ENGAGEMENT TERMS & CONDITIONS
These engagement terms and conditions apply to your engagement with Depot Accounting Pty Ltd trading as businessDepot (“businessDEPOT”) for any services undertaken for you and/or your associated entities.
Each business entity and individual listed in the proposal/scope of services section engages our firm on the terms set out our engagement letter/cost and services agreement and is bound by those terms. The business entities and individuals listed are all jointly and severally liable to pay our tax invoices, regardless of which of the listed individuals or entities those accounts are addressed to and regardless of which of the listed individuals or entities received the benefit of the work performed.
NATURE & LIMITATIONS
Provision of information
The success of the services is dependent on your timely co-operation, including:
(a) providing the materials and information we reasonably require from time to time for the services
(b) cooperation from your employees, consultants and advisors
(c) making decisions promptly, to facilitate the performance of the services.
Scope of our services
Our services will be limited to services outlined in our engagement letter/proposal. Any request for services outside of the scope will incur further fees and expenses. Any variations to the scope of works will also incur additional fees if necessary.
Estimates of time
If an estimate of time or fees for completion is provided it is given on the assumption that we receive your cooperation and commitment from employees in your organisation. If you do not provide, or delay in providing that co-operation, you agree that further costs may result. Where we receive incomplete or late information, this will delay our work and we cannot guarantee that we will be able to complete our work, sign any reports and lodge any returns on time. If penalties are incurred under these circumstances we will not be responsible for their payment.
There are provisions in the Taxation Administration Act 1953 that provide you (as from 1 March 2010) with “safe harbours” from administrative penalties for incorrect or late lodgement of returns if, among other things, you give us” all relevant taxation information” in a timely manner.
This means that it is to your advantage to give us all information necessary for us to do the work.
Need for information
You agree to use reasonable skill, care and attention to ensure that all information we may reasonably require is provided on a timely basis and is accurate and complete. You agree to also notify us if you subsequently learn that the information provided is incorrect or inaccurate or otherwise should not be relied upon.
Responsibility for information
Any reports issued or conclusions reached by us shall be based upon information provided by you and on your behalf and we shall not be verifying its accuracy (unless we have expressly agreed or are required at law to do so).
Accordingly, we assume no responsibility and make no representation with respect to the accuracy or completeness of any information or material provided by you or on your behalf. To the extent that any such information is inaccurate or incomplete, this could have a material effect upon the conclusions in our report.
APES 315 compilation of financial information
Financial Statements will be prepared in accordance with the mandatory accounting requirements of APES 315 “Compilation of Financial Information”.
Procedures & opinion
Our procedures use accounting expertise to collect, classify and summarise the financial information, which you provide, into a financial report. Our procedures will not include verification or validation procedures. No audit or review will be performed on the accounts or tax returns prepared 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 may come to our attention.
This engagement will be conducted in accordance with the relevant standards and ethical requirements of The Institute of Chartered Accountants in Australia. Any advice given to the Taxpayer is only an opinion based on our knowledge of the Taxpayers particular circumstances.
Responsibilities & Maintenance of accounting records
The law places the responsibility for the maintenance of accounting records on you. Whilst we may review these records during the process of undertaking our work, we do not verify the truthfulness or accuracy of the figures or other information provided by you. Accordingly, the aforementioned is your responsibility.
Any entity carrying on a business is generally required to keep records that support all transactions and other acts that are relevant for any purposes of the income tax law. An entity is specifically required to keep records of its calculations of taxable income and the tax payable and to produce them to the Commissioner when required to do so. Such records include documents containing particulars of any election, notice, estimate, determination or calculation made under the income tax law. Particulars showing the basis on which the estimate, determination or calculation was made must also be kept.
These records must be retained for a minimum period of 5 years after the date of any income tax assessment for an income tax year.
Other relevant record-keeping requirements in the income tax law include specific requirements in relation to capital gains tax, losses and other provisions. For instance, records relating to Capital Gains Tax must be kept for a minimum period of 5 years after the disposal year’s income tax assessment issues. This includes acquisition details relating to capital gains assets. We can provide you with further assistance on specific record-keeping requirements should you require.
A taxpayer is responsible 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 in 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 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 particular 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 of 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 actually 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 for the matter (or period) covered by the private ruling.
Ownership of Documents
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 work papers (work papers include reports, reconciliations, and ) . 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, 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.
We are required to inform you that significant penalties will be imposed by the authorities on discovery of:
(a) Deliberate or inadvertent errors;
(b) Failure to pay taxes;
(c) Misstatements and omissions;
(d) Failure to supply information;
(e) Failure to lodge returns.
By accepting the terms of this engagement, you consent to the appointment of businessDEPOT as your Tax Agent. Appointing us as your Tax Agent provides us with authority to prepare and lodge Australian Taxation Office documents and forms on your behalf, where appropriate and at our discretion. The documents and forms may relate to tax agent administration, income tax, Goods and Services Tax (GST), Pay As You Go (PAYG) and activity statement matters.
By accepting the terms of this engagement, you consent to the appointment of businessDEPOT as your ASIC Agent (where relevant). All companies are required to submit an Annual Company Statement to the Australian Securities & Investments Commission (ASIC) every year. ASIC levies a fee for preparing and reviewing the Annual Company Statement. buisnessDEPOT also charges an annual fee for maintaining the corporate register and acting as registered office.
GST & activity statements
Where preparation and lodgment of Business Activity Statements are required, a general review of GST related transactions may be made if full details of such transactions are provided. However, our engagement cannot be relied upon to ensure correct GST treatment of all transactions. Responsibility for highlighting any transactions for review or detailed consideration is that of yourself and your staff.
FEES & SERVICES
Our fees will be charged on the basis set out in our Cost and Services Agreement.
Our fees will be subject to GST except where supplies made are GST free (e.g exported services);
If we incur any expense on your behalf, we will charge you the GST inclusive amount of those expenses, less any input tax credits that we are entitled to. We will increase any such expenses by the amount of GST that we must pay in respect of them.
If we incur any disbursements as your agent, we will charge you the GST inclusive cost of those disbursements, and provide you with sufficient information to enable you to claim any input tax credit in respect of them (if you are entitled to claim such input tax credit).
Payment of our fees
Time for payment of our fees and expenses shall be within 14 days of the date of any invoice. Where our fees are not paid within 14 days we may suspend provision of all services until all sums due are paid in full.
Default in payment
a. Default in any payment;
b. breach any terms contained herein;
c. commit any act of bankruptcy or go into bankruptcy;
d. are insolvent, or are likely to become insolvent, within the meaning of the Corporations Act 2001 (Cth);
e. have an administrator, liquidator or provisional liquidator, receiver and manager, or controller appointed over your company;
f. are subject to a winding up application under the Corporations Act 2001 (Cth);or
g. have a judgment awarded against you by any court or tribunal;
then we may terminate this Agreement and all Tax Invoices and other monies owing to us become immediately due and payable.
In the event of default we may, at our discretion:
a. elect to apply an interest charge against the your account at the rate of 5% of the outstanding monies per month or part thereof;
b. charge an administration fee each month, or portion thereof, that an amount owing by you is overdue;
c. commence proceedings against you or enforce any personal guarantee;
d. call and act upon any security interest that we are entitled to enforce;
e. recover against the you all moneys that are owed to us including incidental costs that are incurred in relation to the your default;
f. list the default in payment with the appropriate credit reporting agency; and
g. perform any other action that the we deem appropriate to enforce this Agreement and recovery monies owed
Confidentiality & discretion
Neither businessDEPOT nor you will disclose confidential information without the other parties consent unless otherwise required to do so by law or as described below. Confidential information includes but is not limited to any proposal or tender document, information, trade secrets, methodologies or documents that are not in the public domain. Exceptions to these are disclosures to legal advisors, disclosures required by law and disclosures necessary for the proper performance of the services and as set out in these terms and conditions.
businessDEPOT may utilise third parties in a number of circumstances to provide services to you in respect of your engagement, which may in turn require the disclosure of your information. These may include but are not limited to the following:
- Other members of the businessDEPOT group such as Depot Superannuation Pty Ltd, which will at times perform work that requires a financial services licence under the Corporations Act.
- Auditors – as businessDEPOT does not provide audit services these services, where required, will be performed by others who will contract with you directly and provide you with an engagement letter.
- Outsourced contractors, which may include both Australian and Overseas contractors. These services may include taxation services, bookkeeping, accounting and other administrative functions required to be undertaken in relation to your engagement.
Acceptance of our services in conjunction with this engagement document indicates your acceptance of the use of these third parties for services as described and the provision of your information where required to facilitate those services. Where the outsourced service requires the disclosure of personal information to an overseas recipient a consequence of your consent is that businessDEPOT will be required to take reasonable steps to ensure that the Australian Privacy Principles are complied with by the overseas recipients of the Personal Information.
businessDEPOT is subject to quality control review programs conducted by The Institute of Chartered Accountants in Australia and CPA Australia. Our audit files may also be subject to review by the Australian Securities & Investments Commission (or its representatives / agents) to monitor compliance with legislative and professional standards. It is further agreed that our files may be made available under these programs with your prior written consent, which shall not be unreasonably withheld.
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 1988 (Cth) (as amended) (Privacy Act). The obligations may include notifying the relevant person to whom the personal information relates who we are and how we propose to use their personal information. Where you have collected personal information, you confirm that you have collected the personal information in accordance with the Privacy Act, that you are entitled to provide this personal information to us and that we may use and disclose the personal information for the purpose/s we provide our services to you. We will handle personal information in accordance with the Privacy Act.
You hereby authorise our firm to collect, retain, record, use and disclose personal information about you, in accordance with the Privacy Act 1988, to persons and/or legal entities who are a Solicitor or any other professional consultant engaged by our firm, a debt collector, credit reference organisation and/or any other individual or organisation which maintains credit references and/or default listings.
You also authorise our firm to make enquiries with respect to your credit worthiness; to exchange information with other credit providers in respect to previous defaults and to notify other credit providers of a default by you.
Unless a retainer arrangement has been agreed between the parties, either party may terminate the engagement if the other party fails to remedy a material breach of the terms and conditions within 30 days of written notice of a breach. If the contract is terminated prior to the completion of the engagement, businessDEPOT shall be entitled to be paid for work that has been completed or costs incurred based on the standard hourly rates for the work completed to date.
On payment of all outstanding fees in full including those raised at termination of the engagement then all documents of yours held by us will be returned. If a retainer arrangement has been entered into, the arrangement cannot be cancelled for the expiration of the period agreed as part of the retainer arrangement.
LIMITATION OF LIABILITY
Skill and care
businessDEPOT will use reasonable skill and care in the provision of the services. To the extent permitted by law, businessDEPOT excludes all warranties, conditions or terms, other than those expressly set out in these terms and conditions including, but not limited to, all warranties, conditions or terms implied in fact or by law. Nothing in this clause has the effect of excluding, restricting or modifying any non-excludable statutory condition, warranty, guarantee, right, remedy or other benefit that is preserved by the Trade Practices Act 1974 (Cth) (or any other Act).
Limitation of remedy
In all instances, other than as expressly set out in these terms and conditions, the total aggregate liability of businessDEPOT to the client for loss or damage (including indirect and consequential loss or damage), caused by, resulting from, or in relation to the services, including whether arising from breach of contract, negligence, or any other tort, in equity or otherwise, and whether or not businessDEPOT was advised of the possibility of such loss or damage, is limited (to the extent permitted by law) to an amount equal to five times the fees paid by the client to businessDEPOT in respect of the services.
The client agrees that, where the Professional Standards Bill 2004 (QLD) or similar legislation in any state or federally (“the Act”) applies to limit the liability of businessDEPOT, it overrides any clause in these terms and conditions that provides for a limit of liability in excess of the amounts provided by the Act, but does not override any clause that provides for a limit of liability below the amounts provided by the Act.
GOVERNING LAW & DISPUTES
This contract shall be governed by and interpreted in accordance with the laws of the State of Queensland and the Courts of that State have exclusive jurisdiction in relation to any claim, dispute or difference concerning the contract and any matter arising from it. The parties irrevocably waive any right they may have to object to any action being brought in those Courts, to claim that the action has been brought to an inconvenient forum or to claim that those Courts do not have jurisdiction.