The following standard terms of business apply to all engagements accepted by AKKS Business Solutions Ltd. All work carried out is subject to these terms except where changes are expressly agreed in writing.
1. Professional obligation
We will observe the byelaws, regulations and ethical guidelines of the Institute of Financial Accountants and Association of Accounting Technicians in England & Wales and accept instructions to act for you on the basis that we will act in accordance with those guidelines. In particular, you give us authority to correct errors made by HM Revenue & Customs (HMRC) where we became aware of them. We will not be liable for any loss, damage or cost arising from our compliance with statutory or regulatory obligations.
In accordance with the disclosure requirements of the provision of services regulations 2009, our professional indemnity insurer is Hiscox Insurance Company Limited, 1 Great St. Helens, London, EC3A 6HX UK
Where you give us confidential information we shall at all times keep it confidential, except as required by law or as provided for in regulatory, ethical or other professional pronouncements applicable to 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
3. Conflicts of Interest and Independence
We reserve the right to act during this engagement for other clients whose interests may be adverse to yours. We will notify you immediately should we become aware of any conflict of interest to which we are subject in relation to you.
We have safeguards that can be implemented to protect the interest of different clients if a conflict arises. Where conflicts are identified which cannot be managed in a way that protects your interests then we will discuss with you but we may be unable to provide further services.
4. Investment services
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.
5. Cloud accounting
Where the firm provides access to accounting software in the Cloud, or, the firm chooses to use software in the cloud in order to discharge its services to you, this will be provided by a third party (the ‘Cloud Supplier’). We have confirmed that the third party complies with the Data Protection Act.
The service provided by the Cloud Supplier will be a discrete web based hosted facility, and you agree that access will also be provided to the firm and the third party.
The firm cannot be held liable for any interruption of service provided by the Cloud Supplier. However, we will liaise with them to help ensure that normal service is resumed as soon as possible.
6. Commissions or other benefits
It is not our normal practice to accept commissions or other benefits from introductions to other professionals or transactions we arrange for you.
Commissions or other benefits may sometimes become payable to us in respect of introductions to other professionals or transactions we arrange for you, in which case you will be notified in writing of the amount, the terms of payment and receipt of any such commissions or benefits. You consent to such commissions or other benefits being retained by us without our being liable to account to you for any such amounts.
7. Client monies
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 the Clients’ Money Regulations of Institute of Financial Accountants and Association of Accounting Technicians in England & Wales.
Our fees are computed on the basis of time spent on your affairs by the principals and our staff, and on the levels of skill and responsibility involved. Disbursements represent travel, accommodation and other expenses incurred in dealing with your affairs.
Our fee will be billed in accordance with fee schedule provided/agreed at the time of signing, in the event of any change to carry out work outside the agreed scope, it will involve additional fees and it will be agreed with you in advance and confirmed in writing.
Our fees will be billed in sequence agreed at the time of signing and unless covered by standing order arrangement our fee notes are due on presentation.
We reserve the right to charge interest on overdue accounts at the current rate under the Late Payment of Commercial Debts (Interest) Act 1998. We also reserve the right to terminate our engagement and cease acting if payment of any fees billed is unduly delayed. We accept settlement of fees by certain credit cards.
In the event that we cease to act in relation to your affairs you agree to meet all reasonable costs of providing information to new advisers. In particular you agree to meet these costs where we are required by law to provide information to a successor adviser
Insofar as we are permitted to so by law or by 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.
In the event that we cease to act in relation to your company’s affairs you agree to meet all reasonable costs of providing information to the company’s new advisers. In particular you agree to meet these costs where we are required by law to provide information to a successor firm.
9. Retention of and access to records
During the course of our work we will collect information from you and others acting on your behalf and will return any original documents to you following the completion of our work. You should retain these records for at least seven years from the end of the accounting period to which they relate. You should retain them for longer if HM Revenue & Customs enquire into your tax return.
Whilst certain documents may legally belong to you, we have ownership of any documents prepared by us in order to carry out our duties as accountant or tax adviser, including, but not exclusively, draft copies of financial statements, correspondence with third parties and working papers. We intend to destroy correspondence and other papers that we store which are more than seven years old, other than documents which we consider to be of continuing significance. If you require retention of any document you must notify us of that fact in writing.
10. Quality control
As part of our ongoing commitment to providing a quality service, our files are periodically subject to an independent quality control review. Our reviewers are highly experienced and professional people and are, of course, bound by the same requirements of confidentiality as our principals and staff.
11. Help us to give you the right service
If at any time you would like to discuss with us how our service to you could be improved, or if you are dissatisfied with the service you are receiving, please let us know, by telephoning or writing to the partner or director dealing with your affairs.
In order for us to provide you with a high quality service on an ongoing basis it is essential that you provide us with relevant records and information when requested, reply to correspondence in a timely manner and otherwise follow the terms of the agreement between us set out in this Standard Terms of Business and associated Engagement letters. We therefore reserve the right to cancel the engagement between us with immediate effect in the event of
- Your insolvency, bankruptcy or other arrangement being reached with creditors;
- Failure to pay our fees by the due dates;
- Either party being in breach of their obligations where this is not corrected within 30 days of being asked to do so.
12. Complaints procedure
We undertake to look into any complaint carefully and promptly and to do all we can to explain the position to you. If you feel that we have given you a less than satisfactory service, we undertake to do everything reasonable to address your concerns. If you are still not satisfied, you may take up matters with Institute of Financial Accountants and Association of Accounting Technicians in England & Wales.
13. Applicable law and severability
This engagement letter is governed by, and construed in accordance with, English law. 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. Each party irrevocably waives any right it may have 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.
Any provision of this contract held to be invalid or unenforceable in whole or in part, will not affect the remainder of this contract which will continue in full force and effect.
14. Changes in the law
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 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.
15. Electronic, email and internet communication
Unless you instruct us otherwise we may, where appropriate, communicate with you and with third parties via email or by other electronic means. However, internet communications are capable of data corruption and therefore we do not accept any responsibility for changes made to such communications after their despatch. It may therefore be inappropriate to rely on advice contained in an email without obtaining written confirmation of it. We do not accept responsibility for any errors or problems that may arise through the use of internet communication and all risks connected with sending commercially sensitive information relating to your business are borne by you. If you do not agree to accept this risk, you should notify us in writing that email is not an acceptable means of communication.
It is the responsibility of the recipient to carry out a virus check on any attachments received.
16. Data Protection
In this clause , 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 letter of engagement 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 http://m97.639.myftpupload.com/privacy-statement/ 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
Should you require any further details regarding our treatment of personal data, please contact our Data Protection Point of contact.
We shall only process the client personal data:
- in order to provide our services to you and perform any other obligations in accordance with our engagement with you;
- in order to comply with our legal or regulatory obligations; and
- 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 copy enclosed with engagement letter and available at our website http://m97.639.myftpupload.com/privacy-statement/ contains further details as to how we may process client personal data.
For the purpose of providing our services to you, pursuant to our engagement letter, we may disclose the client personal data to our regulatory bodies or other third parties (for example, our professional advisers 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.
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:
- 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;
- 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
- 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.
17. Contracts (Rights of Third Parties) Act 1999
Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This clause does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that Act.
The advice that we give to you is for your sole use and does not constitute advice to any third party to whom you may communicate it. Our work is not to be made available to third parties without our written permission and we accept no responsibility to third parties for any aspect of our professional services or work that is made available to them
18. The Proceeds of Crime Act 2002 and The Money Laundering Legislation 2007
In common with all accountancy and legal practices we are required by the Proceeds of Crime Act 2002 and the Money Laundering Regulations 2007 to:
- Maintain identification procedures for clients and beneficial owners of clients;
- Maintain records of identification evidence and the work undertaken for the client; and
- Report in accordance with the relevant legislation and regulations
Under anti-money laundering legislation we are obliged to confirm the identity of individuals and companies and the beneficial owners of organisations and trusts before accepting new instructions, and to review this from time to time, we may use approved external services for example Experian which review publicly available information on companies and individuals and search for the purposes of verifying identity. To do so credit agency may check details supplied against any particulars on any database (public or otherwise) to which they have access. They may also use details in the future to assist other companies for verification purposes. A record of the search will be retained and a footprint left on your credit file. This will not have a negative impact on your credit file and will show as an ‘identity search’. Should these checks, for any reason, fail adequately to confirm identity and beneficial ownership, we may ask for further identification evidence. If you do not provide satisfactory evidence or information within a reasonable time, we may have to stop acting for you. In that event, you will be charged for any work we have already done.
The offence of money laundering is defined by S340(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 NCA without your knowledge or consent. In consequence, none of our partners, directors or 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 the Consultative Committee of Accountancy Bodies.
19. Foreign Account Tax Compliance Act (FATCA) and common reporting standards
Unless agreed specifically in a separate engagement letter, we are not responsible for your compliance with the International Tax Compliance (United States of America) Regulations 2013, produced as a result of FATCA. In particular, we are not responsible for the categorisation of any UK entity into either a Financial Institution (FI) or an active or passive Non-Financial Foreign Entity (NFFE) nor, if a Financial Institution, for its registration with the US Internal Revenue Service (IRS) and subsequent submission of the required annual returns to HM Revenue & Customs.
However, if requested to do so we can provide advice on the completion of the forms supplied by Financial Institutions under these Regulations, or under Common Reporting Standards, and used by them to determine the status of the entity. We can also provide advice on setting up the appropriate systems to identify and report on your clients or beneficiaries who are foreign citizens affected by FATCA or Common Reporting Standards
20. Limitation of liability
We will provide our professional services with reasonable care and skill and in accordance with applicable professional standards. We will re-perform any work that is not in compliance with this undertaking if it is brought to our attention within a reasonable time of work being performed. However, we will not be held responsible for any losses, penalties, surcharges, interest or additional tax liabilities arising from the supply by you or others of incorrect or incomplete information, or your or others’ failure to supply any appropriate information or your failure to act on our advice or respond promptly to communications from us or other relevant authorities.
AKKS Business Solutions Ltd alone will be responsible for the performance of the engagement contract formed by this letter. You therefore agree that you will not bring any claim in respect of or in connection with this engagement whether in contract, tort (including negligence), breach of statutory duty or otherwise against any member, partner, employee or agent of AKKS Business Solutions Ltd. The foregoing exclusion does not apply to any liability that cannot be excluded under the laws of England & Wales.
AKKS Business Solutions Ltd will not be liable to you for any loss or damage unless due to our negligence or wilful default or due to a breach of our contractual or other legal obligations to you. We will not in any circumstances, be liable for indirect or consequential loss, including, but not limited to, loss of profits.
You agree to hold harmless and indemnify us against any representation, whether intentional or unintentional, supplied to us orally or in writing in connection with this agreement.
Our work is not, unless there is a legal or regulatory requirement, to be made available to third parties without our written permission and we will accept no responsibility to third parties for any aspect of our professional services or work that is made available to them
Our aggregate liability to you or any other party of whatever nature, whether in contract tort or otherwise, for any losses whatsoever and howsoever caused arising from or in any way connected with the services described within this engagement letter shall not exceed five times the fee actually paid for such work. This limitation does not apply to any work where current legislation prohibits limitation of liability.
21. Use of our name in statements or documents issued by you
You are not permitted to use our name in any statement or document that you may issue unless our prior written consent has been obtained. The only exception to this restriction would be statements or documents that in accordance with applicable law are to be made public.
22. Internal disputes within a client
If we become aware of a dispute between the parties who own the business, or who are in some way involved in its ownership and management, it should be noted that our client is the business (unless we have agreed otherwise) 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 the parties, we will continue to supply information to the registered office for the attention of the directors. If conflicting advice, information or instructions are received from different directors in the business, we will refer the matter back to the board of directors and take no further action until the board has agreed the action to be taken. In certain cases we reserve the right to cease acting for the business entirely.
23. Draft / Interim work or oral advice
In the course of providing services to you we may provide advice or reports or other work products in draft or interim form, or orally. However, final written work products will always prevail over any draft, interim or oral statements. Where you request it, we will provide you with written confirmation of matters stated orally.
We are an independent accounting firm allowed to use the name PraxityTM in relation to our practice. We are not connected by ownership with any other firm using the name Praxity and we will be solely responsible for all work carried out by us on your behalf. In deciding to instruct us you acknowledge that we have not represented to you that any other firm using the name Praxity will in any way be responsible for the work that we do.