Accounting Services and Terms

This letter sets out the basis on which we are to act as your accountants.

The first payment for our service will be taken as acceptance of the following Terms and Conditions.

1 Our Services to You

1.1. Bookkeeping

We will process your day to day accounting documents including:

recording sales invoices;
recording supplier invoices;
recording cash payments and receipts;
reconciliation of bank and control cash control accounts;
maintaining a record of amounts owed to the business;
maintaining a record of amounts owed by the business;
a list of accruals;
a list of prepayments;

1.2 Company secretarial

We will file all necessary forms with Companies House, and we will maintain the member's register, annual minutes, shares allotments, annual returns and notify Companies House of any changes made to the company.

1.3 Payroll administration

We will prepare and administer your monthly salaries and will file your year-end returns with HMRC including:

Employers year-end return;
P14/P60 Statement of employee’s annual income and deductions;
P11D Return of expenses by the employer;
Processing of P45/P46

1.4 VAT Compliance

We will prepare and review your quarterly VAT returns based on information supplied to us and submit to HM Revenue & Customs.

1.5 Monthly reporting

We will prepare monthly management reports, which can be tailored specifically to your needs but will typically include the following information:

cash flow summary;
profit and loss;
balance sheet;
aged debtors report;
aged creditors report;
bank activity report;
paid suppliers invoice report;
paid customers invoice report;
key dates and deadlines.

1.6 Year-end accounts

We will prepare your accounts from your records, incorporating any other verbal or written information given. In preparing these accounts we will endeavour to identify and correct any errors found in your records and where appropriate advice you accordingly.
We will draw your attention to any major deficiencies, errors, or omissions that we discover in your records or accounting system.
It is your responsibility to maintain accurate and reliable accounting records for the purpose of our drawing up accounts.

1.7 Tax Compliance

We will prepare the company’s corporation tax and your self-assessment tax returns and guide you through the complicated rules and legislation of the taxation system. This includes liaising with HMRC concerning your tax affairs.

We will calculate your tax liability and notify you of when any payments are due and deal with post-submission issues.

2 Client Responsibilities – What You Will Provide

We will rely on the information and documents being true, correct, and complete and will not audit the information or those documents. The information we provide can only be as good as the details on which it is based, whether supplied by you or by a third party with your permission. It is, therefore, your responsibility to notify us as soon as possible of any change in circumstances.
To enable us to carry out our work you agree:
- to provide us with all sales invoices, purchases invoices, bank and credit card statements, details of bank payments and receipts including royalty and other statements, and any further relevant accounting records.
- Month End – to forward all accounts records to us at least every fortnight for which prepaid envelopes will be provided.
- VAT – To provide the above records by the 2nd week of the month following your VAT quarter for which a reminder letter will be sent.
- to keep us informed about significant changes in your circumstances if they are likely to affect your financial position.

3 Professional Rules and Practice Guidelines

We will observe the bylaws, regulations, and ethical guidelines of The Association of Chartered Certified Accountants and accept instructions to act for you on the basis that we will act in accordance with those guidelines. A copy of those guidelines is available for your inspection in our office.

4 Commissions or Other Benefits

In some circumstances, commissions or other benefits may become payable to us in respect of transactions which we arrange for you, in which case you will be notified in writing of the amount and terms of payment. The fees that would otherwise be payable by you as described will take into account the benefit to us of such amounts. You consent to such commission or other benefits being retained by us without being liable to account to you for any such amounts.

5 Retention of 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 preparation of your return. You should retain them for 7 years from the 31 of January following the end of the tax year. This period may be extended if HM Revenue & Customs enquire into your tax return.
Whilst certain documents may legally belong to you, we intend to destroy correspondence and other papers that we store that are more than 7 years old, other than documents that we consider to be of continuing significance. You must tell us if you require us to keep a particular document.

6 Regulatory Requirements

We reserve the right to disclose our files to regulatory bodies in the exercise of their powers

7 Quality of Service

We aim to provide a high quality of service at all times. If you would like to discuss with us how our service could be improved of if you are dissatisfied with the service you are receiving please let us know by contacting us.

8 Fees

Our fees are computed on basis of the time spent on your affairs (which depends on the levels of skill and responsibility involved) and disbursement incurred in connection with the engagement. We will issue invoices at intervals during the course of the year.
Our invoices are payable on presentation. We reserve the right to charge interest in the case of overdue accounts. We may terminate our engagement and cease acting if payment of any fees billed is unduly delayed. However, it is not our intention to use these arrangements in a way, which is unfair or unreasonable.

9 Termination of Contract

The contract can be terminated by the client or the company by giving a notice in writing to the other party subject to a minimum engagement period.
The minimum engagement period is 3 months.
The termination period is 30 days from the day the company ceases to provide regular services for the client.
The company will not continue to provide any current services during the termination period.
During the termination period and at the client’s request, the company will prepare final accounting and tax reports.

10 Limitation of Liability

The advice, which we give to you, is for your sole use and does not constitute advice to any third party to whom you may communicate it.
We will provide the professional services outlined in this letter with reasonable care and skill. However, we will not be responsible for any losses, penalties, surcharges, interest, or any additional tax liabilities arising from the supply by you or other of incorrect or incomplete information, or from the failure by you or others to supply appropriate information or your failure to act on our advice or respond promptly to our communications from us or the tax authorities.
Email may be used to enable us to communicate with you. As with other forms of delivery, this carries the risk of inadvertent misdirection or delivery. It is the responsibility of the recipient to carry out various checks on any attachment received.

11 Electronic Communication

As internet communication are capable of data corruption, we do not take any responsibility for changes made to such communication after their dispatch. If you do not accept this risk, you should notify us in writing that e-mail is not an acceptable means of communication.

12 Acceptable Law

This engagement letter is governed by and constructed in accordance with English law. The courts of England and Wales will have exclusive jurisdiction in relation to any claim, dispute, or difference concerning this engagement letter and any letter 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 brought in an inappropriate forum, or to claim that those courts do not have jurisdiction.

13 Data Protection

In this clause:

‘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 (ECDirective) Regulations 2003 (SI2426/2003).

We shall both comply with all applicable requirements of the data protection legislation. This clause 7 is in addition to and does not relieve, remove or replace, either of our obligations under the data protection legislation.
We both acknowledge that for the purposes of the data protection legislation, you are the data controller and we are the data processor. The data protection schedule 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 the data subject.
In respect of the client personal data, unless otherwise required by applicable laws or other regulatory requirements, we shall:
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;
disclose and transfer the client personal data to [members of our firm’s network,] 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;
disclose the client personal data to courts, government agencies, and other third parties as and to the extent required by law;
maintain written records of our processing activities performed on your behalf which shall include:
- the categories of processing activities performed;
- details of any cross border data transfers outside of the European Economic Area (EEA); and
- a general description of security measures implemented in respect of the client personal data;

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.
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;
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;
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;
where we transfer the client personal data to a country or territory outside the EEA to do so in accordance with data protection legislation;
notify you promptly if:
- 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 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);
- 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;

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 a 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 14.2, you will ensure that you have all necessary appropriate consents and notices in place to enable the lawful transfer of the client's personal data to us.
Should you require any further details regarding our treatment of personal data, please contact our data protection officer.

14 Contract (Rights of Third Parties) Act 1999

A person who is not a party in this agreement shall have no right under the Contract (Rights of Third Parties) Act 1999 to enforce and terms of this agreement. This close does not affect any right or remedy of any person, which exists or is available otherwise than pursuant to that act.

15 Anti Money Laundering

All accountants must comply with onerous duties imposed by the Proceeds of Crime Act 2002, the Terrorism Act 2000, and the Money Laundering Regulations 2007 (the “Anti Money Laundering Legislation”), which are intended to inhibit the activities of terrorists and other criminals by denying them access to technical expertise. If we fail to perform these duties, we risk imprisonment.
Before we accept your instructions, we may need to obtain ‘satisfactory evidence’ to confirm your identity. In certain circumstances, we may need to obtain evidence confirming the identities of third parties, the source of any funds or other property, the purpose of any instructions, or any other matter. We may also need to obtain such evidence after we have begun to act on your instructions.
We assume that our clients are honest and law-abiding. However, if at any time, there appear to be grounds to suspect (even if we do not actually suspect) that your instructions relate to ‘criminal property’, we are obliged to make a report to the National Crime Agency (“NCA”), but we are prohibited from telling you that we have done so.
In such circumstances, we must not act on your instructions without consent from NCA. If NCA does not refuse consent within 7 working days we may continue to act. If NCA issue a refusal within that time, we must not act for a further 31 days from the date of the refusal.
‘Criminal property’ is a property in any legal form, whether money, real property, rights, or any benefit derived from criminal activity. It does not matter who carried out the criminal activity or how removed the property is from the original crime. Even if you are honest in your dealings, if your property represents a benefit from someone else’s crime, we must still make a report.
Activity is considered ‘criminal’ if it is a crime under UK law, no matter how trivial For example, tax evasion is a criminal offense but an honest mistake is not. We will assume that all discrepancies are mistakes unless there is contrary evidence.

16 Agreement of Terms

This letter supersedes any previous engagement letter for the period covered. Once agreed, this letter will remain effective from the date of signature until it is replaced. We may vary or terminate our authority to act on your behalf at any time without penalty.
We should be grateful if you would confirm your agreement to the terms of this letter by signing and returning the enclosed copy. Please also sign the attached service schedule outlining which of the above services you are engaged for.
If this letter is not in accordance with your understanding of the scope of our arrangement, please let us know.

17 Outstanding Fees

All invoices are due for payment on receipt. Any invoices outstanding beyond 31 days period will be referred to our solicitors for recovery and will be subject to a surcharge of 15% plus vat to cover the collection costs incurred. This surcharge together with all other charges and legal fees incurred will be the responsibility of the customer and will be legally enforceable.

Personal Guarantee

In the event that a limited company client is unable to meet its liability in respect of our outstanding fees as and when they fall due then the company’s directors will be personally, jointly, and severally liable in respect of our outstanding fees.

I do hereby agree that in the event of the below named limited company failing to satisfy in full any outstanding invoices rendered by our company within 90 days of receipt of invoice I personally guarantee to pay all sums outstanding to our company for any invoices rendered which remain unpaid.