STANDARD TERMS AND CONDITIONS OF BUSINESS
These terms and conditions should be read alongside the privacy notice
1. Applicable law
Our engagement letter, the schedule of services and our standard terms and conditions of business
are governed by, and should be construed in accordance with, the law and practice of England and
Wales. Each party agrees that the courts of England and Wales will have exclusive jurisdiction in
relation to any claim, dispute or difference concerning this engagement letter and any matter arising
from it. Each party irrevocably waives any right to object to any action being brought in those courts,
to claim that the action has been brought in an inappropriate forum, or to claim that those courts do
not have jurisdiction.
2. Client identification and verification
As with other professional services firms, we are required to identify and verify our clients for the
purposes of the UK anti-money laundering legislation. Save in exceptional circumstances we cannot
start work until this requirement has been met. We may request from you, and retain, such
information and documentation as we require for these purposes and/or make searches of
appropriate databases including ID verification software.
3. Client money
If we 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. The account will be operated and all funds dealt with in
accordance with AAT rules.
4. Commissions and other benefits
In some circumstances we may receive commissions and/or other benefits for introductions to other
professionals or in respect of transactions that 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. [The same will apply where the payment is made to or the transactions are arranged by a
person or business connected with ours.] [The fees you would otherwise pay will [not] be reduced
by the amount of the commissions or benefits.] [When we reduce the fees that we would otherwise
charge by the amount of commission retained, we will apply the HMRC concession, which allows
VAT to be calculated on the net fee after deduction of the commission].
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
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 Joanne Joyce. Where your complaint relates to that person, you should instead please
contact AAT .We agree to look into any complaint carefully and promptly and do everything
reasonable to try and resolve it. If you are still not satisfied you can refer your complaint to our
professional body, AAT.
6. Confidentiality
Communication between us is confidential. We shall take all reasonable steps not to disclose your
information except where we are required to and as set out in our privacy notice. 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 and security terms.
7. Conflicts of interest
If there is a conflict of interest in our relationship with you or in our relationship with you and
another client that is capable of being addressed successfully by the adoption of suitable safeguards
to protect your interests, then we will adopt those safeguards.
Where conflicts are identified that 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.
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.
8. Data protection
If consent is to be relied upon as a basis for the processing of personal data, the issue of consent
should be expressly and specifically addressed in the engagement letter/acceptance.
You acknowledge that we will act in accordance with the privacy notice we have supplied to you.
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.
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
Should we have no contact with you for a period of six months or more, we may issue to your last
known address a disengagement letter and thereafter cease to act.
We reserve the right following termination for any reason to destroy any of your documents that we
have not been able to return to you after a period of six months unless other laws or regulations
require otherwise.
10. Electronic and other communication
As instructed, we will communicate with you and with any third parties you instruct us to as set out
in our covering letter and privacy notice 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 that 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
accept 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 hard copy, 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.
When accessing information held electronically by HMRC, we may have access to more information
than we need and will only access records reasonably required to carry out the contract.
You are required to keep us up to date with accurate contact details at all times. This is important to
ensure that communications and papers are not sent to the incorrect address.
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.
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
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
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 weekly and our invoices are due for payment within 7days of issue. 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.
Where this contract exists between us and a purchaser acting in the course of a business we reserve
the right to charge interest on late-paid invoices at the rate of 8% above the Bank of England base
rate 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 21 days of
receipt, failing which you will be deemed to have accepted that payment is due.
On termination of the engagement you may appoint a new adviser. Where a new adviser requests
professional clearance and handover information we reserve the right to charge you a reasonable
fee for the provision of handover information.
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.
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
14. Interpretation
If any provision of this engagement letter, schedules of services or standard terms and conditions 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 standard terms and conditions and the engagement letter
or schedules of services, the relevant provision in the engagement letter or schedules will take
precedence.
15. Internal disputes within a client
If we become aware of a dispute between the parties who own or are in some way involved in the
ownership and management of a business client, it should be noted that where our client is the
business, 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 normal place of business for the attention of the directors. 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/LLP has 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 Conduct
Authority or licensed by a designated professional body as we are not authorised to give such advice.
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, fraud or wilful default.
Exclusion of liability for loss caused by others
We will not be liable if such losses, penalties, 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.
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
In particular, where we refer you to another firm whom you engage with directly, we accept no
responsibility in relation to their work and will not be liable for any loss caused by them.
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 non-disclosure or misrepresentation
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 exclusion shall not apply where such misrepresentation, withholding or concealment is or
should (in carrying out the procedures that 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 that 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 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
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
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.
If you engage us for a one-off piece of work (for example advice on a one-off transaction or
preparation of a tax return for one year only) the engagement ceases as soon as that work is
completed. The date of completion of the work is taken to be the termination date and we owe you
no duties and we will not undertake further work beyond that date.
Where recurring work is provided (for example ongoing compliance work such as the completion of
annual tax returns) the engagement ceases on the relevant date in relation to the termination as set
out above. Unless immediate termination applies, in practice this means that the relevant
termination date is:
• 21 days after the date of notice of termination; or
• A later agreed date
We owe you no duties beyond the date of termination and will not undertake any further work.
Professional body rules
We will observe and act in accordance with the bye-laws, regulations and ethical guidelines of the
AAT and will accept instructions to act for you on this basis.
You are responsible for bringing to our attention any errors, omissions or inaccuracies in your
returns that you become aware of after the returns have been submitted in order that we may assist
you to make a voluntary disclosure.
In particular, you give us the authority to correct errors made by HMRC where we become aware of
them. In addition, we will not undertake tax planning which breaches Professional Conduct in
Relation to Taxation. We will therefore comply with the general anti-abuse rule and the targeted
anti-avoidance rule. We will not be liable for any loss, damage or cost arising from our compliance
with statutory or regulatory obligations. You can see copies of these requirements at our offices. The
requirements are also available online at AAT.
The implications of professional body membership as it relates to GDPR are set out in the privacy
notice, which should be read alongside these standard terms and conditions of business.
Joanne Joyce Business and Finance Support Limited
Panelrite House
First Avenue Southampton
Hampshire SO15 0LG
Registered in England & Wales: 10693646
21. 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 on that advice, you must ask for the advice to be confirmed by us in writing. However, bear in
mind that advice is only valid at the date it is given.
22. 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.
When we cease to act for you we will seek to agree the position on access to cloud-accounting
records to ensure continuity of service. This may require you to enter direct engagements with the
software providers and pay for that service separately. 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: five 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
• six years from the end of the accounting period.
While certain documents may legally belong to you, we may destroy correspondence and other
papers that we store, electronically or otherwise, which are more than seven years old. This includes
your documents if they have not been reclaimed by you within the seven-year period. You must tell
us if you require the return of any specific document or their retention for a longer period.
You should retain documents that are sent to you by us as set out in the privacy notice, which should
be read alongside these terms and conditions.
23. 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 or by request from us.
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