Our Standard Terms of Engagement
It is important for our clients to read these Standard Terms of Engagement before they proceed with our business valuation services. By engaging our services, our clients signify that they understand and accept these Standard Terms of Engagement.
These Standard Terms of Engagement and an engagement letter issued prior to the commencement of work will form our full terms of engagement.
This is to confirm our understanding of the standard terms of engagement of Professional Business Valuers and the nature and limitations of the services that we provide.
Scope of work and Output of our engagements
We will provide our clients with business valuation services as professional accounting services in accordance with APES Standard 225 Valuation Services and in compliance with APES Standard 110 Code of Ethics (Code).
The output of our services will be a written business valuation report. We will initially issue a draft document for our clients’ review and comments, and then the final, once we receive our clients’ comments. The output of our services will be provided to our clients within the time frame agreed prior to the commencement of work.
The extent of our services and procedures is limited exclusively for the above scope only. As a result, no audit or review will be performed and, accordingly, no assurance will be expressed. Our engagement cannot be relied upon to disclose irregularities including fraud, other illegal acts and errors that may exist. However, we will inform our clients of any such matters that come to our attention.
Services provided by Professional Business Valuers do not constitute legal, financial and tax advice. Our clients should verify legal, financial and taxation aspects of their business with relevant qualified professionals prior to making related decisions.
We will perform procedures (guided by the APES suite of standards) required that are directly related to the engagement consistent with our Fundamental Principles of integrity, objectivity, professional competence and due care, confidentiality, professional behaviour, and identifying, avoiding and dealing with conflicts of interests.
We will seek to understand our clients’ requirements and provide services to them confidentially and professionally.
We will document sufficient and appropriate records of the procedures performed for each engagement, which may be subject to quality review by CPA Australia under APES 320 Quality Control for Firms.
We are obliged to consider whether our clients create any threats to compliance with our Fundamental Principles and where we cannot reduce the risk to an acceptable level, we are obliged to decline or cease the client engagement under the Code (section 320).
We have a duty to act in our clients’ best interests, unless this duty is inconsistent with our duty to act in the public interest.
We are responsible for maintaining records for a period of at least five years, unless otherwise required by legislation.
We have established and maintain a system of quality control in accordance with APES 320 Quality Control for Firms. As a result, our files may be subject to review as part of the quality control program of CPA Australia which monitors compliance with professional standards by its members. We advise our clients that by accepting these terms of engagement they acknowledge that, if requested, our files relating to their engagements will be made available under this program.
Our clients’ obligations
Our clients are responsible for full disclosure of all relevant information as well as the reliability, accuracy and completeness of the particulars and information provided to us. Accordingly, any advice given to our clients is only an opinion based on our knowledge of our clients’ particular circumstances.
It is our clients’ responsibility to check that the information contained in the business valuation reports produced by us for our clients is based on accurate assumptions relating to our clients’ particular circumstances.
Our clients are responsible for their own record keeping relating to their affairs and retaining paperwork for as long as legally required.
We will provide our services at a fixed price, as agreed prior to the commencement of work. The price will generally cover preparation of a draft document which we submit for our client’s review and comments, and a final, issued once the comments are received.
Services provided outside of the originally agreed scope will be charged based on the expected amount of time and the level of staff required to complete the services and miscellaneous expenses incurred to complete the engagement.
Third party involvement
We may from time to time engage third party specialist professionals and other public practitioners, where warranted to obtain the advice our clients need or to assist us to provide our service to our clients. These may include cloud service providers and outsourced service providers.
We will seek our clients’ consent if third party involvement is likely to exceed the fixed price (if applicable).
Sources of market research materials
Market research materials we use in our engagements are generally obtained from:
- Publicly available sources, such as reports and publications from specialist agencies, government agencies and industry bodies; annual company reports, websites, directories, etc., as mentioned in the body and the footnotes of the documents we produce for our clients, where possible or appropriate;
- Non-publicly available sources, such as paid reports and publications, or services from individuals and organisations, as mentioned in the body and the footnotes of the documents we produce for our clients, where possible or appropriate.
While the materials we use are believed to be accurate, we do not verify the reliability, accuracy or completeness of the information contained in them and shall not be held liable for any inaccuracies that may be contained in them.
In our engagements, we do not collect information through own primary market research, i.e. surveys, interviews, focus groups.
Ownership of materials and documents
All original materials obtained from our clients for the engagements shall remain their property. However, we reserve the right to make copies of the original documents for our records.
Our services will result in the production of a business valuation report. Ownership of this report will vest in the client. All other documents produced by us in respect of the engagement will remain our property, subject to any statutory obligations.
Some of the statements appearing in business valuation reports we produce may be in the nature of forward-looking statements. Such statements are only predictions and are subject to inherent risks and uncertainties. Those risks and uncertainties include factors and risks specific to the industry in which the client’s business operates as well as general economic conditions. Actual events or results may differ materially. We provide no warranty, express or implied, to the accuracy or likelihood of fulfilment of any forward-looking statements.
Our collection, use and disclosure of our clients’ personal information (PI) may be subject to the Privacy Act 1988 (Cth) and accordingly we will only collect PI about our clients that relates to the services we provide to them. We may disclose PI about our clients with their implied consent for the primary purpose of the services we provide to them or to third parties by express consent or as required by law.
We have an ethical duty of confidentiality, which means we must not share or disclose our clients’ details of to anyone without their consent unless required to by law.
Professional Indemnity Insurance (PII)
We hold professional indemnity insurance of at least the minimum amount prescribed in the CPA Australia Ltd By-Laws or as required by law. Our PII cover at the time of the last update of these Standard Terms of Engagement is $2,000,000.
Professional Standards Scheme and Limitation of Liability
We participate in the CPA Australia Ltd Professional Standards Scheme (Scheme), which facilitates the improvement of professional standards to protect consumers and may limit our liability to our clients in a cause of action.
The Scheme applies to professional accounting services including accounting, bookkeeping, taxation, auditing and assurance, insolvency and corporate reconstruction, management accounting, management consulting, forensic accounting, valuation services.
The scope of work may fall within the Scheme and we need to notify our clients of the following: “Liability limited by a scheme approved under Professional Standards Legislation.”
For more information on the Scheme please refer to: https://www.cpaaustralia.com.au/about-us/consumer-information or https://www.psc.gov.au/consumer-information.
These Standard Terms of Engagement were last updated in March 2020.