Terms and Conditions of Engagement

Unless otherwise agreed in writing, all services provided by Humphries Associates Limited are supplied on and subject to the following  terms and conditions.  

1. GENERAL

With regard to the general aspects of the engagement, it is understood and agreed that:-  

a) The client accepts responsibility for the accuracy and completeness of the accounting records and other information supplied to  Humphries Associates Limited and for the reliability, accuracy and completeness of the financial information compiled on the basis of  those records and information;  

b) The client accepts responsibility for any failure to supply Humphries Associates Limited with all relevant records and information;

c) The client accepts responsibility for ensuring that all relevant records and information are at the offices of Humphries Associates Limited  or as otherwise agreed in reasonable and sufficient time for processing to be completed by Humphries Associates Limited before any  statutory or other deadline;  

d) The client accepts that all financial information prepared by Humphries Associates Limited is solely for the purposes and use of the  client. We will not accept any responsibility to any person, other than the client, for the contents of the financial information;

e) Where the services of an external consultant are required, the client’s prior consent will be obtained by Humphries Associates Limited;

f) The client accepts that work papers, drafts, internal memoranda and similar documents prepared by Humphries Associates Limited in  connection with any engagement remain the property of Humphries Associates Limited at all times;  

g) The client accepts that Humphries Associates Limited shall have the right to exercise a possessory lien over any records in their  possession relating to any outstanding fee;  

h) The arrangements outlined herein will continue in effect from year to year unless varied in writing.  

2. FINANCIAL STATEMENTS AND COMPILATION ENGAGEMENTS

a) Other than Special Purpose Financial Statements, all financial statements will be prepared in accordance with Service Engagement  Standard No. 2, issued by the New Zealand Institute of Chartered Accountants (NZICA) and generally accepted accounting practice  (GAAP);

b) Financial statements are required to result in a true and fair presentation of the financial information of the client, and if compliance with  the above standards does not result in this, additional disclosures will be made to achieve that end;  

c) Any known departures from GAAP will be disclosed within the financial statements and referred to in our compilation report, which is  currently expected to read as follows:  

d) Independence is not a requirement for a compilation engagement. If we are aware that we are not independent of the client, this fact  will be stated in our report. However, we will not conduct a comprehensive review to determine whether we are, or are not, independent  of the client;  

e) The client accepts that, where included, a Compilation Report by Humphries Associates Limited forms part of the Financial Statements  and is to remain attached to all copies of the Financial Statements distributed to third parties;  

f) The Compilation services of Humphries Associates Limited will not result in the expression of an audit or review opinion or provide any  other form of assurance on the Financial Statements;  

g) It is not intended that the engagement of Humphries Associates Limited for the Compilation of Financial Statements be relied upon to  prevent or detect internal control weaknesses, errors, illegal acts or other irregularities and the client accepts sole responsibility for  such prevention and detection. However we will inform you of any matters that come to our attention during the course of our  engagement;  

h) From time to time Humphries Associates Limited uses third parties (inside New Zealand and outside New Zealand) to prepare financial  accounts and tax returns. The client authorises Humphries Associates Limited to allow these third parties to access the financial and  tax information provided to Humphries Associates Limited.  

3. INCOME TAX

a) Where the scope of services includes it, Humphries Associates Limited will prepare the income tax returns for the taxpayers covered  by the engagement;

b) Humphries Associates Limited will check all income tax Assessments, Statements of Account and Notices of Proposed Adjustment  received during the year and where objections are required, lodge them on the client’s behalf. Note: Unless stated otherwise, work on  Objections and Notices of Proposed Adjustment are not covered by the fee in any Fixed Price Agreement;  

c) Humphries Associates Limited will advise the client of all income tax payments due during the year;

 d) Unless specifically advised in writing that a deduction is permissible or that income is not assessable, the client accepts responsibility  for all deductions made and income declared in determining taxable income in the client’s returns;  

e) The client accepts responsibility for the payment of all income tax by the due dates together with any use-of-money interest, late filing  fees and additional tax;  

f) The client accepts responsibility for the content of the income tax returns.  

4. GOODS AND SERVICES TAX  

a) Where the scope of services includes it, Humphries Associates Limited will prepare GST returns in the months in which they are due  and forward them to the client for payment and furnishing with the Inland Revenue Department;  

b) The GST returns prepared will be based on information provided by the client, and Humphries Associates Limited will not be held  responsible for incomplete or erroneous information provided by the client. Note: Unusual or one-off transactions should be specifically  advised to Humphries Associates Limited, preferably before they occur;  

c) Humphries Associates Limited will check all GST Assessments and Statements of Account received during the year and where  objections are required, lodge them on the client’s behalf. Note: Unless stated otherwise, work on objections is not covered by the fee  in any Fixed Price Agreement;  

d) Humphries Associates Limited will advise the client of all GST payments due during the year;  

e) The client accepts responsibility for keeping appropriate records to support GST returns, and ensuring payments of GST are made by  the due dates together with any use-of-money interest, late filing fees and additional tax;  

f) The client authorises Humphries Associates Limited to sign GST returns on their behalf in the unavoidable circumstance of the client  not being available to sign.  

5. FRINGE BENEFIT TAX  

a) Where the scope of services includes it, Humphries Associates Limited will prepare FBT returns in the months in which they are due  and forward them to the client for payment and furnishing with the Inland Revenue Department;  

b) Humphries Associates Limited will check all FBT Assessments and Statements of Account received during the year and where  objections are required, lodge them on the client’s behalf. Note: Unless stated otherwise, work on objections is not covered by the fee  in any Fixed Price Agreement;  

c) Humphries Associates Limited will advise the client of all FBT payments due during the year;  

d) The client accepts responsibility for ensuring all relevant information including changes to benefits provided are at the offices of  Humphries Associates Limited in sufficient time for processing to be completed by Humphries Associates Limited before the due date  of each return;  

e) The client accepts responsibility for ensuring payments of FBT are made by the due dates together with any use-of-money interest,  late filing fees and additional tax.  

6. STATUTORY RECORDS (Companies only)

a) Where the scope of services includes it, Humphries Associates Limited will prepare the Annual Return and annual minutes and maintain  the relevant statutory registers e.g. share register, interests register;  

b) The client accepts the responsibility for advising Humphries Associates Limited of all relevant matters and information requiring  disclosure such as a director’s interest in a contract with the company or use of company information not otherwise available to him/her; 

c) The client will advise proposed shareholding changes to Humphries Associates Limited in advance in order that any unintended taxation  consequences can be identified and mitigated;  

d) The client accepts responsibility for statutory records maintenance where the registered office is not at the premises of Humphries  Associates Limited and when the scope of services do not include statutory records maintenance as set out in Clause 6 a).  

7. MATTERS NOT COVERED

The obligations of Humphries Associates Limited are limited to those matters specified in the Engagement Letter and/or Fixed Price  Agreement unless otherwise agreed in writing. In particular, the client is responsible for the adequacy of their own insurance and ACC  covers.  

8. FEES

a) Where a Fixed Price Agreement has been agreed to fees will be in accordance with the Fixed Price Agreement and any variation  thereto;  

b) All other work will be subject to a separate fee plus disbursements and GST;  

c) Where the services of an external consultant have been engaged, the cost will be charged as a disbursement.  

9. PAYMENT TERMS

The undertaking by Humphries Associates Limited to perform the work agreed to is based on the client keeping the account with Humphries  Associates Limited current at all times. For the account to be “current”, payment of all fees must be received in the manner and by the date  specified in any Fixed Price or other Agreement and any variation thereto and where no Fixed Price or other Agreement has been entered  into payment must be received in the offices of Humphries Associates Limited within 7 days of invoice date. Failure to do so may result  in : –  

You undertake to pay the account in full on, or before, the due date. In default of such prompt payment, you undertake to pay late payment  fees of 2.5% per month on any amount outstanding and to indemnify us and pay all costs and expenses on a solicitor and own client basis  if legal action is necessary, and/or collection fees, which we may incur in recovering from you any overdue amount.  

Where the engagement is for or includes a company or companies, the services provided by Humphries Associates Limited are primarily  for the benefit of the owners. In view of this, Humphries Associates Limited requires that individual shareholders and related directors be  personally liable for all accounts and accordingly, work is performed and fees are rendered on this basis. Execution of any Fixed Price or  other Agreement or Engagement Letter by a shareholder or related director, constitutes personal acknowledgement and acceptance of  these terms and conditions.  

10. THIRD PARTY SERVICES  

The client accepts that Humphries Associates Limited may receive a commission from third party services such as Xero and Audit Shield.  

11. ANTI-MONEY LAUNDERING AND COUNTERING FINANCING TERRORISM ACT  

a) You must provide us with all documents to enable us to comply with our obligations under the Anti-Money Laundering and Countering  Financing of Terrorism Act 2009, and other similar laws. You acknowledge and agree that we may confirm identity via electronic means  including but not limited to Driver License checks via NZTA.  

b) You acknowledge that we may have obligations to report suspicious transactions and related activities to the Financial Intelligence Unit  of the New Zealand Police (FIU) under the Anti-Money Laundering and Countering Financing of Terrorism Act 2009 and you  unconditionally agree that we may provide any information required by law to them.  

c) We may terminate this engagement at any time, in the event that you are investigated by the New Zealand Police for any matter,  including but not limited to money laundering, criminal activity, and fraud.  

12. NZICA PRACTICE REVIEW  

Humphries Associates Limited, as a member of the New Zealand Institute of Chartered Accountants (NZICA), participates in a practice  review process. The client agrees to make their records available to the reviewer as part of this process.