1. Introduction

1.1.        JacRox is a trading name of Jack Ross Limited, registered in England and Wales as number 05774612. A list of directors can be obtained at the company’s registered office. Where we use the word ‘Partner’ we refer to a shareholder or director of Jack Ross Limited, or employee or consultant with equivalent standing and qualifications. We are regulated for a range of business activities by the Institute of Chartered Accountants in England and Wales.

1.2.        These terms and conditions (“Terms”) apply to you as our client, (“Client” “you” and “your”), when you use any of the JacRox services included on our website www.jacrox.co (“the Site”) and, to the fullest extent applicable, to any services which you are introduced to via the Site which are provided by third parties “the Services”).

1.3.        Definitions;

1.3.1.       “Client” means the individual or organisation who buys or agrees to buy the Services from the Supplier;

1.3.2.       “Consumer” shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977;

1.3.3.       “Contract” means the contract between the Supplier and the Buyer for the provision of Services incorporating these Terms and Conditions.

1.3.4.       “Services” means the services that the Buyer agrees to buy from the Supplier;

1.3.5.       “Supplier” means Jack Ross Limited T/A JacRox, of Barnfield House, The Approach, Manchester, M3 7BXthat owns and operates www.jacrox.co;

1.3.6.       “Terms and Conditions” means the terms and conditions for the provision of Services set out in this agreement and any special terms and conditions agreed in writing by the Supplier;

1.3.7.       “Website” means www.jacrox.co;

1.3.8.        “JacRox Bronze Package” refers to the services provided on our Bronze package, these are clearly provided on our Pricing page, and within our Schedule of Services;

1.3.9.        “JacRox Silver Package” refers to the services provided on our Silver package, these are clearly provided on our Pricing page, and within our Schedule of Services;

1.3.10.     “JacRox Gold Package” refers to the services provided on our Gold package, these are clearly provided on our Pricing page, and within our Schedule of Services;

1.3.11.     “Engagement” refers to the point when the client is officially recognised as a JacRox consumer.  This will occur once all background checks are completed and an engagement letter has been signed.

2. Your Contract

2.1.        Your application for a JacRox account represents an offer by you to formally purchase the services outlined in your chosen JacRox Package, in accordance with the above Terms.

2.2.        Your Contract shall be deemed accepted once all background checks have been completed and a letter of engagement has been signed.  By completing these checks and signing the letter of engagement you declare than you are authorised to enter into this Contract.

2.3.        At any point during the engagement process we reserve the right, at our discretion, to reject your JacRox application.  This may be due to extenuating circumstances beyond our control, or for reasons we don’t wish to disclose.  No charge will be made for declined applications.

2.4.        An accepted application is based on the information provided during the application process being described a true and accurate representation of you/your company.  If your company structure changes at all during your engagement with JacRox you must inform us immediately.  We reserve the right to issue a disengagement letter should your new structure not meet our criteria as outlined in the signup process.

2.5.        The Bronze Package caters for those businesses with a turnover of up to £100k in a financial year, and with no more than 1 director or employee.

2.6.        The Silver Package caters for those business/organisations with a turnover of between £100k and £250k in a financial year and 2-5 employees.

2.7.        The Gold Package is for those businesses/organisations with a turnover of between £250k and £750k in a financial year and with 6-10 employees.

2.8.        If you have been trading and used another agent to complete your company’s accounting services then we will contact them to ask for professional clearance, and to obtain your businesses’ historical data.  We are required to do this upon commencement of your engagement with JacRox, and we will therefore need you to provide contact information to enable this process to run smoothly.

2.9.        A range of additional services are available to you as a JacRox client, and if selected after initial engagement these services will be governed by these Terms and Conditions where applicable.

2.10.     Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This clause does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that Act.

2.11.     The advice we give you is for your sole use and is confidential to you and will not constitute advice for any third party to whom you may communicate it. We will accept no responsibility to third parties for any aspect of our professional services or work that is made available to them.

3. The Services

3.1.        JacRox will supply the Services to you in accordance with these Terms.

3.2.        JacRox reserves the right to amend changes to our Services when necessary to comply with applicable law, and we shall notify you of any such changes.

3.3.        The Services offered to you as a Client shall be provided using reasonable skill and care.

3.4.        JacRox shall provide the following Services based on the package you have selected when entering into an engagement with JacRox.

3.5.        Annual Accounts (Sole Traders and Partnerships)

3.5.1.       We will compile the financial statements for your approval based on the accounting records provided to us.  The financial statements are required to enable profits to be calculated to meet the requirements of Section 25 of the Income Tax (Trading and Other Income) Act 2005 and that provide sufficient and relevant information to complete a tax return.

3.5.2.       It is agreed that we shall carry out the following accounting and other services:

  • Maintain the Nominal Ledger of the business using Xero accounting software
  • Prepare the accounts for approval by yourselves.

3.5.3.       We understand that you have agreed that you or your staff will:

(a)      Download bank transactions into Xero using Xero’s bank feed function.

(b)      Maintain your accounting records using Xero accounting software

(c)       Reconcile all bank accounts/credit cards/PayPal accounts;

(d)      Prepare details of the annual stocktaking, suitably priced and extended in a form that will enable us to verify the prices readily by reference to supplier invoices.

3.5.4.       You are responsible for ensuring that, to the best of your knowledge and belief, financial information, whether used by the business or for the financial statements, is accurate and complete. You are also responsible for ensuring that the activities of the business are conducted honestly, and for safeguarding the assets of the business and for taking reasonable steps to ensure the prevention and detection of fraud.

3.5.5.       You are responsible for ensuring that the business complies with the laws and regulations that apply to activities, and from preventing non-compliance and for detecting any that occurs.

3.5.6.       You have agreed to make available to us, as and when required, all  your accounting records and related financial information, necessary to carry out our work. You will provide us with all information, and you will disclose to us all relevant information in full.

3.5.7.       We will not be carrying out an audit and accordingly will not verify the assets and liabilities of the business, nor the items of expenditure and income. To carry out an audit would require additional work to comply with Auditing Standards so that we could report on the truth and fairness of the accounts.

3.5.8.       We would emphasise that we cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees, although we will advise you of any such circumstances that we encounter in preparing your accounts.

3.5.9.       We have a professional duty to compile financial information that conforms with the generally accepted accounting principles selected by you as being appropriate for the purpose for which the information is prepared. The accounting basis on which the information has been compiled, its purpose and limitations will be disclosed in an accounting policy note to the financial information and will be referred to in the accountants’ report.

3.5.10.    We also have a professional responsibility not to allow our name to be associated with financial information, which we believe may be misleading. Therefore, although we are not required to search for such matters, should we become aware, for any reason, that the financial information may be misleading, we will discuss the matter with you with a view to agreeing appropriate adjustments and/or disclosures in the financial information. In circumstances where adjustments and/or disclosures that we consider appropriate are not made or where we are not provided with appropriate information, and as a result we consider that the financial information is misleading, we will withdraw from the engagement. In these circumstances, you agree that we have a right to invoice you for our time spent preparing and discussing the accounts with you and for time spent on any other work that is not completed as a result of our resignation.

3.5.11.    We will annex to the financial statements a short report. In accordance with this engagement the report will point out that, we have not carried out an audit but have compiled the financial statements from the accounting records and from the information and explanations supplied to us.

3.5.12.    To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than you for our work or for the report. If you wish, or are asked, to provide a copy of the financial statements to a third party you must seek our consent before you do this. You are not entitled to disclose our work to a third party without our express permission. We may grant consent subject to certain conditions; however, in every situation where we grant consent, then the report must remain attached to the financial statements shown to the third party.

3.5.13.    You will approve and sign the financial information thereby acknowledging responsibility for them, including the appropriateness of the accounting basis on which they are compiled, and for providing us with all information and necessary explanations necessary for their compilation.

3.5.14.    Financial statements need to be completed prior to submission of the self-assessment tax return. Failure to submit the return on time will result in penalties and is likely to result in interest and surcharges. In order to avoid this, we must have your accounting records within five months of your yearend, and queries raised on those accounting records must be answered promptly, otherwise we cannot guarantee the completion of the accounts to ensure the tax return’s timely submission.

3.6.        Annual Statutory Accounts (Limited Company)

3.6.1.       We will compile the annual financial statements for your approval based on the accounting records maintained by you and the information and explanations that you give us, in accordance with the requirements of the Companies Act 2006.

3.6.2.       It is agreed that we shall carry out the following accounting and other services:

  • Maintain the Nominal Ledger of the business using Xero accounting software
  • Prepare the accounts for approval by yourselves.

3.6.3.       We understand that you have agreed that you or your staff will:

(a)      Download bank transactions into Xero using ReceiptBank.

(b)      Maintain your accounting records using Xero accounting software

(c)       Reconcile all bank accounts/credit cards/PayPal accounts;

(d)      Prepare details of the annual stocktaking, suitably priced and extended in a form that will enable us to verify the prices readily by reference to supplier invoices.

3.6.4.       We do not have any responsibility to report whether any shareholder of the company has notified the company that he or she requires an audit. Consequently, we have no responsibility to carry out any work in respect of this matter.

3.6.5.       We will not check whether the company is exempt from audit.  However, should our work indicate that the company is not entitled to exemption from an audit of the financial statements, and then we will inform you of this. In these circumstances, if appropriate, we will discuss with you the need to appoint us as auditors.

3.6.6.       We have a professional duty to prepare financial statements that conform to generally accepted accounting principles. Furthermore, as directors, you have a duty to prepare financial statements that comply with the Act and applicable accounting standards. Where we identify that the financial statements do not conform to accepted accounting principles or if the accounting policies adopted are not immediately apparent, this will be made clear in our report, if it is not clear in the financial statements.

3.6.7.       We will not specifically check the adequacy of your records; however, where any issues arise during the course of our work, we will advise you on whether your records are adequate for preparation of the financial statements and recommend improvements.

3.6.8.       We shall plan our work on the basis that no report is required by statute or regulation for the year, unless you inform us in writing to the contrary. In carrying out our engagement, we will make enquiries of management and undertake any procedures that we judge appropriate but are under no obligation to perform procedures that may be required for assurance engagements, such as audits or reviews.

3.6.9.       Our work will not be an audit of the financial statements in accordance with International Standards of Auditing (UK and Ireland). Accordingly, we will not obtain any evidence relating to entries in the accounting records, or to the financial statements or to the disclosures in the financial statements. Nor will we make any assessment of the estimates and judgements made by you in the preparation of the financial statements. Consequently, our work will not provide any assurance that the accounting records or the financial statements are free from material misstatement, whether caused by fraud, or other irregularities or error. In addition, we have no responsibility to determine whether you have maintained adequate accounting records in accordance with section 386 of the Act and we will not address this point unless you specifically request us in writing to do so.

3.6.10.    Since we have not carried out an audit, nor confirmed in any way the accuracy or reasonableness of the accounting records maintained by the company, we are unable to provide any assurance as to whether the financial statements that we prepare from those records present a true and fair view.

3.6.11.    We have a professional responsibility not to allow our name to be associated with financial statements we believe may be misleading. Therefore, although we are not required to search for such matters, should we become aware, for any reason, that the financial statements may be misleading, we will discuss the matter with you with a view to agreeing appropriate adjustments and/or disclosures in the financial statements. In circumstances where adjustments and/or disclosures that we consider appropriate are not made or where we are not provided with appropriate information, and as a result we consider that the financial statements are misleading, we will withdraw from the engagement. In these circumstances, you agree that we have a right to invoice you for our time spent preparing and discussing the accounts with you and for time spent on any other work that is not completed as a result of our resignation.

3.6.12.    As part of our normal procedures, we may request you to provide written confirmation of any information or explanations given to us orally during the course of our work.

3.6.13.    We will report to the Board of Directors, as appropriate, that in accordance with this engagement letter and to assist you to fulfil your responsibilities, we have not carried out an audit but have compiled the financial statements from the accounting records and from the information and explanations supplied to us.

3.6.14.    To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s Board of Directors, as a body for our work or this report. If you wish, or are asked, to provide a copy of the financial statements to a third party you must seek our consent before you do this. You are not entitled to disclose our work to a third party without our express permission. We may grant consent subject to certain conditions; however, in every situation where we grant consent, then the report must remain attached to the financial statements shown to the third party.

3.7.        Corporation Tax (Limited Company)

3.7.1.       When relevant, we will prepare the company’s tax return and computation. After obtaining the written approval and signature of the proper officer or other person authorised to act for the company in this regard, we will submit the return, computation and accounts online to HM Revenue & Customs in the required Extensible Business Reporting Language (XBRL) format.

3.7.2.       It is mandatory for the Company Tax Return to be delivered electronically using the iXBRL format, which includes the statutory accounts. It is the company’s responsibility to ensure that the accounts have been accurately tagged.

3.7.3.       We will prepare the corporation tax computation and supporting schedules required for preparation of the company tax return from accounts, information and explanations provided to us on your behalf.

3.7.4.       We will tell you how much tax the company should pay and when. If appropriate, we will initiate repayment claims when tax has been overpaid. We will advise on the interest and penalty implications if corporation tax is paid late.

3.7.5.       We will inform you if instalment payments of corporation tax are due for an accounting period and the dates they are payable. We will calculate the quarterly instalments which should be made on the basis of information supplied by you by the date agreed.

3.7.6.       We will advise you when additional corporation tax is due on loans by the company to directors or shareholders or their associates, and calculate the payments due or the amount repayable when the loans are repaid.

3.7.7.       We will advise you as to possible tax return related claims and elections arising from information supplied by you. Where instructed by you, we will make such claims and elections in the form and manner required by HM Revenue & Customs.

3.7.8.       We will also provide other such taxation advisory and ad hoc services as may be agreed from time to time. These may be the subject of a separate engagement letter. Where appropriate we will discuss and agree an additional fee for such work when it is commissioned by you. Examples of such work include:

  • Dealing with any enquiry opened into the company’s tax return by HM Revenue & Customs;
  • Preparing any amended returns which may be required and corresponding with HM Revenue & Customs as necessary.

Excluded Services

3.7.9.       Unless specified in your chosen JacRox Package, you will continue to deal with other matters required by law, such as:

  • Obligations under IR35 and managed service company legislation;
  • Returns for sub-contractors;
  • Company payments made under the deduction of tax & HMRC return Form CT61

3.7.10.    We will be pleased to advise on any of these tax matters if so requested.

Your Responsibilities: Provision of Information by You

3.7.11.    The Directors, on behalf of the company, are legally responsible for:

(a)      Ensuring that the CTSA return is correct and complete;

(b)      Ensuring that the information in the return is provided in Extensible Mark-Up (XML) format;

(c)       Filing any returns by the due date; and

(d)      Making payment of tax on time. Failure to do this may lead to automatic penalties, surcharges and/or interest.

The signatory to the return cannot delegate this legal responsibility to others. The signatory agrees to check that returns we have prepared for the company are complete before he/she approves and signs them.

3.7.12.    To enable us to carry out our work the Directors agree:

(a)      That all returns are to be made on the basis of full disclosure of all sources of income, charges, allowances and capital transactions;

(b)      To provide full information necessary for dealing with the company’s affairs; we will rely on the information and documents being true, correct and complete and will not audit the information or those documents;

(c)       To authorise us to approach such third parties as may be appropriate for information that we consider necessary to deal with the company’s affairs;

(d)      To provide us with information in sufficient time for the company’s CTSA return to                 be completed and submitted by the due date following the end of the tax year. In order that we can do this we need to receive all relevant information. Where feasible we may agree to complete your return within a shorter period but may charge an additional fee for so doing;

(e)      To provide information on matters affecting the company’s tax liability for the accounting period in respect of which instalments are due at least four weeks before the due date of each instalment. This information should include details of trading profits and other taxable activities up to the date the information is provided, together with estimates to the end of the accounting period; and

(f)       To provide us with information on advances or loans made to directors, shareholders or their associates during an accounting period and any actual or planned repayments or write offs after the accounting period.

3.7.13.    The Directors will keep us informed of material changes in circumstances that could affect the tax liabilities of the company. If the Directors are unsure whether the change is material or not please let us know so that we can assess the significance or otherwise.

3.7.14.    You will forward to us HM Revenue & Customs statements of account, copies of notices of assessment, letters and other communications received from HM Revenue & Customs in time to enable us to deal with them as may be necessary within the statutory time limits. Although HM Revenue & Customs have the authority to communicate with us through the form 64-8 it is essential that you let us have copies of any correspondence received from HM Revenue & Customs to avoid any breakdown in communication.

3.8.        Self-Assessment Tax Return (Sole Trader)

3.8.1.       We will prepare the income tax computations based on the accounts of your business, from the accounts records and other information and explanations provided by you. We will advise you as to the adequacy of your records for this purpose.

3.8.2.       We will prepare your self-assessment tax return together with such supplementary schedules that are required from the information and explanations that you provide to us.

3.8.3.       Once we have obtained your approval and signature, we will submit your return to HM Revenue & Customs. You authorise us to file the return electronically.

3.8.4.       We will check HM Revenue & Customs’ calculation of your income tax, national insurance contributions, and any capital gains tax liabilities and tell you how much you should pay and when. We will advise on the interest, and penalty implication if tax or national insurance contributions are paid late. If appropriate, we will initiate repayment claims when tax has been overpaid.

3.8.5.       With the exception of tax credits, we will advise as to possible claims and elections arising from the tax return and from information supplied by you. Where instructed by you, we will make such claims and elections in the form and manner required by HM Revenue & Customs.

3.8.6.       We will deal with all communications relating to your return addressed to us by HM Revenue & Customs or passed to us by you. However, if HM Revenue & Customs choose your return for enquiry this work may need to be the subject of a separate assignment in which case we will seek further instructions from you.

3.8.7.       We will check PAYE notices of coding where such notices are forwarded to us.

3.8.8.       We do not advise on tax credit claims.

3.8.9.       We will also provide such other taxation ad hoc and advisory services as may be agreed from time to time.  These may be the subject of a separate engagement letter.  Where appropriate we will discuss and agree an additional fee for such work when it is commissioned by you.  Examples of such work include:

  • Advising on a hoc transactions, preparing additional supplementary pages to your tax return and calculating any related liabilities.
  • Dealing with any enquiry opened into your tax return by HM Revenue & Customs.
  • Preparing any amended returns, which may be required, and corresponding with HM Revenue & Customs as necessary.

3.8.10.    Where specialist advice is required on occasions we may need to seek this from or refer you to appropriate specialists.

3.9.             Partnership & Partners Self-Assessment Tax Returns (Partnership)

3.9.1.       Where relevant, we will prepare computations of taxable profits and capital gains based on the partnership financial statements from the accounting records and other information and explanations provided by you.

3.9.2.       We will prepare the Partnership self-assessment tax returns and the annual Partnership statements together with any supplementary pages required from the information and explanations that the Partnership provide to us.

3.9.3.       After obtaining the approval and signature of the Partner nominated to deal with the Partnership’s tax affairs we will submit these to HM Revenue & Customs.

3.9.4.       If instructed we will provide each partner or their agent with details of the partner’s allocations from the return to enable partnership to fill in their self-assessment tax returns.

3.9.5.       We will advise you as to possible tax return related claims and elections arising from information supplied by the Partnership.  Where instructed by you we will make such claims and elections in the form and manner required by HM Revenue & Customs.

3.9.6.       We will also provide other such taxation advisory and ad hoc services as may be agreed from time to time.  These may be the subject of a separate engagement letter.  Where appropriate we will discuss and agree an additional fee for such work when it is commissioned by you.  Examples of such work include:

  • Dealing with any enquiry opened into the Partnership tax return by HM Revenue & Customs
  • Preparing any amended returns which may be required and corresponding with HM Revenue & Customs as necessary.

3.9.7.       Where specialist advice in certain areas is required on occasions we may need to seek this from or refer you to appropriate specialists.

3.9.8.       We are able to offer fee protection to cover insurance the cost of our fees arising from HM Revenue & Customs investigations. If you would like further details of this service please let us know.

3.10.     Quarterly VAT Returns

3.10.1.    We cannot be held responsible for any penalties or default surcharges arising from the late submission of VAT returns.  However, we will endeavour to meet the relevant deadlines if all the company’s VAT records are uploaded to Xero within 14 days of the end of the VAT return period.

3.10.2.    You have undertaken that you/your staff will ensure that:

  • All relevant VAT records are made available to us within 14 days of the end of the VAT return period;
  • Valid VAT invoices are uploaded for all payments where VAT is being reclaimed;
  • The VAT rating of supplies is correctly dealt with, i.e., between positive and zero rates and exempt supplies;
  • We are notified of any positive-rated own consumption;
  • Any input VAT on non-business expenditure is clearly marked on supporting invoices;
  • We are notified each quarter of any payments to or for the benefit of directors or staff for fuel used for private mileage, together with the business mileage for each such person, for each quarter;
  • All supplies made by the business are shown in the records made available to us.

3.11.     Payroll

3.11.1.    Depending on your chosen JacRox package, we will prepare your UK payroll for each payroll period to meet UK employment tax requirements, specifically:

  • Calculating the pay as you earn (PAYE) deductions;
  • Calculating the employees’ National Insurance Contributions (NIC) deductions;
  • Calculating the employer’s NIC liabilities;
  • Calculating statutory payments, for example, Statutory Sick Pay and/or Statutory Maternity Pay;
  • Calculating other statutory and non-statutory deductions; and
  • Submitting information online to HMRC under RTI for PAYE.

3.11.2.    We will prepare and send to you the following documents before the time of payment through the payroll or due date for delivering information to HMRC:

  • Payroll summary report showing the reconciliation from gross to net for each employee and all relevant payroll totals;
  • The data included within each Full Payment Submission (FPS) for taxable pay and payrolled benefits for each employee;
  • A payslip for each employee unless not required;
  • A P45 for each leaver; and
  • A report showing your PAYE and NIC liability and due date for payment.

3.11.3.    We will submit FPSs online to HMRC after the data to be included therein has been approved by you. (FPSs must reach HMRC normally on or before payday.)

3.11.4.    We will prepare, where appropriate (for example, to recover statutory payments, claim deductions under the NIC holiday scheme or CIS deductions, confirm that no payments were made to employees), for each tax month, an EPS from the information and explanations that you provide to us.

3.11.5.    We will submit EPSs to HMRC after the data to be included therein has been approved by you. (EPSs must reach HMRC by the 19th of the month following the tax month to which they relate.)

3.11.6.    At the end of the payroll year we will:

  • Prepare the final FPS (or EPS) including employer annual declarations and submit this to HMRC after the data to be included therein has been approved by you. (The final FPS (or EPS) for the year must reach HMRC by 19 April following the end of the tax year.)
  • Prepare and send to you by the statutory due date Form P60 for each employee on the payroll at the year end.

3.11.7.    We will deal with any online secure messages sent to us by HMRC in respect of your payroll; and

3.11.8.    We will submit National Insurance Number (NINO) verification requests as appropriate to verify or obtain a NINO for a new employee.

3.12.     Director Self-Assessment Tax Returns (Not Sole Trader)

3.12.1.    We will prepare the income tax computations based on the accounts of your business from the accounting records and other information and explanations provided by you.  We will advise you as to the adequacy of your records for this purpose.

3.12.2.    We will prepare your self-assessment tax return together with such supplementary schedules that are required from the information and explanations that you provide to us.

3.12.3.    Once we have obtained your approval and signature, we will submit your returns to HM Revenue & Customs.  You authorise us to file the return electronically.

3.12.4.    We will calculate HM Revenue & Customs’ calculation of your income tax, national insurance contributions, and any capital gains tax liabilities and advise you how much you should pay and when.  We will advise on the interest and penalty implications if tax is paid late.  If appropriate we will initiate repayment claims when tax has been overpaid.

3.12.5.    With the exception of tax credits, we will advise as to possible claims and elections arising from the tax return and from information supplied by you.  Where instructed by you, we will make such claims and elections in the form and manner required by HM Revenue & Customs.

3.12.6.    We will deal with all communications relating to your return addressed to us by HM Revenue & Customs or passed to us by you.  However, if HM Revenue & Customs choose your return for enquiry this work may need to be the subject of a separate assignment in which case we will seek further instructions from you.

3.12.7.    We will check PAYE notices of coding where such notices are forwarded to us.

3.12.8.    You are legally responsible for:

(a)      Ensuring that your self-assessment tax returns are correct and complete;

(b)      Filing any returns by the due date; and

(c)       Making payment of tax on time.

Failure to do this may lead to automatic penalties, surcharges and/or interest.

Taxpayers who sign their returns cannot delegate this legal responsibility to others.  You agree to check that returns we have prepared for you are complete before you approve and sign them.

3.12.9.         You authorise us to file your tax return online.

3.12.10.     We do not advice on Tax Credit claims.

3.12.11.     To enable us to carry out our work you agree:

(a)      That all returns are to be made on the basis of full disclosure of all sources of income, charges, allowances and capital transactions;

(b)      To provide full information necessary for dealing with your affairs: we will rely on the information and documents being true, correct and complete and will not audit the information or those documents;

(c)       To authorise us to approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs; and

(d)      To provide us with information in sufficient time for your tax return to be completed and submitted by the due date following the end of the tax year.  In order that we can do this, we need to receive all relevant information by 30 September before the Tax Return is due.

3.12.12.     You will keep us informed of material changes in your circumstances that could affect your tax liability.  If you are unsure whether the change is material or not, please let us know so that we can assess the significance or otherwise.

3.12.13.     You will forward to us HM Revenue & Customs statements of account, copies of notices of assessment, letters and other communications received from HM Revenue & Customs in time to enable us to deal with them as may be necessary within the statutory time limits.  Although HM Revenue & Customs have the authority to communicate with us it is essential that you let us have copies of any correspondence received from HM Revenue & Customs to avoid any breakdown in communication.

3.13.     Dividend Vouchers for Shareholders (excluding Bronze Package)

3.13.1.    We will prepare dividend vouchers where you wish to withdraw funds from your limited company as dividend payments.  This service applies to Gold and Silver packages.

3.13.2.    You will notify us of the amount to be distributed to each shareholder giving us five working days’ notice prior to the date of payment.

3.13.3.    We will forward dividend vouchers for distribution to the shareholders.

3.14.     Quarterly Management Reports (excluding Bronze Package)

3.14.1.    We understand that you require us to prepare the quarterly management accounts of your business.

3.14.2.    This involves us in examining the accounting records uploaded to Xero, and where incomplete obtaining further information and explanations from you to enable us to prepare draft accounts therefrom for your approval.

3.14.3.    You will also provide estimates of any stocks at the end of each period.

3.14.4.    You understand that we will not be carrying out an audit and accordingly will not verify the assets and liabilities of the business, nor the items of expenditure and income. To carry out an audit would require additional work to comply with generally accepted auditing standards so that we could report on the truth and fairness of the financial statements.

3.14.5.    We would emphasise that we cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees or others, although we will advise you of any such circumstances that we encounter in preparing your accounts.

3.14.6.    The accounts are not suitable for submission with the self-assessment tax return, or for summary thereon.

3.15.     Quarterly Forecasting & Business Strategy Meeting (Gold Package)

3.15.1.    For Gold Package clients we will arrange a quarterly forecasting and business strategy meeting for you to attend at our premises.  This will be discussed in greater depth once the engagement has commenced.

3.15.2.    To ensure that anyone reading the projections is aware of the scope of our work and the fact that we have not carried out an audit, we will annex to the projections a short report. This report must remain attached to any copy shown to any other party, such distribution to be only with our prior written consent.

3.16.     Annual Tax Planning Review Meeting & Budget Setting (Gold Package)

3.16.1.    As with the quarterly forecasting and business strategy meeting, we will contact you to discuss your annual tax planning review meeting and budget setting once your engagement with JacRox has commenced.  These meetings will be held annually rather than quarterly.

3.17.     Dedicated Client Manager (Gold Package)

3.17.1.    A Dedicated Client Manager for your account will ensure that your accounts are always handled by the same member of staff and provide you with a point of contact should you require additional information on the services we have provided you.  You will be informed of your Dedicated Client Manager once your engagement with JacRox commences.

3.18.     Xero Accounting Software

3.18.1.    As a JacRox client you will have access to Xero’s online accountancy software.  This will be provided free of charge for the duration of your engagement with JacRox.

3.19.   Free Xero Online Training

3.19.1.    As well as free Xero software you will have access to a wealth of free online Xero support.  Both user guides and video tutorials will be available for the duration of your engagement with JacRox.  A link to Xero’s online support documents can be found here.

3.20.   Free* Xero Setup & Conversions

3.20.1.    We will ask for your accounts to be sent in their current format as selected in your registration process and they will be converted to a format that Xero can process.

3.20.2.    *Please note this feature is dependent upon you completing a full year of service with JacRox.  Should you terminate your engagement within the first 12 months then a charge will be applied for the time spent setting up and converting to your JacRox account.  Free* Setup & Conversions are only as part of the Gold JacRox Package.

4. Client’s Obligations

4.1.        Sole Traders

4.1.1.       You are legally responsible for:

(a)      Ensuring that your self-assessment tax returns are correct and complete;

(b)      Filing any returns by the due date’ and

(c)       Making payment of tax on time.

Failure to do this may lead to automatic penalties, surcharges and/or interest.

Taxpayers who sign their returns cannot delegate this legal responsibility to others. You agree to check that returns we have prepared for you are complete before you approve and sign them.

4.1.2.       To enable us to carry out our work you agree:

(a)      That all returns are to be made on the basis of full disclosure of all sources of income, charges, allowances and capital transactions;

(b)      To provide full information necessary for dealing with your affairs; we will rely on the information and documents being true, correct and complete and will not audit the information or those documents;

(c)       To authorise us to approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs; and

(d)      To provide us with information in sufficient time for your tax return to be completed and submitted by the due date following the end of the tax year. In order that we can do this, we need to receive all relevant information by 30 September before the tax return is due.

4.1.3.       You will keep us informed of material changes in your circumstances that could affect your tax liability. If you are unsure whether the change is material or not please let us know so that we can assess the significance or otherwise.

4.1.4.       You will forward to us HM Revenue & Customs statements of account, copies of notices of assessment, letters and other communications received from HM Revenue & Customs in time to enable us to deal with them as may be necessary within the statutory time limits.  Although HM Revenue & Customs have the authority to communicate with us through the form 64-8 it is essential that you let us have copies of any correspondence received from HM Revenue & Customs to avoid any breakdown in communication.

4.2.        Partnerships

4.2.1.       The partners are responsible for;

(a)      Ensuring the partnership self-assessment tax returns are correct and complete

(b)      Filing returns by the due date; and

(c)       Reporting their allocation of the partnership profit or loss on their self-assessment tax returns and paying any associated tax on time

Failure to do this may lead to automatic penalties, surcharges and/or interest.

Taxpayers who sign their returns cannot delegate this legal responsibility to others.  The Nominated Partner agrees to check the returns and partnership statements we have prepared for the partnership are complete before you approve and sign them.

4.2.2.       To enable us to carry out our work you agree:

(a)      That all returns are to be made on the basis of full disclosure of all sources of income, charges, allowances and capital transactions;

(b)      To provide full information necessary for dealing with the partnership’s affairs: we will rely on the information and documents being true, correct and complete and will not audit the information or those documents;

(c)       To authorise us to approach such third parties as may be appropriate for information that we consider necessary to deal with the Partnership’s affairs; and

(d)      To provide us with information in sufficient time for the partnership tax returns to be completed and submitted by the due date following the end of the tax year.  In order that we can do this, we need to receive all relevant information by 30th September before the Tax Return is due;

4.2.3.       You will keep us informed of material changes in circumstances that could affect the tax liabilities of the partners including, by way of example, changes in the partners in the Partnership.  If you are unsure whether the change is material or not please let us know so that we can assess the significance or otherwise.

4.2.4.       You will forward to us HM Revenue & Customs statements of account, copies of notices of assessment, letters and other communications received from HM Revenue & Customs in time to enable us to deal with them as may be necessary within the statutory time limits.  Although HM Revenue & Customs have the authority to communicate with us through the form 64-8 it is essential that you let us have copies of any correspondence received from HM Revenue & Customs to avoid any breakdown in communication.

4.2.5.       The work carried out within this engagement will be in respect of the Partnership’s tax affairs.  Any work to be carried out for the individual partnership will be set out in a separate letter of engagement.

4.3.        Limited Companies

4.3.1.       Your responsibilities as directors

4.3.2.       As directors of the company, you are required to prepare financial statements which give a true and fair view and which have been prepared in accordance with the Companies Act 2006 (the Act).  As directors you must not approve the financial statements unless you are satisfied that they give a true and fair view of the assets, liabilities, financial position and profit or loss of the company.

4.3.3.       In preparing those financial statements, you are required to:

(a)      Select suitable accounting policies and then apply them consistently;

(b)      Make judgements and estimates that are reasonable and prudent; and

(c)       Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

4.3.4.       You are responsible for keeping adequate accounting records which disclose with reasonable accuracy at any time the financial position of the company and for ensuring that the financial statements comply with the United Kingdom Generally Accepted Accounting Practice (UK GAAP) and the Companies Act 2006 (the Act).

4.3.5.       You are responsible for safeguarding the assets of the company and hence for taking reasonable steps to ensure the company’s activities are conducted honestly for the prevention and detection of fraud and other irregularities.

4.3.6.       You are responsible for ensuring that the company complies with laws and regulations applicable to its activities, and for establishing arrangements designed to prevent any non-compliance with laws and regulations and to detect any that occur.

4.3.7.       You are responsible for determining whether, in respect of the year, the company meets the conditions for exemption from an audit set out in section 477 of the Act, namely that:

(a)      It qualifies as a small company in relation to that year for the purposes of section 381;

(b)      Its turnover in that year is not more than £6.5 million; and

(c)       Its balance sheet total gross assets for the year is not more than £3.26 million.

4.3.8.       You are responsible for determining whether, in respect of the year, the exemption is not available for any of the reasons set out in section 478 and 479 of the Act; namely that at no time during the year was the company:

(a)      A public company;

(b)      An authorised insurance company, a banking company, an e-money issuer, an ISD investment firm or a UCITS management company;

(c)       Carrying on an insurance market activity;

(d)      A special register body as defined in section 117(1) of the Trade Union and Labour Relations (Consolidation) Act 1992 or an employers’ association as defined in section 122 of that Act; a member of a group that exceeded the group exemption limits; or

(e)      A member of an ineligible group.

4.3.9.       The exemption is available only if you, as directors, sign a declaration as required by section 475(3) of the Act on the balance sheet to stating that:

(a)      For the year in question, the company is eligible to take advantage of the audit exemptions;

(b)      The members have not required the company to obtain an audit of its financial statements for the year in accordance with section 476 of the Companies Act 2006; and

(c)       You acknowledge your obligations for complying with the requirements of the Act with respect to accounting records and preparation of accounts.

4.3.10.    You have undertaken to make available to us, as and when required, all the company’s accounting records and related financial information, including minutes of management, directors and shareholders’ meetings, necessary to carry out our work. You will make full disclosure to us of all relevant information.

4.3.11.    If financial information is published, which includes a report by us or is otherwise connected to us, on the company’s website or by other electronic means, you must inform us of the electronic publication and get our consent before it occurs and ensure that it presents the financial information and chartered accountants report properly.  We have the right to withhold consent to the electronic publication of our report or the financial statements if they are to be published in an inappropriate manner.

4.3.12.    You must set up controls to prevent or detect quickly any changes to electronically published information.  We are not responsible for reviewing these controls nor for keeping the information under review after it is first published.  You are responsible for the maintenance and integrity of electronically published information, and we accept no responsibility for changes made to any information after it is first posted.

5. Additional Services

5.1.        Fee Protection Insurance

5.1.1.       We recommend that all Clients take out Fee Protection Insurance for the duration of their engagement with JacRox.  Fee Protection Insurance covers costs incurred if the Client is subject to an HMRC Investigation.

5.1.2.       Cost of insurance depends upon the Package you have selected:

(a)      Bronze Fee Protection Insurance is £49 per year.

(b)      Silver Fee Protection Insurance is £125 per year.

(c)       Gold Fee Protection Insurance is £195 per year.

5.1.3.       A member of the JacRox team will be more than willing to discuss this with you should you require more information on Fee Protection Insurance.

5.2.        Company Secretarial Services

5.2.1.       A private company is required to file its accounts at Companies House within nine months of the year-end. The company will be liable to a fine if it fails to do so. In order to avoid this we can produce statutory accounts, suitable for filing, within the required period, provided all your records are complete and presented to us within four months of the year end, and all subsequent queries are promptly and satisfactorily answered.

5.2.2.       For Bronze and Silver packages there is an additional fee of £95 (+VAT) per year for Company Secretarial Services.

5.2.3.       This service is included in the monthly charge for our Gold packages.

If instructed, we shall:

(a)      Submit the accounts to the Registrar of Companies;

(b)      Complete and submit the company’s annual return;

(c)  Complete and submit any other forms required by law to be filed at Companies House, provided that you keep us fully informed of any relevant changes or events which are required to be notified to Companies House, within one week of the change or event; and

(d)Maintain the statutory books.

5.3.        Payments made under the deduction of tax (Limited Company)

5.3.1.       We will complete, using information provided by you, return form CT61 regarding payments made to and by the company under the deduction of tax.  We will send the form CT61 to you for your approval and signature and submission by you to HM Revenue & Customs.

5.3.2.       We will advise you of the amounts of income tax that are due, and the due date for payment and submission of the form.  You must inform us immediately if the company pays or receives any interest or similar amounts under deduction of tax.

5.4.        P11d Preparation (Gold Package only)

5.4.1.       We will complete forms P11D for the directors and higher-paid employees for approval and submission by you to the Inland Revenue.  You will supply the form P11D information to your employees by the due date.

5.4.2.       You agree to supply us with complete and accurate details of all benefits and expenses for the tax year (not the accounts year) within 14 days of the end of the tax year.

5.4.3.       Bronze and Silver packages will be charged separately for this service.  Please contact a member of the JacRox team for a quotation.

5.5.        Bookkeeping

5.5.1.       We can, if instructed carry out your bookkeeping requirements, including:

(a)     Recording of receipts and payments;

(b)    Reconcile the balances monthly with the bank statements;

(c)     Post and balance the purchase and sales ledgers; and

(d)    Complete the posts to the nominal ledger.

5.5.2.       You/your management are responsible for the detection of irregularities and fraud.  We would emphasise that we cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees or others, although we will advise you of any such circumstances that we encounter.

5.5.3.       The above bookkeeping services are available at a charge of £40 per hour (+VAT).

6. Professional obligations

6.1.         We will observe and act in accordance with the bye-laws and regulations of the Institute of Chartered Accountants in England and Wales together with their code of ethics. We accept instructions to act for you on this basis. In particular you give us authority to correct errors made by HM Revenue and Customs where we become aware of them. We will not be liable for any loss, damage or cost arising from our compliance with statutory or regulatory obligations.

7. Professional indemnity insurance

7.1.         In accordance with the disclosure requirements of the Provision of Services Regulations 2009, our professional indemnity insurer is RSA Insurance Group plc of 30 Fenchurch Street, London, EC3M 3BD. The territorial coverage is worldwide excluding professional business carried out from an office in the United States of America or Canada and excludes any action for a claim brought in any court in the United States of America or Canada.

8. Investment services

8.1.          Since we are not authorised by the Financial Conduct Authority then we may have to refer you to someone who is authorised if you need advice on investments. However, as we are licensed by the Institute of Chartered Accountants in England and Wales, we may be able to provide certain investment services that are complementary to, or arise out of, the professional services we are providing to you.

8.2.          Such advice may include

  • Advise you on investments generally, but not recommend a particular investment or type of invest;
  • Refer you to a Permitted Third Party (PTP) (an independent firm authorised by the FCA), assist you and the PTP during the course of any advice given by that party and comment on, or explain, the advice received (but not make alternative recommendations). The PTP will issue you with his own terms and conditions letter, will be remunerated separately for his services and will take full responsibility for compliance with the requirements of the Financial Services and Markets Act 2000;
  • Advise you in connection with the disposal of an investment, other than your rights in a pension policy or scheme;
  • Advise and assist you in transactions concerning shares or other securities not quoted on a recognised exchange;
  • Assist you in making arrangements for transactions in investments in certain circumstances; and
  • Manage investments or act as trust (or done of a power of attorney) where decisions to invest are taken on the advice of an authorised person.

 

8.3.          For corporate clients we may also, on the understanding that the shares or other securities of the company are not publicly traded:

 

  • Advise the company, existing or prospective shareholders in relation to exercising rights, taking benefits or share options, valuations and methods of such valuations;
  • Arrange any agreements in connection with the issue, sale or transfer of the company’s shares or other securities;
  • Arrange for the issue of new shares; and
  • Act as the addressee to receive confirmation of acceptance of offer documents etc.

 

8.4.          In the unlikely event that we cannot meet our liabilities to you, you may be able to claim compensation under the Chartered Accountants’ Compensation Scheme in respect of exempt regulated activities undertaken.

 

9. Financial Promotions

9.1.          To enable us to you with a proper service, there may be occasions when we will need to contact you without your express permission concerning investment business matters. For example, it may be in your interests to sell a particular investment and we would wish to inform you of this. We may therefore contact you in such circumstances, but would only do so in our normal office hours of 8.30am to 5.30pm. We shall of course comply with any restrictions you may wish to impose which you notify to us in writing.

 

10. Commissions or other benefits

 

10.1.          In some circumstances , commissions or other benefits may become payable to us in respect of transactions we arrange for you, in which case you will be notified in writing of the amount and terms of payment. You consent to such commission or other benefits being retained by us without our being liable to account to you for any such amounts.

 

11. Client monies

11.1.          We may, from time to time, hold money on your behalf. Such money will be held in trust in a client bank account, which is segregated from the firm’s funds. The account will be operated, and all funds dealt with, in accordance with the Clients’ Money Regulations of the Institute of Chartered Accountants in England and Wales.

11.2.          In order to avoid an excessive amount of administration, interest will only be paid to you where the amount of interest that would be earned on the balances held on your behalf in any calendar year exceeds £25. Any such interest would be calculated using the prevailing rate applied by the Royal Bank of Scotland for small deposits subject to the minimum period of notice for withdrawals. Subject to any tax legislation, interest will be paid gross.

11.3.         If the total sum of money held on your behalf is enough to give rise to a significant amount of interest or is likely to do so, then the money will be placed in a separate interest-bearing client bank account designated to you. All interest earned on such money will be paid to you. Subject to any tax legislation, interest will be paid gross.

11.4.          We will return monies held on your behalf promptly as soon as there is no longer any reason to retain those funds. In the unlikely event of us holding any unclaimed monies, we reserve the right to pay such monies to a registered charity in line with the guidelines set out in the Clients’ Money Regulations referred to above. We will not do this unless we have been unable to contact you for at least five years and we have taken reasonable steps to trace you and return the monies.

12. Retention of and access to records

12.1.          During the course of our work we will collect information from you and others acting on your behalf and will return any original documents to you following the preparation and/or audit of your financial statements and/or returns. You should retain these records for 6 years from the 31 January following the end of the tax year to which they relate. You should retain them for longer if HM Revenue and Customs enquire into your tax return.

12.2.          Whilst certain documents may legally belong to you, unless you tell us not to, we intend to destroy correspondence and other papers that we store which are more than seven years old, other than documents, which we consider to be of continuing significance. If you require retention of any document, you must notify us of that fact in writing.

13. Conflicts of interest and independence

13.1.          We reserve the right during our engagement with you to deliver services to other clients whose interests might compete with yours or are or may be adverse to yours. We confirm that we will notify you immediately should we become aware of any conflict of interest involving us and affecting you unless we are unable to do so because of our confidentiality obligations. We have safeguards that can be implemented to protect the interests of different clients if a conflict arises. Where conflicts are identified, which cannot be managed in a way that protects your interests then we regret that we will be unable to provide further services.

13.2.          If a conflict of interest should arise, either between two or more of our clients, or in the provision of multiple services to a single client, we will take such steps as are necessary to deal with the conflict. In resolving the conflict, we would be guided by the code of ethics of the Institute of Chartered Accountants in England and Wales, which can be viewed at http://www.icaew.com/regulations.

14.  Quality control

14.1.      As part of our ongoing commitment to providing a quality service, our files are periodically subject to an independent regulatory or quality review. Our reviewers are highly experienced and professional people and are, of course, bound by the same requirements of confidentiality as our principals and staff.

15. Help us to give you the right service

15.1.      If at any time you would like to discuss with us how our service to you could be improved, or if you are dissatisfied with the service you are receiving, please let us know, by contacting Peter Black or Umar Memon on 0800 020 9542.

15.2.      We undertake to look into any complaint carefully and promptly and do all we can to explain the position to you. If we do not answer your complaint to your satisfaction, you may of course take up the matter with the Institute of Chartered Accountants in England and Wales.

15.3.      In order for us to provide you with a high quality service on an ongoing basis it is essential that you provide us with relevant records and information when requested, reply to correspondence in a timely manner and otherwise follow the terms of the agreement between us set out in this Standard Terms of Business and associated Engagement letters. We therefore reserve the right to cancel the engagement between us with immediate effect in the event of:

  • your insolvency, bankruptcy or other arrangement being reached with creditors;
  • failure to pay our fees by the due dates;
  • either party being in breach of their obligations where this is not corrected within 30 days of being asked to do so.

16. Applicable Law

16.1.     This engagement letter is governed by, and construed in accordance with English law. The Courts of England will have exclusive jurisdiction in relation to any claim, dispute or difference concerning this engagement letter and any matter arising from it. Each party irrevocably waives any right it may have to object to any action being brought in those courts, to claim that the action has been brought in an inappropriate forum, or to claim that those courts do not have jurisdiction.

16.2.      If any provision in this Standard Terms of Business or any associated engagement letter, or its application, are found to be invalid, illegal or otherwise unenforceable in any respect, the validity, legality or enforceability of any other provisions shall not in any way be affected or impaired.

17.  Changes in the law

17.1.      We will not accept responsibility if you act on advice previously given by us without first confirming with us that the advice is still valid in light of any change in the law or your circumstances.

17.2.      We will accept no liability for losses arising from changes in the law or the interpretation thereof that occur after the date on which the advice is given.

18      Internet communication

18.1.       It is the responsibility of the recipient to carry out a virus check on any attachments received.

19. Engagement of Jack Ross Staff by Clients

19.1.          You undertake that in the event of your employing or engaging any person who was at any time within the period of 6 calendar months prior to the date of such employment or engagement an employee of Jack Ross and with whom you had contact at any time in the course of any engagement between us directly or indirectly (other than with our written agreement), whether under a contract of service or contract for services, and whether on a permanent or temporary basis, you will:

19.2.          Immediately notify us of such employment or engagement; and

19.3.          Pay to us an introduction fee calculated on the basis of 25% of all emoluments together with all benefits that formed part of the relevant person’s annual gross taxable pay (i.e. the gross emoluments and benefits paid over the period of 12 months prior to termination of his or her employment with Jack Ross before applying any exemptions, allowances or deductions for income tax purposes, excluding any performance-related or other bonuses), including, where a car or car allowance is provided, the amount of the car allowance together with VAT at the prevailing rate.

20. Interpretation

20.1.          If any provision of our engagement letter or terms of business is held to be void, then that provision will be deemed not to form part of this contract. In the event of any conflict between these terms of business and the engagement letter or appendices, the relevant provision in the engagement letter or schedules will take precedence.

21. Contracts (Rights of Third Parties) Act 1999

21.1.          Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This clause does not affect any right or remedy of any person, which exists or is available otherwise than pursuant to that Act.

21.2.          The advice we give you is for your sole use and is confidential to you and will not constitute advice for any third party to whom you may communicate it. We will accept not responsibility to third parties for any aspect of our professional services or work that is made available to them.

22. Data Protection

22.1.        To enable us to discharge the services agreed under our engagement, and for other related purposes including updating and enhancing client records, analysis for management purposes and statutory returns, crime prevention and legal and regulatory compliance, we may obtain, use, process and disclose personal data about you / your business / company / partnership / its officers and employees. We confirm when processing data on your behalf that we will comply with the relevant provisions of the Data Protection Act 1998.

22.2.        Sections 11 and 12 of the Data Protection Act 1998 place express obligations on you as a data controller where we as a data processor undertake the processing of personal data on your behalf. An example would be where we operate a payroll service for you. We therefore confirm that we will at all times comply with the requirements of the Data Protection Act 1998 when processing data on your behalf. In particular, we confirm that we have adequate security measures in place and that we will comply with any obligations equivalent to those placed on you as a data controller.

23. Payment

23.1.        Your Subscription charge is agreed upon at the start of the signup process, and will differ depending on your chosen Package.  Your monthly fee as a JacRox Client is clearly outlined throughout the registration process, and once selected; this payment is due monthly and will be paid via Direct Debit.  Prices quoted on the JacRox website are in UK pounds Sterling and exclude VAT, which is payable.  If there any changes to our current pricing plans will notified accordingly.

23.2.        There are a range of Additional Services available through JacRox, and these are listed on our website.  If you wish to tailor your Package and include an Additional Service then there will be an additional charge.  If you wish to discuss an additional service please contact a member of the JacRox team who will be happy to talk you through the process.

23.3.        Should you choose to engage with JacRox part-way through your financial year then there may be a charge depending on the format of your existing accounts and the level of detail included.  This charge will be discussed with you by a member of the JacRox team should it apply to you.

24. Intellectual Property Rights

24.1.        The Client acknowledges and agrees not to use our name in any statement or document that you may issue unless our prior written consent has been obtained. The only exception to this restriction would be statements or documents that in accordance with applicable law are to be made public.

24.2.        The Client also acknowledges and agrees not to;

24.3.        Remove/alter/use JacRox branding, Terms and Conditions and copyright notices without prior notification and consent of JacRox.

24.4.        Provide by electronic means to any person other than an authorised user any content.

24.5.        Alter any part of the Engagement Letter or Terms and Conditions.

26. Confidentiality

26.1.     We confirm that where you give us confidential information, we shall at all times keep it confidential, except as required by law or as provided for in regulatory, ethical or other professional statements relevant to our engagement

26.2.     We may, on occasions, subcontract work on your affairs to other tax or accounting professionals. The subcontractors will be bound by our client confidentiality terms.

27. The Proceeds of Crime Act 2002 and the Money Laundering Regulations 2007

27.1.     In common with all accountancy and legal practices, the firm is required by the Proceeds of Crime Act 2002 and the Money Laundering Regulations 2007 to:

  • Maintain identification procedures for clients and beneficial owners of clients;
  • Maintain records of identification evidence and the work undertaken for the client; and Report, in accordance with the relevant legislation and regulations.

27.2.     We have a duty under section 330 of the Proceeds of Crime Act 2002 to report to the Serious Organised Crime Agency (SOCA) if we know, or have reasonable cause to suspect, that another person is involved in money laundering. Failure on our part to make a report where we have knowledge or reasonable grounds for suspicion would constitute a criminal offence.

27.3.     The offence of money laundering is defined by section 340(11) of the Proceeds of Crime Act and includes concealing, converting, using or possessing the benefits of any activity that constitutes a criminal offence in the UK. It also includes involvement in any arrangement that facilitates the acquisition, retention, use or control of such a benefit. This definition is very wide and would include such crimes as:

  • Deliberate tax evasion;
  • Deliberate failure to inform the tax authorities of known underpayments or excessive repayments;
  • Fraudulent claiming of benefits or grants; or
  • Obtaining a contract through bribery.

27.4.     We are obliged by law to report any instances of money laundering to SOCA without your knowledge or consent. In consequence, neither the firms’ principals nor staff may enter into any correspondence or discussions with you regarding such matters.

27.5.     We are not required to undertake work for the sole purpose of identifying suspicions of money laundering. We shall fulfil our obligations under the Proceeds of Crime Act 2002 in accordance with the guidance published by the Consultative Committee of Accountancy Bodies.

28. Limitation of Liability

28.1.     We will provide our professional services with reasonable care and skill. However, to the fullest extent permitted by law, we will not be responsible for any losses, penalties, surcharges, interest or additional tax liabilities where you or others supply incorrect or incomplete information, or fail to supply any appropriate information or where you fail to act on our advice or respond promptly to communications from us or other relevant authorities.

28.2.     You will not hold us, our principals/directors and staff, responsible, to the fullest extent permitted by law, for any loss suffered by you arising from any misrepresentation (intentional or unintentional) supplied to us orally or in writing in connection with this agreement. You have agreed that you will not bring any claim in connection with services we provide to you against any of our partners or employees personally.

28.3.     Our work is not, unless there is a legal or regulatory requirement, to be made available to third parties without our written permission and we will accept no responsibility to third parties for any aspect of our professional services or work that is made available to them.

28.4.     Having considered both your circumstances and our own we have agreed that this firm’s aggregate liability, whether in contract, tort or otherwise, of this firm for any losses whatsoever and howsoever caused arising from or in any way connected with this engagement shall not exceed 20 times the fee.

28.5.     We acknowledge that the limit in respect of our total aggregate liability will not apply to any acts, omissions or representations that are in any way criminal, dishonest or fraudulent on the part of the firm, its principals or employees.

28.6.     By agreeing to JacRox’s terms and conditions you are also agreeing to the terms and conditions set out by Xero.  A list of Xero’s terms and conditions can be found by following this link.

29. Disengagement

29.1.     The Client is deemed to have disengaged from JacRox if;

  • The Client cancels their subscription to their relevant JacRox Package, and/or
  • The Client fails to maintain their monthly payment for two consecutive months.

29.2.     JacRox reserves the right to terminate a contract at any time, and will give the Client not less than one (1) months prior notice via email.

29.3.     Once disengaged, our responsibilities to you will cease with immediate effect.  You will be solely responsible for identifying another accountant to take on these responsibilities or to satisfy the need for the services that we provided in other ways.

29.4.     Our responsibilities, on resignation as accountants include those set out in our Institute’s Guide to Professional Ethics (Statement 1.206) to respond to the enquiry of our successor and disclose, with your consent, any issues or circumstances relevant to their decision to accept or decline appointment.  It is also common for practitioners to combine this initial professional enquiry with a request for information and documents relevant to the engagement.  We shall, unless undue additional work is entailed be pleased to respond to these enquiries at no additional fee.

29.5.     We should also like to remind you that a person who was not a party to our Agreement concerning the first engagement shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.  This clause does not affect any right or remedy of any person, which exists or is available or is available otherwise than pursuant to that Act.

29.6.     We should also confirm that where we retain confidential information we shall at all times keep it confidential, except as required by law or as provided for in regulatory, ethical or other professional pronouncements applicable to our engagement.

30. Consequences of Termination

30.1.     Where the Buyer is a Consumer, the Buyer has the right to cancel the Contract, by notice in writing, at any time before seven working days has passed from the day after the Contract was made. If, however, the Supplier starts to perform its side of the Contract with the agreement of the Buyer before the Buyer exercises this right to cancel, the right to cancel is lost.

30.2.     If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.

31. Force Majeure

31.1.     The Supplier shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire or failure of any communications, telecommunications or computer system, and the Supplier shall be entitled to a reasonable extension of its obligations.

Valid from 11/09/2014