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Terms and Conditions

Client Instructions​

  •     1.1.The Letter details the work you have instructed us to complete upon our initial engagement.  Accordingly, we are only responsible for the completion of the actions detailed in the Letter. Should you instruct us to complete further work outside the scope of the Letter, and we consent, we will prepare another Letter of Engagement detailing those further actions, or we shall include them in an addendum to this Letter,  either of which we will require you to sign and date before we undertake those further responsibilities.

  •     1.2.We shall rely on the information and instructions you provide as being accurate and, upon you becoming aware of any incorrect information or instruction conveyed by you or any authorised third parties on whom you rely, you informing us of the error/s at the soonest possible instant.  This will enable us to mitigate or rectify any detrimental situations or issues which arise (if doing so falls within our instruction). Although we shall use all reasonable skill and care in completing your instruction, we will not be responsible for any errors resulting from incorrect information you or your representative/s provide.

  •     1.3.We shall not be responsible for any actions, comments or advice and/or subsequent loss or situation which are outside the scope of your instructions and our responsibilities as detailed in the Letter, unless the Letter expressly states otherwise.

  •     1.4.You will be responsible for identifying any fraud and/or irregular transactions in your accounting records. However, should we become aware of any, we shall notify you as, and if, appropriate.

Updating Your Accounting Records  

  • We are instructed to prepare and maintain all your accounting records and related financial information necessary for the compilation of your draft annual accounts, which we will send to you for your approval.  The fulfilling of your instructions shall be reliant upon the accuracy of the information and explanations you give us and you agree to make full disclosure to us of all relevant information. 

  • Our above responsibilities do not include an audit and/or verifying the assets and liabilities of your practice, and/or the items of expenditure and income.  

  •     2.3.You are responsible for ensuring that the following documents are kept: sales and purchase invoices, records of payments, including receipts, and any other documents relating to your company’s transactions; in short, your company’s accounting records. You are also responsible for ensuring that your practice complies with all relevant laws and regulations and for any remedial procedure in the case of a failure to comply.  

Managing Your Payroll

Payroll and year end returns

  • It is your responsibility to ensure your employees are subject to all necessary due diligence checks and that your employees are suitable, fit and proper persons for their role and responsibilities.  We shall rely upon you as having carried out all relevant checks and as having acted upon the information as appropriate.

  • We are instructed to maintain your payroll records and prepare your payroll and year end returns.  We confirm that we can only process and complete this instruction, provided you supply us with the following information, which we shall rely on as being true and correct:

  •     2.2.1.Personal details of all your employees (including name, home address, NI number, all  “RTI”) and notice of any changes;

  •     2.2.2.details of all new workers and details of their remuneration;

  •     2.2.3.all P45s, P46s and equivalent;

  •     2.2.4.your employees’ status and the hours they have worked and rates of pay, and the date and details of any changes;

  •     2.2.5.pension schemes, deductions and previous tax codings which apply and any subsequent changes;    

  • 2.2.6.notice within two weeks of any employee who is ill for more than four days (for the purposes of statutory sick pay) unless you have opted    out of paying sick pay;

  •     2.2.7.reasonable notice of any employee who will be taking maternity or paternity leave or has handed you their resignation notices;

  •     2.2.8.employees who have handed you their resignation notice and/or left  your employment and the relevant termination arrangements;

  •     2.2.9.written authorisation that we can approach third parties to obtain necessary information to deal with payroll.

  • We are not authorised to provide pension advice and, accordingly, can only assist in processing your payroll on the pension deductions that you provide.

  • If HMRC receives the end of period Payroll Returns, Income Tax and National Insurance late, you are likely to incur significant penalties. We will not be responsible for any costs, penalties or losses arising from late submission, where the delay in submission has arisen as a direct result of your actions/inaction or those of your employees and/or third parties.  It is your responsibility to notify us of any changes to any relevant information, without delay and in any event, within a timely manner.  We reserve the right to charge a further fee should urgent work be required due to such delay.

Assisting with Payroll and Automatic Enrolment of Pensions

  •     2.5.You have instructed us to assist in establishing the relevant staging date (being the date that you will begin to auto enrol your employees for a pension), but it is agreed that it is your responsibility to establish the actual date.  We shall rely upon your further instruction to bring forward or postpone that date as required and for all relevant information and changes to the details concerning your employees.  For the term of our engagement you have instructed us to: 

  •     2.5.1. Identify and prepare a list of your employees who qualify as a ‘worker’ for automatic enrolment purposes;

  •     2.5.2.direct you to The Pensions Regulator guidance on how to assess workers’ earnings;

  •     2.5.3. assist in establishing the category of each worker (e.g. entitled worker, eligible jobholder or non-eligible jobholder);

  •     2.5.4.prepare and send an approved notice to each eligible and non-eligible jobholder containing the relevant information regarding how the automatic enrolment may apply to them;

  •     2.5.5.assist in the managing of the enrolment process and the membership scheme of your employees including the preparation of joining up notices where appropriate;

  •     2.5.6.maintain and update the payroll records with regard to each worker’s pay deductions;

  •     2.5.7.maintain and update the payroll records with regard to your mandatory contributions;

  •     2.5.8.process the payroll refunds from the scheme;

  •     2.5.9.prepare P9s/P11Ds;

  •     2.5.10.include pension payments on employee payslips, and where necessary, on payroll summary reports and total pension contribution reports.

  •     2.6.    It is your responsibility to choose an appropriate pension scheme and to obtain appropriate independent advice including any guidance as issued by The Pensions Regulator. You are also responsible for choosing an eligible membership scheme and for regularly reviewing its suitability as well as conveying all relevant information to the trustees or managers of the Pension scheme within the statutory period.

  •     2.7.You are legally responsible for ensuring your payroll and pension records are correct and complete and for making pension contributions on time.  You are also legally responsible for holding the “Real Time Information” on your employees, records about the pension scheme and membership you have implemented and your employees’ opting in or out requests.

  •     2.8.Further, you are responsible for providing the required statutory information to your workers and within five months of your staging date, for filing a declaration of compliance with The Pensions Regulator. You are also responsible for ensuring all eligible workers are re-enrolled every three years.

Preparing your VAT Returns

  • We are instructed to complete and submit your VAT returns. Please note, that your company and directors will remain responsible for VAT returns being submitted in accordance with the strict rules and time limits as well as any other statutory responsibilities. 

  • In order to fulfil our instruction we will be dependent upon you providing us with all relevant information in a timely manner and ensuring its accuracy.  If you do not provide us with this information in a reasonable period and not less than [14 days] before the end of the VAT period we shall be unable to meet your instruction, and will not be responsible for any penalties or fees arising from any late submission.

  • You will be responsible for: forwarding to us all VAT records, ensuring that valid VAT invoices are received where VAT is being reclaimed, VAT ratings are correctly applied, VAT on non-business expenditure is clearly marked, expenses payments to staff and directors are recorded and forwarded to us and all supplies are recorded. 

  • Completed returns will be made available to you upon request. 

STANDARD TERMS AND CONDITIONS 

  • Fees

  •     5.1.Our fees shall be calculated according to the time spent completing your instruction and may be charged separately for each area of work we carry out. We will bill you at reasonable and frequent intervals through-out the year and you will be liable for payment of our fees within [7 days] of receipt of any of our invoices.

  •     5.2.VAT is [applicable] to our fees and where/if it applies, shall be clearly detailed as VAT in our invoices.  Any other disbursements and/or expenses we incur on your behalf in the course of completing your instruction, further to the examples listed below, are also payable and will be added to and clearly detailed in our invoices.

  •     5.3.It is agreed that you shall pay us via [standing order/direct debit/bacs] of £xxx by the [7] day of every month, and that such payments are to be partial payments and/or contributions to the work we carry out. Where the total fees due in any of our invoices exceeds your standing order payment, you agree upon receipt of the invoice, to pay us the further amount necessary to satisfy the outstanding balance of that invoice/s and that such payments will be made in the stipulated period.

  •     5.4.Should after commencement of our engagement, the standing order payment be found to be insufficient, we reserve the right to amend the standing order payment, only with your agreement, and that such agreement will be in writing and signed by both parties, and shall take precedent to the figure contained within the Letter.

  •     5.5.In accordance with the Late Payment of Commercial Debts (Interest) Act 1998, we reserve the right to charge you interest on any late paid invoices at the rate of [2%]above bank base rates, and, if considered appropriate, give you written notice before subsequently withdrawing our services and ceasing to act for you.

  •     5.6.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.

  •     5.7.Should a fixed fee be agreed for the provision of a specific service, the fee and service must be clearly and explicitly stated in writing and signed by both parties.  The fixed fee shall only apply to the exact work specified in the quote and should it become apparent the fixed fee is not tenable, we reserve the right to contact you and provide a revised figure on which we shall seek your written agreement.

  •     5.8.Any previous estimate we have provided concerning our likely fees will not be contractually binding unless we explicitly stated, in writing, that that will be the case.

ICB Regulations

  •     6.1.We observe and act in accordance with the Professional Conduct Regulations of the Institute of Certified Bookkeepers (“ICB”) and accept your instructions on the basis that we shall abide by those Regulations.  We are not liable for any loss and/or damage and/or cost arising from our compliance with statute or the ICB Regulations.

  •     6.2.We are obliged by Law and by ICB to undertake checks to ensure that you and your business are operating lawfully. The checks require us to obtain and retain proof of your beneficial owners, officers and managers identity and residence. By agreeing to our terms of engagement you accept that we are authorised to complete such checks as necessary.

Legal Jurisdiction

  •     7.1.Our engagement and the terms of the Letter will be governed by, and are to be construed in accordance with, English Law.  Both parties agree The Courts of [England/Scotland/Northern Ireland/Republic of Ireland] will have exclusive jurisdiction in relation to any claim, dispute or difference concerning the Letter and any matter arising from it.  Each party irrevocably waives the right to object that any action brought in the Courts of [England/Scotland/Northern Ireland/Republic of Ireland] has been issued in an inappropriate forum, or to claim that those Courts do not possess jurisdiction.

Client Identification

  •     8.1.As Bookkeepers we are obliged to comply with the duties laid out by the Bribery Act 2010, Fraud Act 2006, Criminal Finances Act 2017, Terrorism Act 2000, Proceeds of Crime Act 2002 the Money Laundering Terrorist Financing and Transfer of Funds Regulations 2017 as well as other UK Law.

  •     8.2.Part of those duties requires us to obtain documentary evidence to confirm the identity, addresses and business details of you and your beneficial owners, officers and managers, which we will require before accepting your instruction. The information we will need is: [A Utility bill (from either you/your company) not more than three months old, a Passport or driving licence or Photo ID cards of each named beneficial owner, officer and manager, and a Certificate of Incorporation (if a Ltd company)]

  •     8.3.We will accept your instructions on the assumption that you are honest and law abiding, however, should suspicions arise concerning criminal activity, terrorism and/or money laundering we will be obliged to make a report to the appropriate authorities and may be prohibited from telling you we have done so.

  •     8.4.We will not be liable for any loss and/or costs which result from our compliance with the Bribery Act 2010, Fraud Act 2006, Criminal Finances Act 2017, Terrorism Act 2000, Proceeds of Crime Act 2002 the Money Laundering Terrorist Financing and Transfer of Funds Regulations 2017 and other UK Law.

Data Protection

  •     9.1.During the course of our instruction we will need to process your personal data.  When doing so we confirm that we shall comply with with the provisions of the Data Protection We will need to process your personal data to complete the terms of this engagement and are likely to use it when maintaining our client records and/or for complying with supervisory, regulatory and legal requirements and crime prevention.  In order to comply with our supervised requirements we will need to share your personal information with our supervisor, ICB 

  •     9.2.We will also communicate with you by email, and we confirm that it will be the responsibility of the recipients for checking emails and attachments for viruses. We will not be responsible for problems, accidental errors, losses or corrupted and altered data affecting the electronic communications after despatch.  

  •     9.3.We shall take all reasonable steps to keep your information and communications confidential with the exception of legal, regulatory and/or supervisory disclosure.  We also reserve the right to disclose your personal information to our insurer for specific purposes and/or to disclose your personal data to third parties if you have given us your explicit, written consent to disclose it.  All of the information under this heading will be held for a period not exceeding  [6 years] after the engagement has ended.

File destruction

  •     10.1.  You are legally responsible for retaining all relevant documents and records concerning your tax. However, during the course of our engagement we may temporarily hold some of your financial records to enable us to complete our contracted obligations.  Upon the conclusion of the Letter we will arrange for your original documentation to be returned/collected. If you are unable to collect your documents and require your documents returned to you, you will be responsible for meeting the costs of the courier/postal services we employ.

  •     10.2.  Unless you send us your signed written instruction stating otherwise, our intent will be to destroy all stored electronic and paper correspondence and other documents pertaining to your file which are more than [6] years old (unless we deem some documents may continue to be of significance or there are legal reasons that mean they cannot be destroyed)

 Conflicts of Interest

  •     11.1.  If we become aware of any conflict of interest which arises due to our contractual or professional relationships with other clients, we will notify you, unless we are not authorised to do so because of obligations concerning confidentiality and disclosure.  In some instances, it may not be appropriate for us to continue acting for you and, if this occurs, we shall notify you promptly before ending our contractual relationship.

  •     12.       Customer Service and Complaints

  •     12.1.  We are committed to providing a high quality service and standard to our clients which is evident in the work we produce.  If you have cause to complain about the service you have received please contact us at the soonest instance and we will carefully and promptly consider your points and do all that what we can to reach a mutually agreeable solution.  If you are still not satisfied with the resolution we have suggested, you may of course make a complaint directly to our supervisor:

The Institute of Certified Bookkeepers, 122-126 Tooley St, London SE1 2TU

Email: professional.standards@bookkeepers.org.uk

Insurance

  • During the term of the engagement the Bookkeeper shall maintain in force, with a reputable insurance company appropriate professional indemnity insurance at an amount not less than £[xx] to cover the liabilities that may arise under or in connection with the Letter and upon your request will produce to you both the insurance certificate giving details of cover and the receipt for the current year’s premium in respect of each insurance.

Limitation of Liability

  •     14.1.  We will ensure that all of our services are provided with reasonable care and skill. During the term of our engagement our liability is limited to gross negligence, wilful misconduct and/or deliberate default and any losses, costs, expenses and damages that arise as a direct result.

  •     14.2.  The information and advice we provide during the period of our engagement are for your sole use, unless expressly stated otherwise, in writing and signed by both parties. We accept no responsibility to third parties to whom the Letter is not addressed and, further, no third party has any conferred rights and obligations under this engagement.

  •     14.3.   If you or any third party provides us with incomplete, misleading and/or false information and/or we are subject to information being withheld, concealed and/or misrepresented, we will not be liable for any resulting losses, penalties, interest and/or additional tax liabilities. The limitations in this paragraph will not apply if, during the course of us carrying out our obligations, we become aware that information is being withheld, concealed and/or misrepresented and we do not address the issue and/or take steps to alert you or the appropriate authorities. 

  •     14.4.   If we are unable and delayed in fulfilling our obligations under the engagement letter due to circumstances beyond our reasonable control we will not be liable for any resulting loss.

Disengagement/Termination

  •     15.1.  The term of our engagement commences with your acceptance and signing of this Letter, unless otherwise agreed in writing.  

  •     15.2.  Should either party deem it necessary for the term of engagement to conclude, either party has the right to give the other notice in writing of the disengagement/termination, and such disengagement/termination shall not be implemented until [30 days] from issue of the notice. 

  •     15.3.  Where possible, the notice shall clearly detail the remaining responsibilities of either party, provided those responsibilities do not fall outside the agreed terms of the engagement.

  •     15.4.  Should we become aware, or have reason to believe that you have misled HMRC or otherwise engaged in criminal or suspect activity, we reserve our right to immediately terminate the Letter and that such termination will be implemented without prejudice to either party’s rights in the Letter.

  •     15.5.  Should you not respond to our communications for a period of [insert period] or more, we reserve our right to send a disengagement/termination letter to your last known address and after three days of sending the letter, to cease to act. 

Variation

  •     16.1.  Any variation to the Letter must be by mutual consent, in writing, signed and dated by the bookkeeper and the client and attached to this signed Letter.

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Terms & Conditions

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Studio C, The Stables
Erwood Street, Warrington
WA2 7NW

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