You are also responsible for retaining paperwork for as long as legally required.
8. Investment and Financial Advisory Advice
We will not provide You with investment or financial advice regulated under the Corporations Act 2001 (Cth) unless We have expressly agreed to do so in writing, specifying an applicable Australian Financial Services License number.
9. Professional Obligations
We will comply with the professional and ethical standards of the Accounting Professional and Ethical Standards Board, available at apesb.org.au. This includes APES 110 Code of Ethics for Professional Accountants (including Independence Standards), which among other things contains provisions that apply if We become aware of any actual or potential 'non-compliance with governing laws or regulations' (NOCLAR). Where any such non-compliance poses substantial harm (such as serious adverse consequences to investors, creditors, employees, auditor, group auditor or the public), We may be required to disclose the matter to an appropriate authority.
10. Conflict of Interest
We will inform You if we become aware of any conflict of interest in Our relationship with You (including between the various persons this engagement letter covers) 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 will be unable to provide further services to some or all of the persons to whom this engagement applies. If this arises, We will inform You promptly.
We may act for other clients whose interests are not the same as or are adverse to Yours, subject to the obligations of conflicts of interest and confidentiality referred to above.
Our fees will be charged on the basis set out in the engagement letter and have been set based on the level of skill, responsibility, importance and value of the advice, as well as the level of risk. An indicative range for some of the engagement elements are listed below;
| Engagement Elements
|| Fee Range (+GST)
| Investment Entity (Company or Trust) Financials and Tax Returns
|| $750-$3,500 per entity per year
| Business Entity Financials and Tax Returns T/O <$2m
|| $3,500-$5,000 per business entity per year
| Business Entity Financials and Tax Returns T/O >$2m
|| $5,000-$20,000 per business entity per year
| SMSF Financials and Tax returns
|| $1,500-$4,500 per Superfund per year
| BAS Returns
|| $190-$750 per BAS Return
| FBT Returns
|| $350-$750 per FBT Return
| Individual Returns
|| $190-$1,500 per individual per year
| Annual ASIC Renewal and Solvency Resolution
|| $90 per entity per year
| Update contact details with ASIC, ATO and ABR
|| $90 per entity
| Administration services including letters for banks, copies of ATO accounts, managing ATO remissions and
payment plans etc.
| Relevant Hourly Charge
| Business and Tax Advisory and audit representation
|| Relevant Hourly Charge
The above Fee Range has been calculated keeping in mind charge out rate of various level of staff, including professional staff and administration staff. A schedule of hourly charge out rate for staff can be provided upon request.
If we have provided You with an estimate of our fees for any specific work, this is an estimate only and our actual fees may vary.
We may provide a fixed fee for the provision of specific services. If it becomes apparent to us, due to unforeseen circumstances, that a fixed fee is inadequate, We may notify You of a revised figure and seek Your agreement to it.
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. Assistance may be provided through insurance policies You hold or via membership of a professional or trade body. Other than where such insurance 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 are to be paid by someone else.
Unless otherwise agreed to the contrary, Our fees do not include the costs of any counsel, or other professionals or third parties engaged with Your approval. Any disbursements and expenses We incur in the course of performing Our services will be added to Our invoices where appropriate. Our fees are subject to review on annual basis.
12. Payment Terms
We will bill upon completion of each activity or on a monthly or quarterly basis, as may be suitable. Our fees set out in our engagement letter are exclusive of GST which will be added to Our invoice where it is chargeable.
Our invoices are payable strictly within 14 days from date of invoice.
You consent to Us sending Our invoices to you electronically at Your usual email address You use for communicating with us.
We will charge interest at the general interest charge rate prescribed by section 8AAD of the Taxation Administration Act 1953 (Cth) as applies from time to time on any amounts unpaid after the expiry of 14 days after a tax invoice is given to You.
If any rebates or discounts have been extended in Our invoice, the same may be reversed if the invoice is not paid within payment terms, solely at Our absolute discretion. In the event that We incur legal expenses to enforce any provision of the Costs Agreement, We will be entitled to recover such legal expenses, including, without limitation, legal fees on an indemnity basis, costs and disbursements, in addition to any other relief to which We shall be entitled.
Where you request us to charge your credit card, we will treat the information given as per Clause 14. Confidentiality and Clause 15. Privacy of this Terms and Conditions. Where you use our online services for credit card payments, we do not hold any responsibility for misuse or inappropriate use of the card. Additional service fee may be charged for credit card payments.
13. Client Monies
We do not maintain a trust account and do not manage any third party payments (including payments to ATO or ASIC) on Your behalf.
We will take all reasonable steps to keep your information confidential, except where:
- We need to disclose Your information to our service providers (including auditors of client monies if applicable) or regulatory bodies in performing the services, Our professional advisers or insurers or as part of an external peer review from time to time. Our files may also be subject to review as part of the quality review program of Chartered Accountants Australia and New Zealand and CPA Australia. By accepting this Costs Agreement, You acknowledge that, if requested, Our files relating to this engagement will be made available under this program;
- We are required by law, regulation, a court of competent authority, or pursuant to other professional obligations, to disclose the information;
- We provide limited information (but only to the extent reasonably necessary) to potential purchasers (or their professional advisors) of Our practice but we will take reasonable steps to ensure that any such recipient keeps the disclosed information confidential; or
- You give Us permission to disclose the information.
We may retain Your information during and after our engagement to comply with Our legal requirements or as part of Our regular IT back-up and archiving practices. We will continue to hold such information confidentially.
You expressly authorise us, in signing our letter of engagement, to publicly state that any Principal Client or Additional Client is a client for promotional purposes.
Your personal information will only be used for the purposes for which it is collected or in accordance with the Privacy Act 1988 (Cth) (as amended). For example, We may use your personal information to provide advice and recommendations that take into account Your personal circumstances.
Depending on the nature of the work We do for You or any of the entities covered by this engagement, the types of bodies to whom we may disclose Your personal information include any Principal Client or Additional Client, the ATO, ASIC, Revenue NSW, solicitors and barristers, the courts or tribunals, the Chartered Accountants Australia and New Zealand, CPA Australia, and any outsourced service providers we may engage as independent contractors.
16. Ownership of Materials
We own the copyright and all other intellectual property rights in everything we create in connection with this engagement. Unless we agree otherwise, anything we create in connection with this agreement may be used by You only for the purpose for which You have engaged Us. Accordingly You are prohibited from disclosing such material without our express consent.
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 BAS returns, Financial Statements and Tax Returns. Ownership of these documents will vest in You. All other documents produced by Us in respect of this engagement are part of Our intellectual property and will remain the Our property.
We confirm that:
- You own all original materials given to us;
- We own all materials produced by us that resulted from Our skill and attention to the extent that the materials produced by Us incorporate any original materials You give to Us;
- We may exercise a lien over your documents or the documents of any entity covered by this engagement that are in Our possession in the event of Your failure to pay our fees; and
- subject to the payment of all outstanding professional fees and disbursements owing to Us, We will provide you with copies of materials produced by Us for You in the event that You engage the services of another practitioner, and the materials are required by Your new practitioner. We may charge You Our reasonable costs in providing these materials to your new practitioner, estimated between $450+GST and $900+GST.
17. Limitation of Liability
Our liability is limited by a Scheme approved under Professional Standards Legislation.
You agree not to bring any claim against any of Our principals, partners, directors, shareholders or employees in their personal capacities.
To the maximum extent permitted by law, We are not liable to You for:
- indirect, special or consequential losses or damages of any kind; or
- liability arising due to the acts or omissions of any other person or circumstances outside our reasonable control, or Your breach of these terms.
18. Limitation of Third Party Rights
Our advice and information is for Your sole use, and We accept no responsibility to any third party, unless we have expressly agreed in the engagement letter that a specified third party may rely on Our work.
19. Termination by Us
We may cease to act for You or refuse to perform further work for you, including:
- while any of Our tax invoices remain unpaid by You;
- if You do not comply with a request to pay an amount in respect of disbursements or future costs, charges and expenses within 14 days;
- if You do not provide Us with clear and timely instructions to enable Us to advance your matter;
- if You refuse to accept Our advice;
- if You indicate to Us or We form the view that You have lost confidence in Us;
- if there are any ethical grounds which We consider require Us to cease acting for You, for example a conflict of interest;
- for any other reason outside Our control which has the effect of compromising Our ability to perform work required by You within the required timeframe;
- if, in Our sole discretion, We consider it is no longer appropriate to provide services to You; or
- for just cause.
We will give You 21 days written notice of termination of Our services.
You will be required to pay Our fees, charges, expenses and disbursements incurred up to the date of termination.
20. Termination by You
You may terminate Our services by written notice at any time.
If You terminate Our services, You must pay Our fees, charges, expenses and disbursements incurred up to the date of termination, including for works completed but not billed and works in progress yet to be completed.
On termination, whether by You under this clause or by Us under the preceding clause, if You request Us to provide any documents to You or to Your new accountants, we may charge You a reasonable fee of between $450+GST and $900+GST for arranging the documents to be provided.
You must advise of any changes to your contact details. We may send any communications to the last contact details You have provided. 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. There is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties in any form of communication, whether electronic, postal or otherwise. We are not responsible for any such matters beyond our control.
22. Applicable Law
Our engagement is governed by NSW law. The courts sitting in that NSW will have non-exclusive jurisdiction in relation to any dispute between us.
If any provision of the engagement letter or these terms is void, that provision will be severed and the remainder will continue to apply. If there is any conflict between the engagement letter and these terms, these terms prevail.
24. Disputes and Complaints
If you have any concerns about our costs or services, please speak to the Practice Manager of our practice as first point of contact. To resolve your concerns we have policies and procedures in place to deal appropriately with complaints and will use best endeavours to resolve a complaint or dispute to the mutual satisfaction of the parties involved. We may require you to detail your complaint in writing to allow us to fully investigate any concerns that you raise.
25. Third Party Responsibilities
We may from time to time engage third party specialist professionals and other public practitioners, where warranted to obtain the advice you need or to assist us to provide our service to you. These may include cloud service providers and outsourced service providers.
In performing our duties we allow our staff to work from home and from locations outside of our office premises. We also engage staff in overseas locations, particularly in Sri Lanka and India. The concerned personnel work subject to confidentiality obligations and only access your information on our servers through remote access
We may utilise outsourced service providers and cloud computing service providers, including:
- CloudAxis, to provide accounting solutions for SMSFs. CloudAxis is located in Australia, but the accountants who work on our client files for CloudAxis work from a location in India. The accountants work on our client files on our server through remote access and use CAS 360 cloud based software to produce financial accounts for SMSFs. No client information is stored on any server maintained by CloudAxis;
- CCH Australia Limited (CCH iFirm) to host our website and email database for newsletters. All client data is hosted in Microsoft Azure cloud storage facilities onshore in Australia.
- Annature, to provide electronic signature service, store all data sovereignly on Australian shores. Their application is hosted with Amazon Web Services, with three data centres located in Sydney, NSW.
- Atlassian, in particular Trello and Confluence for cloud data management. They maintain data on Amazon Web Services, with data centres the US, Germany, Ireland, Singapore and Australia.
- BGL Group, for CAS360 and SF360 which manages our ASIC renewals and lodgments, and compliance solutions for self-managed superfund. All BGL client web data is hosted in Australia by Amazon Web Services (AWS).
- Sage Handisoft as our practice management software. We use the on premise solution of Sage Handisoft whereby data is stored locally on our server in our office and not on the cloud.
- Xero for cloud computing. Xero maintains multiple geographically separated data replicas and hosting environments to minimize the risk of data loss or outages. For further information, please visit xero.com/au/about/security/
- MYOB for cloud computing. For desktop data, data stays in our practice or at the location it is hosted eg. Client's desktop. All cloud based data is stored at Amazon Web Services Sydney region data centres.
- Quickbooks for cloud computing, house production equipment in both Intuit-operated and Amazon Web Services (AWS). For further information, please visit https://quickbooks.intuit.com/au/security/
- CBA Australia merchant facility, for online payment through our website. Their data is stored in Australia. Please visit https://www.commbankawards.com.au/securityPrivacy for further information.
- American Express merchant facility, for online payment through our website. Please visit https://www.americanexpress.com/au/about-us/disclosures/privacy-statement/ for details on data handling by AMEX.
- Accountancy Insurance for the management of our clients accounting insurance policies. They currently store data in Microsoft Azure located in Australia and are looking to move to Amazon Web Services (AWS) also stored in Australia.
In conducting our services, we may engage advisors, solicitors, auditors and expert specialist such as quantity surveyors, business and property valuers, bankers, mortgage brokers, template document providers and others, on your behalf. We may also engage other cloud solution providers from time to time.
To perform the services, we may provide these third parties with access to your data to the extent this is required to perform the services.
Acceptance of our services in conjunction with this engagement document indicates your acceptance of the use of outsourced services as described above.
26. Audit Insurance Cover
As part of Accountancy Insurance policy (underwritten by Vero), we offer you the opportunity to subscribe for a cover for accounting and legal fee, in case any tax obligations are audited by relevant government authority. This may give you peace of mind in not having to pay for all or part of our fee, in case there is an audit. More details and terms of the policy can be provided on request.
27. Responsibility for Payment of Fees and Breach of Agreement
By agreeing to these terms, You irrevocably and unconditionally agree to pay in full to Us any fees charged by Us for any Principal Client or Additional Client, as and when due, regardless of any defense, right of set-off or counterclaim that You may assert.
Your obligation to pay the fees may be satisfied by direct payment of the fees charged by Us or by causing the Principal Client or Additional Client to which the fees relate to pay such amounts to Us.
For the avoidance of doubt each Principal Client and each Additional Client is jointly and severally liable for the fees for each other Principal Client and Additional Client that is payable under the Costs Agreement.
Each Principal Client and each Additional Client, jointly and severally, shall indemnify Us against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs calculated on a full indemnity basis) suffered or incurred by Us arising out of or in connection with any breach of or negligent performance or non-performance of the Costs Agreement any Principal Client or Additional Client, including without limitation, a failure or refusal to pay our fees within 14 days of the date of the invoice.