when we receive your
implicit or explicit acceptance of that letter. Except as stated in that letter we will not be responsible
for periods before that date.
Each of us may terminate this agreement by giving not less than 21 days' notice in writing to the other
party except where you fail to cooperate with us or we have reason to believe that you have provided
us or HMRC with misleading information, in which case we may terminate this agreement
immediately. Termination will be without prejudice to any rights that may have accrued to either of
us prior to termination.
In the event of termination of this contract, we will endeavour to agree with you the arrangements
for the completion of work in progress at that time, unless we are required for legal or regulatory
reasons to cease work immediately. In that event, we shall not be required to carry out further work
and shall not be responsible or liable for any consequences arising from termination.
21. Professional rules and statutory obligations
We will observe and act in accordance with the bye-laws, regulations and ethical guidelines and will
accept instructions to act for you on this basis. In particular you give us the authority to correct errors
made by HMRC where we become aware of them.
22. Reliance on advice
We will endeavour to record all advice on important matters in writing. Advice given orally is not
intended to be relied upon unless confirmed in writing. Therefore, if we provide oral advice (for
example during the course of a meeting or a telephone conversation) and you wish to be able to rely
7
on that advice, you must ask for the advice to be confirmed by us in writing.
23. Retention of papers
You have a legal responsibility to retain documents and records relevant to your tax affairs. During the
course of our work we may collect information from you and others relevant to your tax affairs. We
will return any original documents to you [if requested]. Documents and records relevant to your tax
affairs are required by law to be retained as follows:
Individuals, trustees and partnerships
• with trading or rental income: 5 years and 10 months after the end of the tax year;
• otherwise: 22 months after the end of the tax year;
Companies, LLPs and other corporate entities
• 6 years from the end of the accounting period;
Whilst certain documents may legally belong to you we may destroy correspondence and other papers
that we store, electronically or otherwise, which are more than 7 years old. You must tell us if you
require the return or retention of any specific documents for a longer period.
24. The Provision of Services Regulations 2009 ('Services Directive')
In accordance with our professional body rules, we are required to hold professional indemnity insurance.
Details about the insurer and coverage can be found at our offices. Upon request.
Please sign these terms as agreement to their content below. Unless you disagree with any terms
below within 7 working days from the date sent, you will be deemed to have accepted and have
knowledge of the content of these terms and this shall construe deemed acceptance by you.
25. Registered Office Services
All registered office service provided will charged a fee of £250 + VAT in advance.
.png){kind=logo}