Terms of Engagement

The purpose of this Engagement Letter is to set out and confirm the terms of our engagement and the services we provide to you. The Engagement Letter has been aligned with the standards of APES 110 Code of Ethics, APES 305 Terms of Engagement, APES GN 30 Outsourced Services and APES 310 Client Monies as published by the Accounting Professional and Ethical Standards Board. 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. We have reviewed your requirements and now provide this proposal for your consideration. The terms set out in this Engagement Letter constitute the costs agreement and terms of engagement for this matter.

FEES AND PAYMENT

Our fees are charged annually, and you are responsible for any out-of-pocket expenses incurred by us. Our hourly rates vary according to the degree of responsibility involved and the experience and skill required. Our hourly charge rates are as follows and are exclusive of GST.

• Partner / Director 
• Senior Manager 
• Manager 
• Supervisor 
• Senior Accountant 
• Intermediate Accountant 
• Junior Accountant 
• Administration 
• Intern 

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.

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.

We will bill monthly or at completion of job and our invoices are due for payment 14 days of issue. Our fees set out in our engagement letter are exclusive of GST which will be added to our invoice where it is chargeable. Any disbursements and expenses we incur in the course of performing our services will be added to our invoices where appropriate.

Unless otherwise agreed to the contrary, our fees do not include the costs of any counsel, or other professionals or third parties engaged without your approval.

We reserve the right to suspend our services or to cease to act for you on giving written notice if payment of any fees is unduly delayed.

If we are required to vary any of our fees, we will notify you in writing on any changes to the fees and we will issue a new or updated Engagement Letter reflecting the changes to the fees.

If this engagement involves the use of trust monies, then we will manage those funds in accordance with APES 310 Client Monies and as instructed by you.

It is our requirement that the owners/directors of the company personally guarantee the payment of all accounts for professional fees, including out-of-pocket expenses rendered by us from time to time.

Our payment terms are: 14 days from the issue date of the Invoice.

BENEFITS TO YOU

We are confident in offering expert services in-line with your expectations and above those offered by our rivals. With that in mind, part of our expert service to you has a number of benefits, including:

1. to know the cost of this engagement, before we start the task;
2. you have the benefit of having your work completed promptly from when we receive all the required information requested and your job acceptance;
3. to return calls, emails and requests for information from you promptly;
4. to hold all business, taxation and finance information about you in the strictest of confidence;
5. to notify you of any correspondence received from the ATO, ASIC or other reporting agencies on yours or any associated entities behalf promptly;
6. to discuss the progress of your business and advise you of any recommendations;
7. to always look out for your best interest by ensuring that all your personal and business affairs are addressed and taken care of by way of quality professionals; and
8. to always help with finance requirements or reviews.

OUR FULL-SERVICE ADVISORY FIRM SERVICE OFFERING

Our firm can offer multiple areas of expertise which your dedicated project manager will introduce to you as the need arises, ensuring a consistent touch point for execution of your broader business needs.

YOUR RESPONSIBILITIES AND OUR STANDARDS

You agree that you will provide us with instructions and any relevant requested information and documents in a complete, clear, accurate and timely manner. You agree that you will address and correspond with our staff in a polite, courteous and professional manner.

You acknowledge that we will not commence work until all necessary information and/or documentation has been received from you. We will take all reasonable care to ensure that your tax returns and other forms are lodged by their due date, however, this depends on the timeliness and accuracy of the information provided by you. Where information is not provided or our questions are not answered in a timely manner or 30 days prior to the due date, we are not able to guarantee that your returns will be lodged by their due date, and we will not be held responsible for any fines, penalties or interest charges which arise from the late filing of your returns.

This Engagement Letter is a contract between you and us, and you agree that none of the third parties we use, including but not limited to outsourcing services and cloud computing services, will have any liability to you and you will not bring any claim or proceedings of any nature in connection with this Engagement Letter against any third party that we may use to provide the services.

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.

This exclusion will not apply to any liability, claim or proceeding founded on an allegation of fraud or other liability that cannot be excluded under law.

We maintain a strict confidentiality regime compliant with privacy legislation and the code of professional conduct to prevent the disclosure of information to unauthorised parties. During the provision of the engagement, any of your personal information collected by us will be collected, used and disclosed, in a manner consistent with the privacy laws and this Engagement Letter and for the purpose of providing the services to you. We will keep any information you provide to us during this engagement strictly confidential. In accepting this Engagement Letter, you consent to your information being made available to employees under the control and direction of us for the purposes of completing the services.

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. By accepting this engagement you acknowledge that, if requested, our files relating to this engagement will be made available under this program. We will take reasonable steps to ensure any such recipient (other than a regulatory body) keeps such information confidential on the same basis;
• We are required by law, regulation, a court of competent authority, or those professional obligations referred to above, to disclose the information;
• We use the information for internal training purposes, in the development of products or technology, in research or as source material for industry or other benchmarking data or studies and it should be confirmed whether the personal information and/or identity of a person would be identifiable or de-identified from the outset; 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 must make all necessary notifications and obtain any necessary consents for us to process personal information you provide to us. We collect and use that personal information for the purposes of providing the services described in the engagement letter to you and we will comply with the Privacy Act 1988 (Cth) when processing that personal information. Our privacy policy provides further details of our privacy practices.

Unless agreed to the contrary, any documents prepared by us in providing the services to you remain our property. To the extent permitted by law, we retain all copyright in any documents prepared by us. Any original documents provided by you for the purposes of completing the engagement remain your property. You acknowledge and agree that we may make copies of your documents for the purposes of providing the services to you and for our records.

Our professional standards oblige us to advise you that:

1. pursuant to the Accounting Professional & Ethic Standards Board, including but not limited to, the Code of Ethics for Professional Accountants, our files may be subject to review as part of the quality control review program of the Chartered Accounts Australia and New Zealand, and Certified Practicing Accounts Australia. You agree and acknowledge that, if requested by the Chartered Accounts Australia and New Zealand and/or the Certified Practicing Accounts Australia, our files relating to this engagement will be made available under this program. Should this occur, we will advise you. If we are required to disclose your files and confidential information to comply with other laws or the requests of regulatory bodies, we will advise you. This includes but is not limited to actual or suspected non-compliance with laws and regulations;
2. in the event of actual or suspected non-compliance with laws and regulations, we will also consider, based on materiality and /or significance of the matter, whether further action is needed in the public interest. Further action may include disclosing the matter to an appropriate authority even when there is no legal or regulatory requirement to do so or withdrawing from the engagement and the professional relationship where permitted by law or regulation. Where appropriate we will inform you of our intention to disclose the matter to an appropriate authority before disclosing the matter. However, if we have reason to believe that the actual or intended conduct would constitute an imminent breach of law or regulation that would cause substantial harm to investors, creditors, employees or the public, we may immediately disclose the matter to an appropriate authority to prevent or migrate the consequences of such imminent breach of law or regulation;
3. you are responsible for the accuracy and completeness of information supplied to us. We will use that information in the preparation of your financial statements, tax returns and any other documentation. We will not be responsible for any errors or omissions in the information or for verifying the accuracy of information or documents you provide to us;
4. you have an obligation to notify our office of changes in any matter that is relevant to the services provided by us;
5. any advice given by us is our professional opinion based on our knowledge of your specific circumstances and may not be applicable to others;
6. you are required by law to keep full and accurate records relating to your financial, accounting, taxation and business matters, together with supporting records and documents, for a minimum of 7 years;
7. it is your obligation to provide us with all information that would be necessary to allow us to perform the services for you under this engagement as requested. This includes you providing accurate and complete responses to questions asked of you by us. Inaccurate, incomplete, or late information may have a material effect on our services or reports and may result in additional fees;
8. the Taxation Administration Act 1953 (Cth) contains specific provisions that may provide you with "safe harbors" from administrative penalties for incorrect or late lodgment of returns if, amongst other things, you give us "all relevant taxation information" in a timely manner. Accordingly, it is to your advantage that all relevant information is disclosed to us as any failure by you to provide this information may affect your ability to rely on the "safe harbor" provisions and will be taken into account in determining the extent to which we have discharged our obligations to you;
9. you are also required to advise us if you become aware of any conflict of interest or potential conflict of interest. Generally, a conflict of interest is any event which may result in us becoming unable to remain objective in the performance of our services to you. Some examples of events which could give rise to a conflict of interest or potential conflict of interest during this engagement are changes to your business circumstances, events affecting your family, such as death and/or marriage breakdown, or a legal action commencing against you;                                                                                                                                         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.
10. the taxation authorities may impose penalties and interest where tax returns and/or disclosures are found to be incorrect, or where substantiation requirements cannot be satisfied;
11. you have various rights of objection and appeal concerning adverse decisions of taxation authorities. Should you require further advice concerning your rights, please contact our office;
12. we have an obligation to act lawfully and in the best interests of our clients. Under this obligation we must ensure that taxation laws are complied with and may be liable for civil penalties for false and misleading statements made to the taxation authorities. You acknowledge that our duty to act in your best interest is subject to our overriding obligation to comply with the law and our professional standards even if that may require us to act in a manner that may be contrary to your interests; and
13. we maintain an appropriate level of professional indemnity insurance in compliance with the requirements of the Tax Practitioners Board.

LIMITATION OF LIABILITY

1. We will not be liable in any way for any loss, damage, costs and expenses caused as a result of your negligence or default or by your failure to provide to us correct and accurate information and documentation in a timely manner. Our liability is limited to any loss, damage, costs and expenses incurred by you resulting from our negligence of default and may also be limited by the CPA Australia Ltd Professional Standards (Accountants) Scheme (the Scheme) approved under the Professional Standards Legislation. The Scheme applies to professional accounting services including accounting, bookkeeping, taxation, auditing and assurance, insolvency and corporate reconstruction, management accounting, management consulting, forensic accounting and valuation services. You agree not to bring any claim against any of our partners, directors, shareholders or employees in their personal capacity.
2. To the maximum extent permitted by law, we are not liable to you for:
   1. indirect, special or consequential losses or damages of any kind; or
   2. liability arising due to the acts or omissions of any other person or circumstances outside our reasonable control, or your breach of these terms.
3. No other terms are to be implied in this agreement other than those implied under statute.
4. During the supply of our services, we may provide oral, draft or interim advice, reports or presentations to you. In these circumstances our written advice or final written report will take precedence over all previous advice. No reliance should be placed by you on any draft or interim advice, reports or presentations. Where you wish to rely upon oral advice or an oral presentation, you should inform us, so we are given an opportunity to provide you with documentary confirmation of the advice. It is important to remember that we may not read or review all documents which you have provided to us and please do not assume we have read such information. If you believe a certain document or information is important for us to review, please ensure you notify us in writing to review the said information, otherwise, it is to be taken that we have not read or reviewed the document, and such information will not form part of our advice.
5. Under no circumstances do we provide financial or legal advice. If you have been provided with a legal template or template financial model or plan, we recommend you obtain your own personal financial or legal advice, and we fully disclaim the provision of any template document or financial or legal advice to you. We are not financial planners or lawyers and we do not have the qualifications to provide such advice, so please do not rely upon such advice or document. Any provision of a template is for your own general knowledge and is not to be used or relied upon without you considering its suitability.

PERIOD OF ENGAGEMENT

This engagement will start when you sign and return to our office the attached Authority to Proceed and terminates if there are any significant changes to this engagement and/or a termination occurs pursuant to clause 11 of this Letter.

OTHER TERMS

We are able to provide to you separate engagement letters for specific services on an as needs basis. Engagement Letters are reviewed on the anniversary of the ending of your current engagement period and increased by CPI or as otherwise agreed with you.

CANCELLATION

You may cancel this engagement by providing 30 days’ written notice. In the event that this engagement is cancelled after completion of the annual financial statements and income tax return, a final payment will be direct debited to cover that work if you have not paid in advance. Upon cancellation, your accounting software subscription will be transferred to either yourself or your nominated agent upon request.

In the event that this engagement is cancelled, any services not started for payments upfront will be refunded.

TERMINATION

You may terminate this engagement at any time by giving us notice in writing. Until all outstanding fees have been paid, we reserve our right to exercise a lien over any books, records or other documents that may be in our possession.

If you terminate our engagement prior to the lodgement of your returns and:

1. we have completed your annual financial statements and income tax return; you will not be refunded any amount you have paid in advance for our services; or
2. we have not completed your annual financial statement and income tax return, you will be refunded the amount you have paid in advance for our annual services less our professional fees for the work which has been performed, calculated at our hourly rate, plus any third-party disbursements incurred by us.

We may terminate this engagement on 21 days’ notice in writing unless a shorter period is required for matters of urgency such as you not paying our accounts on time; not able to meet a requirement for money on account of costs or disbursements; you have failed to provide us with information or documents within a timely manner; you have given us false or misleading information; or we believe there is a perceived conflict of interest.

COMMUNICATION

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.

We may be required to verify your identity for the purposes of the anti-money laundering laws. We may request from you such information as we require for these purposes and make searches of appropriate databases.

APPLICABLE LAW

Our engagement is governed by Australian Law. The courts sitting in that State or Territory will have non-exclusive jurisdiction in relation to any dispute between us.

INTERPRETATION

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.

DISPUTES AND COMPLAINTS

If you have any concerns about our costs or services, please speak to the person responsible for this engagement, who is identified in our engagement letter. 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.

Where your complaint concerns a tax agent service or BAS agent service that we have provided, you also have the right to make a complaint to the Tax Practitioners Board in accordance with their complaints process described here https://www.tpb.gov.au/complaints.

THIRD PARTY RESPONSIBILITIES

In accepting this engagement, you consent to us working with your information in your accounting and business software along with our own software applications. Those software applications may be cloud computing services and/or be located on your IT hardware or on IT hardware controlled by us. "Cloud computing services” means the use of computing resources that are usually provided by a third part over the internet to us, including but not limited to, on demand access to networks, servers, data storage, databases, software and applications. Cloud computing entrusts the remote third party with data and information of our clients.

Pursuant to our engagement with you, we confirm that we will be using the following cloud computing services:  

Cloud Computing Services	Purpose	Geographical location	How your confidential information will be stored
Advant Plus	Telecommunications and cloud services	Encrypted storage in Australia	Industry standard data encryption.
ATO Smart Docs	Secure ATO document delivery	Encrypted storage in Australia	ISO27001, 2FA/MFA, secure API integration.
BGL CAS	ASIC corporate compliance software	Encrypted storage in Australia. Data is stored across multiple zoned replicas.	ISO27001, SSL Industry standard data encryption.
Change GPS	Accounting software	Encrypted storage in Australia	SOC2, ISO27001 and HIPPA certifications.
Fathom	Financial analysis and reporting	Microsoft Azure (US & Canada)	AES-256 encryption, SOC2, GDPR, HIPAA, offsite backups.
F1IT	IT Support	Encrypted storage in Australia	Industry standard data encryption.
FYI	Document Management storage system	The data is stored in Amazon’s AWS data centres in Sydney & Londen.	AWS is ISO27001 compliant and provides inbuilt, offsite backups, multiple sites synchronisation and disaster recovery.
FuseSign	Electronic document signing	Australian data centres, hosted with Azure and AWS.	ISO27001 certification, annual security audits & penetration testing.
Hubspot	CRM and marketing automation	AWS US, Canada, Australia, EU (Germany)	ISO27001, SOC2, GDPR, TLS 1.2/1.3, AES-256 encryption, regional backups.
Microsoft	Emails, document preparation, spreadsheets, and other cloud services such as networking and databases	Encrypted storage in Australia	Industry standard data encryption.
MYOB	Accounting and practice management	Australia (AWS Sydney)	TLS 1.2, RSA 2048-bit encryption, 2FA, AWS security standards.
QuickBooks	Accounting and bookkeeping software	Global	SSAE 16, ISAE 3402, encryption, physical security.
Xero	Preparation of financial accounts	The servers are located in the United States of America	“The information is converted into recognisable code using industry standard data encryption. This protects your personal and financial data.” They also use 24/7 monitoring and surveillance and do “regular data security audits and monitor security systems to identify and manage threats.” https://www.xero.com/au/why-xero/benefits/security/
Xero HQ	Client Management system	The servers are located in the United States of America	Industry standard data encryption.
Xero Practice Manager	Time, invoicing and workflow management software	The servers are located in the United States of America	Industry standard data encryption.
Xero Tax	Preparation of Tax Returns and to lodge your returns with the Australian Tax Office	The servers are located in the United States of America	Industry standard data encryption.
Xero Workpapers	Manage compliance workflows, create and complete workpapers, gather client information, track progress	United States of America	Industry standard data encryption, 24/7 monitoring and surveillance, regular data security audits

We undertake due diligence to ensure that all applications used are fit for purpose, accurate and secure from undue risk of security breach and data loss.

We may also utilise the following outsourced service providers:

• TOA Global and Sure Staff located in the Philippines for the processing of financial statements and income tax returns; and
• Any other third parties from time to time and as separately notified to you.

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.

Your data will be stored in servers physically located in Australia (unless otherwise specified) and in accordance with the security practices of the third-party service provider and our Privacy Policy.

CONSUMER DATA RIGHTS

You may consent for an Accredited Data Recipient under the Consumer Data Right (CDR) to disclose your CDR data to us. You may nominate us as your Trusted Adviser for this purpose. As your Trusted Adviser, we will only access the data necessary to provide the services in this engagement letter.

REGISTER OF TAX AGENTS AND BAS AGENTS AVAILABLE FOR YOU TO SEARCH

uspended and deregistered tax and BAS agents. This register is available to the public to search at https://www.tpb.gov.au/public-register.

We are obliged to advise clients of certain events which may influence your decision to engage us as your tax agent.

There are no current issues about which are obliged to advise you.

We are also obliged to advise you whether there are any conditions attached to our registration.

There are no current conditions attached to our registration.

YOUR RIGHTS UNDER TAXATION LAWS (INCLUDING TAX AGENT SERVICES ACT AND THE TAX AGENT SERVICES (CODE OF PROFESSIONAL CONDUCT))

Please refer to the attached fact sheet published by the Tax Practitioners Board (TPB) summarising your obligations to the ATO, and your tax practitioner’s obligations to you, the TPB and ATO.

The fact sheet is here: https://www.tpb.gov.au/sites/default/files/2025-03/Information%20for%20clients%20factsheet%202025_0.pdf

DISCLOSURE & POLICY STATEMENTS

If you wish to view a copy of our current Disclosure Statement and Policy Statement, please visit our website: www.ashfords.com.au/services/disclosures-and-policies/. These documents are updated as required and are subject to change. This engagement letter serves as notification to you that updates may have been made between engagement letters you have received.