Terms of Engagement
We are pleased to accept the instruction to act as your accountant and the following details the terms of our Engagement. The purpose of this Statement is to set out our terms for completing your work and to clarify our respective responsibilities.
HA Accounting Pty Ltd Pty Ltd act in accordance with the relevant professional and ethical standards issued by the Accounting Professional & Ethical Standards Board Limited (APESB) and our services will be limited exclusively for this purpose only. Thus, no audit or review will be performed and, accordingly, no assurance will be expressed. Our engagement cannot be relied upon to disclose irregularities including fraud, other illegal acts, and errors that may exist. However, we will inform you of any such matters that come to our attention.
To ensure that we provide you with the best quality service, all clients are designated a Client Services Manager who will oversee their affairs. Should you have any queries in relation to the services provided, please contact our office.
SCOPE – WHO WE ARE ACTING FOR
This Engagement includes acting for all individuals and associated entities who have engaged our services.
Nominated Person – Should you require a nominated person to act on your behalf, this must be provided in writing to HA Accounting Pty Ltd Pty Ltd. Any change to the nominated person should be notified to us in writing and will not be effective until acknowledged by us in writing. By acknowledging this agreement, you confirm and warrant that the Nominated Person is authorised to give instructions and information to us on your behalf and to receive our advice and work product on behalf of you.
PERIOD OF ENGAGEMENT
This engagement covers the specific piece of work mutually agreed. We will not deal with any earlier work unless you specifically ask us to do so and we agree. This engagement document will be effective for future years and may be updated as necessary.
OUR RESPONSIBILITY TO YOU
We shall proceed based on the instructions we have received from you and will rely on you to tell us as soon as possible if anything occurs which renders any information previously given to us as incorrect or inaccurate.
We shall not be responsible for:
any failure to advise or comment on any matter that falls outside the specific scope of your instructions.
for any event, loss or situation unless it is one against which it is the expressed purpose of these instructions to provide protection.
We will not be carrying out any audit work as part of this assignment and accordingly will not verify the assets and liabilities of the company, nor the items of expenditure and income. To carry out an audit would entail additional work to comply with Australian Standards on Auditing (AASB) so that we could report on the truth and fairness of the financial statements.
We would also like to emphasise that we cannot undertake to discover any shortcomings in your systems or irregularities on the part of your employees. As we are not a licenced Australian Auditor we can only perform due diligence that a public practice may undertake.
To ensure that anyone reading the accounts is aware that we have not carried out an audit, we will attach to the accounts a report stating this fact. The intended users of the report are the key decision makers. The report will be addressed to the relevant authority for the entities. Once we have issued our report we have no further direct responsibility in relation to the accounts for this piece of work. However, we expect that you will inform us of any material event occurring between the date of our report and that of the annual general meeting that may affect the accounts.
We may collect Personal Information about you, your representatives, your clients and others when we provide services to you. If we do, you agree to work with us to ensure that we both meet the obligations that we each may have under the (Privacy Act). That information will not be disclosed by us to other parties except as required or allowed for by law, or with your express consent.
In accepting our Terms of Engagement, you acknowledge that our quality control systems which have been established and maintained in accordance with the relevant APESB standard, may be subject to a review as part of the quality control review program of ATMA & Alliance Wealth Pty Ltd which monitors compliance with professional standards by its members.
Any advice given to you is only an opinion based on our knowledge of your circumstances.
YOUR RESPONSIBILITY TO US
You are responsible for
The reliability, accuracy and completeness of the accounting records, and information provided and disclosure of all material and relevant information.
Providing any changes to your circumstances or facts in writing as this may have a significant impact on the advice given.
Arranging for reasonable access by us to relevant individuals and documentation. As well as both the completeness and accuracy of the information supplied to us.
Obligations under self assessment to keep full and proper records to facilitate the preparation of accurate returns. It is your responsibility to keep those records for five (5) years. A taxpayer is responsible in Australia under self-assessment to keep full and proper records in order to facilitate the preparation of a correct return. Whilst the Commissioner of Taxation will accept claims made by a taxpayer on an income tax return and issue a notice of assessment, usually without adjustment, the return may be subject to later review. Under the taxation law, such a review may take place within a period of up to four (4) years after the tax becomes due and payable under the assessment. Furthermore, where there is fraud or evasion there is no time limit on amending the assessment. Accordingly, you should check the return before it is signed to ensure that the information in the return is accurate. Where the application of a taxation law to your circumstances is uncertain you also have the right to request a private ruling which will set out the Commissioner’s opinion about the way a taxation law applies or would apply, to you in those circumstances. You must provide a description of all the facts (with supporting documentation) that are relevant to your scheme or circumstances in your private ruling application. If there is any material difference between the facts set out in the ruling and what you do the private ruling is ineffective. If you rely on a private ruling you have received, the Commissioner must administer the law in the way set out in the ruling, unless it is found to be incorrect and applying the law correctly would lead to a better outcome for you. Where you disagree with the decision in the private ruling you can lodge an objection against the ruling if it relates to income tax, fuel tax credit or fringe benefits tax. Your time limits in lodging an objection will depend on whether you are issued an assessment of the matter (or period) covered by the private ruling.
As controllers or key persons of influence for your relevant entity (partner, trustee, sole trader, Director), you might be required by statute to prepare accounts (financial statements) for each financial year, which give a true and fair view of the state of affairs of the company and of its profit or loss for that period. In preparing those accounts you must:
Select suitable accounting policies and then apply them consistently.
Make judgements and estimates that are reasonable and prudent.
Prepare the accounts on the going concern basis unless it is not appropriate to presume that the company will continue in business.
If you have engaged us to prepare the accounts on your behalf, it is your responsibility to keep proper accounting records that disclose with reasonable accuracy at any time, the financial position of the company. It is also your responsibility to safeguard the assets of the company and for taking reasonable steps for the prevention of and detection of fraud and other irregularities with an appropriate system of internal controls. You are also responsible for making available to us, as and when required, all the company’s accounting records and all other relevant records and related information, including minutes of management, trustees and shareholders’ meetings.
You will also be responsible for:
Providing records of all receipts and payments of cash.
Providing records of invoices issued and received.
Reconciling balances with bank statements.
Providing details of the following: stocks and work in progress; fixed assets; amounts owing to suppliers; amounts owing by customers; and accruals and prepayments.
Our work will not be an audit of the accounts in accordance with International Standards on Auditing (Australia). Accordingly, we shall not seek any independent evidence to support the entries in the accounting records or to prove the existence, ownership or valuation of assets or completeness of income, liabilities or disclosure in the accounts. Nor shall we assess the reasonableness of any estimates or judgements made in the preparation of the accounts. Consequently, our work will not provide any assurance that the accounting records are free from material misstatement, irregularities or error.
As part of our normal procedures, we may request you to provide written confirmation of any verbal information and explanations given to us while our work. We have a professional duty to compile accounts that conform to generally accepted accounting principles. The accounts of a limited company are required to comply with the disclosure requirements of the Corporations Act and applicable accounting standards. Where we identify that the accounts do not conform to accepted accounting principles or standards, we will inform you and suggest amendments be put through the accounts before being published. We have a professional responsibility not to allow our name to be associated with accounts that may be misleading. In extreme cases, where this matter cannot be resolved, we will withdraw from the engagement and notify you in writing of the reasons Should you instruct us to carry out any alternative report it will be necessary for us to issue a separate letter of engagement.
OUR SERVICE TO YOU
Financial Statements, Tax Returns and other accounting reports and documentation may be prepared for distribution to statutory bodies, financial institutions for the agreed purpose. There is no assumption of responsibility for any reliance on our report by any person or entity other than yourself and those parties indicated. The report shall not be inferred or used for any purpose other than for which it was specifically prepared. Accordingly, our report may include a disclaimer to this effect.
You may request that we provide other services from time to time. We will issue a separate letter of engagement and scope of work to be performed accordingly. Because rules and regulations frequently change you must ask us to confirm any advice already given if a transaction is delayed or a similar transaction is to be undertaken.
Unless otherwise agreed, our fees will be charged on a time basis and will be calculated on time spent by principals and our staff, and on the levels of skill and responsibility involved.
Please review this to ensure you understand the basis of our charge and our payment terms.
Unless otherwise agreed, Invoices are payable in full and due upon completion of work.
Failure to pay amounts owing by the due date, we will abide by Australian law and issue (after warning) a letter of demand followed by the referral of your debt to a debt collector of our choosing. Additional interest and fees may be incurred by you in the event of the debt reaching past 30 days and then again upon referral to the debt collection agency.
LIMITATION OF LIABILITY
We specifically draw your attention to our terms and conditions that set out the basis on which we limit our liability to you and to others. You should read this in conjunction with the terms and conditions that exclude liability to third parties. These are important provisions which you should read and consider carefully. There are no third parties that we have agreed should be entitled to rely on the work done pursuant to this engagement letter.
OWNERSHIP OF DOCUMENTS
All original documents obtained from the client arising from the engagement shall remain the property of the client. However, we reserve the right to make a reasonable number of copies of the original documents for our records. Our engagement will result in the production of financial statements, tax returns and supporting documents in electronic format. Ownership of these documents will vest in you. All other documents produced by us in respect of this engagement will remain the property of the firm. The firm has a policy of exploring a legal right of lien over any client documents in our possession in the event of a dispute. The firm has also established dispute resolution processes.
TERMS AND CONDITIONS
These terms and conditions set out the general terms under which we undertake our business. The specific conditions relating to assignments will be covered in your Engagement Letter (if applicable) and Fee Terms.
This engagement letter, the schedule of services and our terms and conditions of business is governed by and should be construed in accordance with Australian law. Each party agrees that the courts of Australia will have exclusive jurisdiction in relation to any claim, dispute or difference concerning this engagement 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.
AUTHORISATION AND REGISTRATION
We are registered with ATMA as Public Practice Accountants and can be found on the register of members also with the Australian Tax Practitioners Board.
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 the Clients’ Monies Rules of the ATMA, ATO & Tax Practitioners Board which is also independently audited.
Fees paid by you in advance for professional work to be performed and clearly identifiable as such shall not be regarded as clients’ monies.
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. Where this happens, we will notify you in writing of the amount and terms of payment. The same will apply where the payment is made to or transactions are arranged by a person or business connected with ours.
Unless you instruct us otherwise we may, where appropriate, communicate with you and with third parties 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 liable in the event of a dispute. The firm has also established dispute resolution processes responsible for damage or loss caused by viruses nor for communications which 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 bear 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 paper mail, other than where electronic submission is mandatory.
Any communication by us with you sent through the post is deemed to arrive at your postal address within 5 working days after the day that the document was sent within Australia.
Communication between us is confidential and we shall take all reasonable steps to keep confidential your information except where we are required to disclose it by law, by regulatory bodies, by our insurers or as part of an external peer review. 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 terms.
We reserve the right, for the purpose of promotional activity, training or for any other business purpose, to mention that you are a client. As stated above we will not disclose any confidential information.
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. Where conflicts are identified which cannot be managed in a way that protects your interests then we regret that we will be unable to provide further services.
If there is a conflict of interest that is capable of being addressed successfully by the adoption of suitable safeguards to protect your interests then we will adopt those safeguards. Where possible this will be done based on your informed consent. We reserve the right to act for other clients whose interests are not the same as or are averse to your subject of course to the obligations of confidentiality referred to above.
CONTRACTS (RIGHTS OF THIRD PARTIES)
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 which you make available to them. A party to this agreement is the only person who has the right under the Contract to enforce any of its terms.
We confirm that we will comply with the provisions of the (Privacy Act) that relate to new cloud data protection. When processing personal data about you and your family. In order to carry out the services of this engagement and for related purposes such as updating and enhancing our client records, analysis for management purposes and statutory returns, legal and regulatory compliance and crime prevention, we may obtain, process, use and disclose personal data about you.
We reserve the right to use cloud data for storage and cloud-based software for your information. From time to time, we may use 3rd parties outside of Australian borders for processing, access to computer software and other relevant intermediaries.
Should we resign or be requested to resign a disengagement letter will be issued to ensure that our respective responsibilities are clear.
Should we have no contact with you for a period of 3 months or more we may issue a disengagement letter and hence cease to act.
We are bound by the ethical guidelines of the Australian Taxation & Management Accountants and accept instructions to act for you on the basis that we will act in accordance with those ethical guidelines. A copy of these guidelines can be viewed on the ATMA website. We will not be liable for any loss, damage or cost arising from our compliance with statutory or regulatory obligations.
We operate under both fixed fees, quoted in advance or in some cases on a time basis. Please refer to your Fees Schedule for a breakdown of these.
In some cases, you may be entitled to assistance with your professional fees, particularly in relation to any investigation into your tax affairs by the ATO, ASIC or ATMA. Assistance may be provided through insurance policies you hold or via membership of a professional or trade body. Other than where such assurance 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 is liable to be paid by your insurers.
In some instances for additional services, we will bill upon completion of the work and us invoices are due for payment on the due date as shown on the invoice. Our fees are exclusive of GST which will be added where it is chargeable. Any disbursements we incur on your behalf and expenses incurred during 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.
1.1 Unless otherwise agreed in writing by the Supplier, the Customer is on COD terms. In all other circumstances, the Customer is required to pay the price of all amounts for all services and all accounts, in full (with no deduction or set-off), no more than 14 days from the date of invoice.
1.2. Any forbearance by the Supplier in respect of the Customer’s failure to pay strictly in accordance with the payment terms shall not constitute a waiver by the Supplier of its rights to payment nor will it be construed as an agreement to extend credit.
1.3. The Supplier reserves the right, at all times, to suspend or discontinue the supply of Goods and/or Services to the Customer without being obliged to give any reason for its action.
1.4. Where the Customer is on COD terms, the Supplier reserves the right not to provide the Goods and/or Services until payment of the price has been received in full.
1.5. Where the Supplier has agreed to provide the Goods and/or Services to the Customer other than on COD terms:
1.5.1. the Supplier reserves the right to suspend the account immediately if any payment becomes overdue;
1.5.2. where applicable, the Supplier reserves the right to withdraw the credit facilities in the event of: any credit limit internally set by the Supplier, or trading terms, being exceeded; or in the event that the Supplier becomes aware of any factor, in its sole opinion, that materially affects the Customer’s credit worthiness;
1.5.3. interest on overdue amounts may be charged at a rate of 2.0% per calendar month or part thereof, and the Customer shall be liable for, and expressly undertakes to pay, all such interest; and
1.5.4. in the event of a dispute, the complete undisputed portion of the account must be paid in accordance with the Payment Terms.
1.6. At the Supplier’s sole discretion, a deposit may be required prior to any supply of services. The Supplier reserves the right not to provide the Goods and/or Services until such time as the required deposit is paid in full.
1.7. Any quotation given by the Supplier to the Customer is not an offer or obligation to supply but an invitation to treat only. The Supplier will endeavour, but will not be obliged, to maintain the quotation price for a period of 30 days. However, the Supplier reserves the right to accept or reject any order. The Supplier is not obliged to supply Goods and/or Services unless the Supplier accepts the Customer’s order in writing.
1.8. Should the Supplier incur legal and/or any other expenses, including any such expenses to any collection agency, in obtaining, or attempting to obtain, payment for any amount due by the Customer, the Customer shall be liable for all such expenses (on a full indemnity basis). The Customer acknowledges that the collection expenses may be calculated on a commission basis at a percentage rate of up to 25% of the amount due and expressly agrees to pay those expenses irrespective of the amount of work actually performed by the collection agency.
1.9. Any amounts received by the Supplier may be applied at the Supplier’s discretion: first against interest, fees, charges, collection expenses and legal expenses; and second, towards any amount that the Customer owes to the Supplier from time to time.
1.10. The Customer shall be liable for, and expressly undertakes to pay, all fees (including an administration fee in an amount to be set from time to time by the Supplier) for all costs, fees and/or charges incurred by the Supplier as a result of any cheque given by the Customer, or electronic banking transaction made by the Customer, being dishonoured for whatever reason.
It is our normal practice to ask clients to pay by upon completion of the ad hoc piece of work being completed before any submission to ATO.
If you do not accept that an invoiced fee is fair and reasonable you must notify us within 7 days of receipt, failing which you will be deemed to have accepted that payment is due.
We will only assist with implementation of our advice if specifically instructed in writing.
INTELLECTUAL PROPERTY RIGHTS
We will retain all copyright in any document prepared by us during carrying out the engagement save where the law specifically provides otherwise. All original documents obtained from you arising from the engagement shall remain your property. However, we reserve the right to make a reasonable number of copies of the original documents for our records. Our engagement will result in the production of electronic documents or files, which will be supplied to you, such as income tax returns or financial statements. Ownership of these documents will vest in you. All other documents produced by us in respect of this engagement will remain the property of HA Accounting Pty Ltd Pty Ltd, subject to any statutory obligations. The firm has a policy of exploring a legal right of lien over any client documents in our possession in the event of a dispute. The firm has also established dispute resolution processes.
If any provision of the engagement letter or schedules is held to be void, then that provision will be deemed not to form part of this contract.
In the event of any conflict between these terms of business and the engagement letter or appendices, the relevant provision in the engagement letter or schedules will take precedence.
HA Accounting Pty Ltd is not a licenced authorised financial advisor, nor does it hold a licence under ASIC. However, we may refer you to a licenced financial planning company. HA Accounting Pty Ltd has an association with Limitless Financial Services Pty Ltd, however does not take any responsibility for the referral or advice given. The services between Limitless Financial Services Pty Ltd and HA Accounting Pty Ltd should not be confused. Due to this association, please note that controlling interests i.e.: Directors may be the same in both entities.
Insofar as 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.
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 caused by our negligence or willful exclusion of liability for loss caused by others.
We will not be liable if such losses, penalties, surcharges, interest or additional tax liabilities are due to 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 due to a failure to act on our advice or a failure to provide us with relevant information.
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 beyond our reasonable control.
Exclusion of liability relating to the discovery of fraud etc
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 wrongly misrepresented to us or from fraudulent acts, misrepresentation or wilful default on the part of any party to the transaction and their directors, officers, employees, agents or advisers. This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures which we have agreed to perform with reasonable care and skill) have been evident to us without further enquiry.
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 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.
Limitation of aggregate liability
You have agreed that you will not bring any claim of a kind that is included within the subject of the limit against any of our principals or employees; on a personal basis.
We shall not be treated as having notice, for the purposes of our accounts & tax responsibilities, of information provided to members of our firm other than those engaged on the specific assignment (for example, information provided in connection with accounting, taxation and other services).
PERIOD OF ENGAGEMENT AND TERMINATION
Unless otherwise agreed, our work will begin when we receive your implicit or explicit instructions. Except as previously stated, we will not be responsible for periods before that date.
Each of us may terminate this agreement by giving no 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 provided us or ATO 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 default 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.
QUALITY OF SERVICE
We aim to provide a high quality of service always. If you would like to discuss with us how our service could be improved or if you are dissatisfied with the service that you are receiving please let us know by contacting our offices.
We undertake to investigate any complaint carefully and promptly and to do all we can to explain the position to you. If we do not answer your complaint to your satisfaction you may take up the matter with the ATMA.
RELIANCE ON ADVICE
We will endeavour to record all advice on important matters in writing. The advice given verbally is not intended to be relied upon unless confirmed in writing. Therefore, if we provide verbal advice (for example, during 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.
RETENTION OF RECORDS
You have a legal responsibility to retain documents and records relevant to your affairs. During our work, we may collect information from you and others relevant to your affairs. We will return any original documents to you if requested. Documents and records relevant to your affairs are required by law to be retained for the minimum period.
Any advice we give you will be supplied on the basis that it is for your benefit only and shall not be disclosed to any third party in whole or part without our prior written consent. It may not be used or relied upon for any other purpose or by any other person other than you without our prior written consent. If our advice is disclosed to any third party (with or without our consent), then we accept no responsibility or liability to that third party for any consequences that may arise to them, should they rely on the advice.
If it is proposed that any documents or statement which refer to our name, are to be circulated to third parties, please consult us before they are issued.
The services we undertake to perform for you will be carried out on a timescale to be determined between us on an ongoing basis.
The timing of our work will, in any event, be dependent on the prompt supply of all information and documentation.