Definitions: "Boutique Financial,"  "we,"  "our" or  "us"  means Boutique Financial Limited, a limited liability company incorporated under  the New Zealand Companies Act 1993 (company number 1888034).

1. What we will do

 1.1 We will maintain full confidentiality in relation to matters referred to us.

1.2 We will use our professional skills to do the work you have requested based on information supplied by you.  This work will be performed in accordance with Service Engagement Standard No.2 Compilation of Financial Information issued by the Chartered Accountants Australia and New Zealand.

1.3 The general basis of accounting used to compile the accounts will be described in the notes to the financial statements together with any significant departures from that basis.  Significant departures will be in our compilation report.

1.4 Periodic accounts for management are not governed by legislation and will be prepared on the basis requested by management.

1.5 Where there is no statutory obligation to produce annual financial statements or the format of the accounts is not dictated by legislation, we will prepare special purpose financial reports (SPFR) according to the principles contained in the Income Tax Act and in accordance with the applicable framework published by Chartered Accountants Australia and New Zealand as appropriate for entities that meet the eligibility criteria.

1.6 Annual accounts which do not qualify for Special Purpose Financial Reporting (SPFR) may be subject to general purpose reports prepared in accordance with generally accepted accounting practice in New Zealand (NZ GAAP).  If necessary, additional explanations will be added to ensure that a true and fair view is given.

1.7 We will inform you of any suspicions of omissions or irregularities that come to our notice.

1.8  We will provide a compilation report on all annual accounts that include a balance sheet.  An example of a typical report, not specific to your circumstances, is attached (Appendix).

1.9 We have the right to exercise a lien over the working papers, files, records, and software subscriptions of all entities associated with your group irrespective of which member of the group’s fees are outstanding.

1.10 We may use cloud computing services, which involve the storage of files on remote servers operated by third parties and the use of hosting providers overseas, for your data.

1.11 We will make every effort to ensure that we maintain sound information technology security practices. We expressly exclude liability for any loss of Data no matter how caused.

1.12 We retain legal ownership of all working papers, records and files prepared by us including software where we are the subscriber.

1.13 Where we are the software subscriber, including when you have a billing plan on our subscription, we will retain business edition and partner program cloud software subscriptions for the period specified on the invoice provided you pay our invoice or the provider invoice within seven days following the date of the invoice, subject to clause 1.14 below.

1.14 We will terminate business edition and partner program cloud software subscriptions if you fail to pay the software subscription invoice within seven days following the date of our invoice (or the software-provider invoice if you have a billing plan on our subscription). If our relationship terminates or there is a dispute, we will retain the software subscription for seven days following the date we receive or give notification of the termination or dispute.

1.15 We set a limit on our liability to you for negligence or any other reason at  ten times the amount invoiced in respect of that service.

1.16 We reserve the right to change these Terms and Conditions at any time, and your continued use of our services following any changes shall be deemed acceptance of such change.

 2. What we will not do

 2.1  We will not conduct an audit or any other independent verification work.

2.2 We will not express any kind of opinion on the accuracy of the material we compile or its suitability for any purpose.

2.3 We will not necessarily establish or maintain independence.  It is not a professional requirement to be independent before carrying out compilation work of this nature.  However, any other relationship will be described in our compilation report.

2.4 We will not take active steps to identify weaknesses in your internal accounting system, errors, illegal acts or other irregularities, for example, fraud or non-compliance with laws and regulations.  However, should we become suspicious of any irregularities we will report it to you (see 2.1 above).

2.5 We will not accept liability in negligence, or for any other reason, to anyone but you and your entities listed on our Authority form.  A disclaimer to this effect will be included in our compilation report.

2.6 We exclude all liability and responsibility to you (or any other person) in contract, tort (including negligence), or otherwise, to the maximum extent permitted by law for any loss (including loss of information, data, profits, and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the cloud computing services.

2.7 We will not transfer Partner edition software subscriptions if there is a dispute, or our relationship terminates.  We will not transfer Business edition software plans where we are the subscriber.

2.8 We will not consider any claim relating to delivery of services unless made within seven (7) days of the invoice date.

2.9 We will not undertake detailed research if you contact us for tax help with a "Quick Question" or a "Just Checking" issue.  The service is intended to be confirmation of your thoughts on a particular issue.  The intention is that you contact us with a quick question together with your views on the matter and in return you receive our initial thoughts. This service is not intended to provide an exhaustive or comprehensive statement of tax law and should not be used as a substitute for considered written advice.  Our liability will be limited to ten times the amount invoiced in respect of that advice. 

3. What you will do

3.1  You will deliver accurate, complete information needed to compile the accounts and returns promptly at the times agreed. 

3.2  You remain responsible for the reliability, accuracy and completeness of the financial information compiled, including tax returns.  You have delegated certain tasks to us  and we are responsible for carrying out those tasks in a professional manner.  You cannot abrogate the ultimate responsibility for ensuring that the financial information is compiled properly.

3.3  You will inform us if the information we compile is intended to be disclosed to any person or body and how they are expected to use it.  This does not apply to:

3.3.1 the directors, shareholders, partners, trustees, or equivalent office holders of your enterprises as listed on our Authority, and

3.3.2  the Inland Revenue Department.

3.4 You confirm that we have authority to communicate with and obtain information from any third party if the information sought is relevant to our work.

3.5 You will pay our fees on time.  Upfront pricing agreements are to be paid in advance on the date of your instruction to supply the services.  Fees which aren’t subject to upfront pricing agreements are payable within seven days following the date of the invoice.  Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.  Interest may be charged on any amount owing after the due date at the rate of 2.5% per month until payment has been made in full.  You will pay any expenses, disbursements, and legal costs we incur in the enforcement of any rights contained in this contract, including any solicitor’s fees or debt collection agency fees.

3.6 You will notify us within seven (7) days of the invoice date of a claim relating to dispute of delivery of services. You may contact any member of our firm and they will investigate without cost to you and suggest a remedy. If you remain unhappy you may initiate resolution through Chartered Accountants Australia New Zealand.

3.7 You agree that Chartered Accountants Australia New Zealand and approved peer-chartered accountancy firms may access the records and information we hold to support our working papers. This is an essential part of the quality assurance function.  The likelihood that an engagement is selected is very small.  All employees,  contractors and peer firms are required to maintain strict confidentiality.

3.8 You will maintain copies of all data inputted into cloud computing services as providers do not make any guarantees that there will be no loss of Data.

3.9 You are aware of the user roles in cloud software. You may act as the Subscriber for Xero Business Edition subscriptions and “invite” the Partner into that subscription as an “invited user”, rather than having the Partner act as Subscriber to that subscription. The Subscriber to the subscription is the owner with the ability to control access rights.

3.10 You will never prevent or otherwise limit our access to the Xero file.

3.11 You will make every effort to maintain sound information technology security practices including using 2-step authentication for cloud-based software where available.

3.12 By using our services, you agree to the terms and conditions contained herewith. If you do not agree, do not use our services.