MEMBERS OF
Legal
We are Lishman Sidwell Campbell & Price Limited t/a Eura Audit UK, Registered in England & Wales with registered number: 1194355. Lishman Sidwell Campbell & Price LLP is a Limited Liability Partnership, registered in England & Wales, with registered number: OC314833. Registered as auditors and regulated for a range of investment buisness activities by the Association of Chartered Certified Accountants. We use the word 'partner' to refer to a member of the LLP, or an an employee with equivalent standing or qualifications. A list of members is open to inspection at the registered office which is at Eva Lett House, 1 South Crescent, Ripon, HG4 1SN. The firm is governed by the Rules of the Association of Chartered Certified Accountants (ACCA).Associated Partnerships
Eura Audit UK and the Client
Professional Service of [Auditing] [Accounting] [Taxation]
We would like to thank you for instructing this firm to undertake the above work and welcome you to this office. We will do our best to see that everything proceeds as smoothly as possible. Our aim is to give personal and prompt attention to your needs to enhance your financial well being. We are happy to assist you in any way that we can, and to this end we have offices specialising in Personal Financial Services, Special Taxation Services, Debt Recovery Work, Premises, Services and Life & Pensions which are equally at your disposal. The Institute of Chartered Accountants in England and Wales and the Chartered Association of Certified Accountants recommend to members that services to be performed for clients should be agreed in writing and we therefore set out below our understanding of the services you require to be performed.
If this letter correctly set out your understanding of the agreement between us, we should be grateful if you would sign the spare copy where indicated with pencil crosses and return it to us.
A Audit
(a) Our function as auditors under the Companies Acts 1985 is to examine the accounts presented to us by the directors. As auditors we are not responsible for the preparation of the accounts, nor for the maintenance of the accounting records of the company, which duties are imposed on the directors by the Companies Acts. Any accounting services we provide are distinct from our function as auditors.
(b) We shall, as required by law, report to the members whether in our opinion the accounts of the company which we have audited give a true and fair view of the state of the company’s affairs at the date of the balance sheet, and of the profit or loss for the year or period ended on that date, and whether those accounts comply with the Companies Acts 1985.
(c) In arriving at our opinion we are required by law to consider the following matters but only to report on any in respect of which we are not satisfied:
(i) whether proper books of account have been kept by the company/and proper returns adequate for our audit have been received from branches not visited by us;
(ii) whether the company’s balance sheet and profit and loss account are in agreement with the books of account/and returns;
(iii) whether we have obtained all the information and explanations which we think necessary for the purposes of our audit.
(d) In accordance with normal practice, our audit will be planned primarily to enable us to express our professional opinion. It should not be relied on to disclose defalcations or other irregularities, but their disclosure, if they exist, may well result from the audit tests we undertake.
(e) The work we shall do to enable us to form our opinion referred to in (c) will include:
(i) Keeping under review the company’s system of bookkeeping, accounting and internal control;
(ii) Making such tests and enquiries as we consider necessary for the purposes of our audit. Those tests will inter alia apply to:
(1) day-to-day operations of the business
(2) the verification of assets and liabilities
but their nature and extent will vary according to our assessment of the company’s system of internal control and may cover all aspects of the business, including attendance to observe your stocktaking procedures.
We shall report to the directors any material weaknesses in our observations on the company’s system which came to our notice and which we think should be brought to their attention.
B Accounting
You have agreed that your staff will be responsible for/we have agreed that we will be responsible for:
1. Maintaining records of receipts and payments of cash through cash/bank accounts.
2. Reconciling cash/bank balances monthly/annually/ with the bank statements.
3. Maintaining purchase and sales ledgers and keeping these posted and balanced up to date.
4. Preparing detailed lists of ledger balances monthly/annually.
5. Maintaining and balancing monthly/annually petty cash records.
6. Maintaining suitable systems for filing all invoices and other items relating to the accounting systems.
7. Preparing details of the annual stocktaking, pricing and extending the stocks and work in progress lists/preparing details of overhead expenses to be included.
8. Preparing details at the accounting date of debtors and prepayments, and creditors and accruals.
9. Summarising the accounting records as appropriate prior to their being posted to the private ledger.
10. Completing the postings to the private ledger.
11. Preparing draft accounts.
12. Completing the writing-up of your books and records in so far as they are incomplete when presented to us.
In dealing with our work of preparing accounts, we shall make such tests of the records and such further enquiries as are necessary to enable us to prepare the accounts. We shall not perform an audit in the sense required by statute for companies etc.
We shall report on your accounts with such variations as may be necessary, that we have prepared without undertaking an audit, the accounts from the accounting records presented to us and from the information and explanations given to us and that they are in accordance therewith.
Our work must not be relied on to disclose defalcations or other irregularities which may exist, but their disclosure, if they do exist, may well result from the tests we undertake.
We shall bring to your notice any material weakness in our observations we may have on the accounting systems which come to our notice during the course of our work.
C Taxation
You have agreed that your staff will be responsible for/we have agreed that we will be responsible for
1. Preparation of tax computations and their submission to and agreement with the Inland Revenue.
2. Routine Pay As You Earn matters.
3. Year end completion of Pay As You Earn returns.
4. Completion and submission of forms P11D covering Directors etc., expenses.
5. Preparation and submission of monthly/quarterly VAT returns.
6. Preparation of your/the firms income tax returns for submission to the Inland Revenue subject to the approval and signature of the return(s) by yourself/yourselves.
7. Checking tax assessments and entering appeals, where appropriate.
D Financial Services
Our corporate finance services include the following activities:-
1. Opportunity assessment
2. Business planning
* cash flows, profit forecasts
* start-ups, mergers, acquisitions and sales
* expansion and retraction
3. Raising finance capital and loans
4. Companies buying their own shares
We regard you as a Corporation Finance Client under the terms of this Letter of Engagement.
IMPORTANT: Under the Financial Services Act 1986 Eura Audit are authorised by the Chartered Association of Certified Accountants to carry out investment business. Investment business carried out for a corporate finance client in the course of corporate finance activities is subject to a system of regulation which differs in certain material respects from that for investment business generally. In these circumstances you will benefit from the protection afforded to corporate finance clients rather than the protection that is afforded to individual investors. If at any time you would like an explanation of the differences in the investor protection provided please discuss the matter with the person servicing your account.
E Other Services
We have not at this stage agreed to perform any other services for you but if at any time you feel additional services could be helpful to you, we should be very pleased to discuss such matters and would remind you that we are able to provide, if requested, other services such as
(a) Accountants’ reports in support of returns or claims, e.g. insurance company certificates, government department claims etc.
(b) Assistance with secretarial services in completing statutory documents e.g. annual returns.
(c) Advice on financial matters.
(d) Management accounting and/or consultancy services including such matters as the review of accounting systems, the installation of budgetary control systems, advice on costing, advice on management etc.
(e) Reports for special purposes e.g. for acquisition of other businesses, mergers or reorganisations and investigations into specific aspects of business.
(f) Advice on aspects of taxation including estate planning.
We enclose a copy of the booklet “Why You Need A Chartered Accountant” and “Making the best use of your Company’s Accountant” which explain(s) more fully the various services which chartered accountants do provide.
F Limitation of Liability
(The reporting accountants can agree with the directors a limit on any liability arising out of the work. In such circumstances, legal advice may be required regarding the form of words to be included in the engagement letter.)
G Fees
Our fees are based upon recommendations of the Institute of Chartered Accountants in England and Wales and the Chartered Association of Certified Accountants and will take account of the degree of responsibility and skill involved and the time necessarily occupied on work carried out.
Our offices are staffed with varying levels of training and experience, and it is our policy to carry out the work involved utilising individuals with the appropriate level of skill and experience.
Bills are rendered quarterly for work done during that period and because of this it is our practice to offer, in appropriate circumstances, a facility to provide for our fees to be paid by monthly standing order or direct debit thus spreading the cost throughout the year giving easement to your cash flow. The monthly amount would initially be based on the estimated value of work to be done and varied annually based on actual work done, plus any adjusting figure. We will advise you of the changed amount, requesting a further standing order mandate be signed and returned, or for direct debits we will write advising you of the proposed change and allow the statutory amount of time to elapse before requesting our bank to amend the payment.
I attach a copy of a standing order and direct debit mandate for your consideration.
Where it is necessary for us to perform work outside the responsibilities set out in the earlier part of this letter, may we remind you that this will involve additional time being spent on your affairs and will therefore involve higher fees. Whilst we are happy to assist you in any way we can, we feel that you may wish to take particular care to ensure that your work has been correctly completed to a stage where we begin to provide service for you.
Alternatively, you may prefer to pay our professional fees by credit card which may result in your obtaining further credit. This method of payment may be carried out at the local office or via the Administration Office who can be contacted on telephone number 01765-690890
Our fees not covered by these arrangements will be invoiced quarterly and these invoices are payable 30 days from the date of delivery of our invoice. We reserve the right to charge interest on sums outstanding at 4% above the National Westminster Bank base rate, and we also reserve the right to charge for all costs incurred by us in collecting any such outstanding amounts.
Finally we reserve the right to refuse to undertake further work until outstanding sums have been paid.
H Complaints Procedure
If you are dissatisfied with the service you are receiving you are entitled to take up the issue direct with your assigned Partner. If you prefer an alternative route then you should contact our Managing Partner, Mr Barrie Price.
We undertake to look into any complaint carefully and promptly and to do all we can to explain the position to you. If we have given you a less than satisfactory service we undertake to do everything reasonable to put it right and if you are still not satisfied you may of course take up the matter with the Chartered Association of Certified Accountants.
LETTER OF ENGAGEMENT (TERMS OF BUSINESS)
Eura Audit LLP and the Client
Administration Arrangements in Association with Letter of Engagement
We are pleased to welcome you as a new client to the company and for giving our firm instructions to help you with your financial affairs
1. You will receive from your local office, an engagement letter dealing specifically with the work which we are to carry out on your behalf, and this letter which runs in conjunction, deals with the trading relationship between our business and yours. Please sign and and return the letter to the office above, once you have read and understand our terms. Should you not return the signed letter but engage our services after the date on this letter, it will be taken that you agree to our terms of business.
2. Our fees are based upon the work carried out for you at charging rates per hour for the appropriate grade of staff, taking account of the degree of responsibility and skill involved and the time necessarily occupied on the work carried out.
3. It may well be that you have been provided with an advance estimate of fees by our local partner, and whilst every endeavour will be made to meet that estimate, it is of course dependent upon the prompt supply of full and complete information by yourself and we often find that we have necessarily to perform work outside that which we were originally given to understand. You may therefore feel that you would wish to take particular care to ensure that your work has been correctly completed to a stage where we can begin to provide a service for you and if this is the case, then no doubt you will consult further with our local office.
4. We have three methods of payment for our services:-
(a) By Standing Order
(b) Quarterly Invoices.
(C) Credit Card.
5. The annual charges under (a) above will not be known until the year is completed and the amount of time we have been engaged on your behalf is known. This of course may vary for numerous different circumstances. The standing order, which is therefore based upon an estimate, is structured so that the first four months are in effect paying off the balance due to us in respect of the previous year’s account and to this extent, represents a period of credit to yourselves which is to your benefit. Our work for you occurs throughout the year, particularly in the income tax area and therefore, since we will not have been paid for our work in the first four months, whilst the previous year’s account has been cleared off, the payments made in this second period of four months usually balances out with the work we will have carried out for you in the total of the eight months of the year completed. In the final four months, shortly before we commence your annual accounts, the standing order payments will be in advance and building up a credit against the largest period of annual work which we are about to undertake. Thus in the structure of the standing order, you benefit in the first four months, the second four months is approximately equal and we benefit in the last four months - the standing order is deliberately structured in this way so that it is fair to all concerned.
6. The payments due under the standing order system, as explained above, should mean that the maximum outstanding on our unbilled work should never equal more than four months’ standing orders. Invoices will be rendered to you quarterly so that you are aware of the work we are expending on your behalf, though in some cases, by arrangement with the local partner, annual invoices are rendered. If at any point in time when these invoices are rendered, the amount due to us is in excess of four months’ standing order, then that balance will become due within thirty days of the invoice.
7. Our terms of payment in respect of all invoices, or the balancing cheque mentioned above, are for payment within thirty days.
8. We are enclosing a standing order form which we would be grateful if you would please sign and return if you wish to take advantage of (a) above.
9. As an alternative you may pay any amount due by credit card.
10. In respect of both methods of payment, we give you notice that in the case of overdue accounts, we charge interest at 4% per annum above bank base rates. We also reserve the right to charge for all costs incurred by us in collecting any outstanding amounts. Finally, we reserve the right to refuse to undertake further work until outstanding sums have been paid.
11. If you have any complaint or are dissatisfied with the service you are receiving you are entitled to take up the issue direct with your local partner or manager in the first instance. If you do not feel the matter has been dealt with satisfactorily, then you should submit details, in writing to our Managing Partner, Mr Barrie Price. We undertake to look into any complaint carefully and promptly and to do all we can to explain the position to you and put matters right. If you are still not satisfied, then you are entitled to write to the Institute of Chartered Accountants in England and Wales at Gloucester House, 399 Silbury Boulevard, Central Milton Keynes MK9 2HL.
12. The terms and conditions of business set out in this letter will remain effective until replaced. We would be grateful if you would sign and return the enclosed copy of this letter within seven days as confirmation of its receipt and acceptance of its terms.
13. For your protection, we maintain professional indemnity insurance, since it is possible, in certain circumstances, we might incur a liability to you in respect of work undertaken by us. If such circumstances do ever arise, then our liability is limited to ten times the fee charged for each segment of work. If you wish us to arrange a higher level, we will be happy to discuss this with you.