STANDARD TERMS OF BUSINESS
The following terms of business apply to all engagements accepted by Whittles Chartered
Accountants. All work is carried out under these terms except where changes are expressly
agreed in writing.
1. Applicable law
Our engagement letter, the schedule of services and our standard terms of business are
governed by, and should be construed in accordance with English law. Each party agrees that
the courts of England will have exclusive jurisdiction in relation to any claim, dispute or
difference concerning this engagement letter and any matter arising from it on any basis. 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.
We will not accept responsibility if you act on advice previously given by us without first
confirming with us that the advice is still valid in light of any change in the law or in your
circumstances. We will accept no liability for losses arising from changes in the law, or the
interpretation thereof, that occur after the date on which the advice is given.
2. Client identification
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. If we are not able to obtain satisfactory evidence of your identity, we will
not be able to proceed with the engagement.
If you undertake business that requires you to be supervised by an appropriate supervisory
authority to follow anti-money laundering regulations including if you accept or make a high
value cash payments of €10,000 or more (or equivalent in any currency) in exchange for goods
you should inform us.
Any personal data received from you to comply with our obligations under The Money
Laundering, Terrorist Financing and Transfer for Funds (Information on the Payer) Regulations
2017 (MLR 2017) will be processed only for the purposes of preventing money laundering or
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
terrorist financing. No other use will be made of this personal data unless use of the data is
permitted by or under enactment other than the MLR 2017, or we have obtained the consent of
the data subject to the proposed use of the data.
3. Clients’ 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. The account will be operated,
and all funds dealt with, in accordance with ICAEW’s Clients’ Money Regulations.
We will return monies held on your behalf promptly, as soon as there is no longer any reason to
retain those funds. If any funds remain in our client account that are unclaimed, and the client
to which they relate has remained untraced for five years, or we as a firm cease to practise, we
may pay those monies to a registered charity.
4. Commissions and 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. 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 commission or benefits. You agree that we or our associates can
retain the commission or other benefits without being liable to account to you for any such
amounts.
If in the future, abnormally large commissions are received which were not envisaged when the
engagement letter was signed, we will obtain specific consent to the retention of those
commissions.
5. Confidentiality
Unless we are authorised by you to disclose information on your behalf, we confirm that if you
give us confidential information we will, at all times during and after this engagement, keep it
confidential, except as required by law or as provided for in regulatory, ethical or other
professional pronouncements applicable to us or our engagement.
You agree that, if we act for other clients who are or who become your competitors, to comply
with our duty of confidentiality it will be sufficient for us to take such steps as we think
appropriate to preserve the confidentiality of information given to us by you, both during and
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
after this engagement. These may include taking the same or similar steps as we take in respect
of the confidentiality of our own information.
In addition, if we act for other clients whose interests are or may be adverse to yours, we will
manage the conflict by implementing additional safeguards to preserve confidentiality.
Safeguards may include measures such as separate teams, physical separation of teams, and
separate arrangements for storage of, and access to, information.
You agree that the effective implementation of such steps or safeguards as described above will
provide adequate measures to avoid any real risk of confidentiality being impaired.
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 will inform you of the proposed use of a subcontractor before they commence work, except
where your data will not be transferred out of our systems and the subcontractor is bound by
confidentiality terms equivalent to an employee.
If we use external or cloud based systems, as far as is practically possible, we will ensure
confidentiality of your information is maintained.
This applies in addition to our obligations on data protection in section 7.
6. Conflicts of 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, unless we are unable to do so because of our
confidentiality obligations. We have safeguards that can be implemented to protect the
interests of different clients if a conflict arises. If conflicts are identified which cannot be
managed in a way that protects your interests, 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, we will adopt those safeguards. In resolving the
conflict, we would be guided by ICAEW’s Code of Ethics, which can be viewed at
icaew.com/en/membership/regulations-standards-and-guidance/ethics. During and after our
engagement, you agree that we reserve the right to act for other clients whose interests are or
may compete with or be adverse to yours, subject, of course, to our obligations of
confidentiality and the safeguards set out in the paragraph on confidentiality above.
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
7. Data Protection – Where We Act As Data Controller
In this clause [7], the following definitions shall apply:
‘client personal data’ means any personal data provided to us by you, or on your behalf, for the
purpose of providing our services to you, pursuant to our engagement letter with you;
‘data protection legislation’ means all applicable privacy and data protection legislation and
regulations including PECR, the GDPR and any applicable national laws, regulations and
secondary legislation in the UK relating to the processing of personal data and the privacy of
electronic communications, as amended, replaced or updated from time to time;
‘controller’, ‘data subject’, ‘personal data’, and ‘process’ shall have the meanings given to them
in the data protection legislation;
‘GDPR’ means the General Data Protection Regulation ((EU) 2016/679); and
‘PECR’ means the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI
2426/2003).
We shall each be considered an independent data controller in relation to the client personal
data. Each of us will comply with all requirements and obligations applicable to us under the
data protection legislation in respect of the client personal data.
You shall only disclose client personal data to us where:
you have provided the necessary information to the relevant data subjects regarding its use (and
you may use or refer to our privacy notice available at www.whittles.uk.com for this
purpose);
you have a lawful basis upon which to do so, which, in the absence of any other lawful basis, shall
be with the relevant data subject’s consent; and
you have complied with the necessary requirements under the data protection legislation to
enable you to do so.
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
Should you require any further details regarding our treatment of personal data, please email
We shall only process the client personal data:
a) in order to provide our services to you and perform any other obligations in accordance with
our engagement with you;
b) in order to comply with our legal or regulatory obligations; and
c) where it is necessary for the purposes of our legitimate interests and those interests are not
overridden by the data subjects’ own privacy rights. Our privacy notice (available at
www.whittles.uk.com) contains further details as to how we may process client personal
data.
For the purpose of providing our services to you, we may disclose the client personal data to our
regulatory bodies or other third parties (for example, our professional advisors or service
providers). The third parties to whom we disclose such personal data may be located outside of
the European Economic Area (EEA). We will only disclose client personal data to a third party
(including a third party outside of the EEA) provided that the transfer is undertaken in
compliance with the data protection legislation. Our privacy notice (available at
www.whittles.uk.com) contains further details as to how we may share client’s personal data.
We shall maintain commercially reasonable and appropriate security measures, including
administrative, physical and technical safeguards, to protect against unauthorised or unlawful
processing of the client personal data and against accidental loss or destruction of, or damage
to, the client personal data.
In respect of the client personal data, provided that we are legally permitted to do so, we shall
promptly notify you in the event that:
(a) we receive a request, complaint or any adverse correspondence from or on behalf of a
relevant data subject, to exercise their data subject rights under the data protection legislation
or in respect of our processing of their personal data;
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
(b) we are served with an information, enforcement or assessment notice (or any similar
notices), or receive any other material communication in respect of our processing of the client
personal data from a supervisory authority as defined in the data protection legislation (for
example in the UK, the Information Commissioner’s Officer); or
(c) we reasonably believe that there has been any incident which resulted in the accidental or
unauthorised access to, or destruction, loss, unauthorised disclosure or alteration of, the client
personal data.
Upon the reasonable request of the other, we shall each co-operate with the other and take
such reasonable commercial steps or provide such information as is necessary to enable each of
us to comply with the data protection legislation in respect of the services provided to you in
accordance with our engagement letter with you in relation to those services.
8. Data Protection – Where we act as a Data Processor
In this clause [8]:
‘client personal data’ means any personal data provided to us by you, or on your behalf, for the
purpose of providing our services to you, pursuant to our engagement letter with you;
‘data protection legislation’ means all applicable privacy and data protection legislation and
regulations including PECR, the GDPR and any applicable national laws, regulations and
secondary legislation in the UK relating to the processing of personal data and the privacy of
electronic communications, as amended, replaced or updated from time to time;
‘controller’, ‘data subject’, ‘personal data’, ‘personal data breach’, ‘processor’, ‘process’ and
‘supervisory authority’ shall have the meanings given to them in the data protection legislation;
‘GDPR’ means the General Data Protection Regulation ((EU) 2016/679); and
‘PECR’ means the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI
2426/2003).
We shall both comply with all applicable requirements of the data protection legislation. This
clause [8] is in addition to, and does not relieve, remove or replace, either of our obligations
under the data protection legislation.
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
We both acknowledge that for the purposes of the data protection legislation, you are the data
controller and we are the data processor. Schedule A (below) sets out the scope, nature and
purpose of processing by us, the duration of the processing and the types of personal data and
categories of data subject.
In respect of the client personal data, unless otherwise required by applicable laws or other
regulatory requirements, we shall:
a) process the client personal data only in accordance with your lawful written instructions, in
order to provide you with the services pursuant to our engagement with you and in
accordance with applicable data protection legislation;
b) disclose and transfer the client personal data to our regulatory bodies or other third parties
(for example, our professional advisors or service providers) as and to the extent necessary
in order to provide you with the services pursuant to our engagement with you in relation to
those services;
c) disclose the client personal data to courts, government agencies and other third parties as
and to the extent required by law;
d) maintain written records of our processing activities performed on your behalf which shall
include: (i) the categories of processing activities performed; (ii) details of any cross border
data transfers outside of the European Economic Area (EEA); and (iii) a general description of
security measures implemented in respect of the client personal data;
e) maintain commercially reasonable and appropriate security measures, including
administrative, physical and technical safeguards, to protect against unauthorised or
unlawful processing of any client personal data and against accidental loss or destruction of,
or damage to, such client personal data.
f) return or delete all the client personal data upon the termination of the engagement with
you pursuant to which we agreed to provide the services;
g) ensure that only those personnel who need to have access to the client personal data are
granted access to it and that all of the personnel authorised to process the client personal
data are bound by a duty of confidentiality;
W h i t t l e s
C h a r t e r e d A c c o u n t a n t s
1 Richmond Road
Lytham St Annes
Lancashire FY8 1PE
Tel: 01253 780441
Fax: 01253 782172
Whittles is the trading name of Whittles LLP, a Limited Liability Partnership.
Registered Office: 1 Richmond Road, Lytham St Annes, FY8 1PE. Registered in England: number OC309591
Registered with the Chartered Institute of Taxation as a firm of Chartered Tax Advisers.
A member of the ICAEW Practice Assurance Scheme.
Mary C Whittle BSc(Hons) FCA CTA, Paul J Whittle BA(Econ)FCA, Wayne Murphy ACA, Martin Cottam FCCA CTA
h) notify you if we appoint a sub-processor (but only if you have given us your prior written
consent, such consent not to be reasonably withheld or delayed) and ensure any agreement
entered into with the relevant sub-processor includes similar terms as the terms set out in
this clause [8];
i) where we transfer the client personal data to a country or territory outside the EEA to do so
in accordance with data protection legislation;
j) notify you promptly if:
i. we receive a request, complaint or any adverse correspondence from or on behalf of a
relevant data subject, to exercise their data subject rights under the data protection
legislation or in respect of the client personal data; or
ii. we are served with an information or assessment notice, or receive any other material
communication in respect of our processing of the client personal data from a
supervisory body (for example, the Information Commissioner’s Office);
k) notify you, without undue delay, in the event that we reasonably believe that there has been
a personal data breach in respect of the client personal data;
l) at your cost and upon receipt of your prior written notice, allow you, on an annual basis
and/or in the event that we notify you of personal data breach in respect of the client
personal data, reasonable access to the relevant records, files, computer or other
communication systems, for the purposes of reviewing our compliance with the data
protection laws.
Without prejudice to the generality of clause 8, you will ensure that you have all necessary
appropriate consents and notices in place to enable the lawful transfer of the client personal
data to us.
Should you require any further details regarding our treatment of personal data, please email
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