Terms & Conditions

1. Definitions & Interpretation

In these Terms and Conditions, unless the context otherwise requires:

• "LOYALS", "we", "us", "our" means LOYALS Accountants & Business Consultants, a trading name registered at 39-41 North Road, King's Cross, London N7 9DP.
• "Client", "you", "your" means the person, partnership, company, or other legal entity engaging our services.
• "Services" means the accounting, tax, bookkeeping, payroll, advisory, and related services we provide as detailed in your service agreement or package confirmation.
• "Engagement Letter" means the specific terms agreed for your service package (Premium Accounting, Business Mentor, or Business Growth Programme).
• "ICAEW" means the Institute of Chartered Accountants in England and Wales, our regulatory body.
• "HMRC" means His Majesty's Revenue and Customs, the UK tax authority.
• "Personal Data" has the meaning given in the UK Data Protection Act 2018 and UK GDPR.

2. Scope of Services

2.1 Service Packages

LOYALS offers three primary service tiers, each building on the previous level:

2.2 Service Limitations

Our services are designed for UK-registered entities and UK tax residents. Services include:

• UK company accounts and UK tax returns only
• General accounting and small business tax advisory
• CIS (Construction Industry Scheme) specialist services
• Standard VAT, PAYE, and statutory compliance

Services we do NOT provide include:

• Statutory audit services (we are not registered auditors)
• Specialist tax work requiring referral: EIS/SEIS applications, R&D tax credit claims, international tax planning, complex investment advisory
• Regulated investment advice (refer to FCA-authorized advisors)
• Legal services beyond general business consultation (complex legal matters referred to qualified solicitors)

2.3 Basis of Advice

All advice and services are provided based on:

• UK tax legislation and accounting standards current at the time of advice
• Information you provide us, which we assume to be complete and accurate
• Our professional judgment as ICAEW Chartered Accountants
• HMRC's published guidance and our interpretation of tax law

We cannot guarantee specific outcomes with HMRC or other authorities, as interpretation of legislation can vary.

3. Client Obligations & Responsibilities

3.1 Information Provision

To enable us to provide our services effectively, you agree to:

• Provide complete, accurate, and timely information and documentation
• Respond promptly to our requests for information or clarification
• Maintain proper books and records as required by UK law
• Use our recommended cloud accounting software (e.g., Xero, QuickBooks) where applicable
• Notify us immediately of any changes to your business circumstances, structure, or operations
• Inform us of any HMRC correspondence, investigations, or enquiries

3.2 Document Retention

You remain responsible for:

• Retaining original business records for the statutory minimum period (typically 6 years)
• Backing up your own accounting data and business records
• Maintaining copies of documents submitted to us

3.3 Approvals & Authorizations

You agree to:

• Review and approve all accounts, tax returns, and submissions before we file them
• Sign and return documents promptly when requested
• Authorize us in writing to communicate with HMRC, Companies House, and other authorities on your behalf

3.4 Disclosure Obligations

You must inform us immediately of:

• Any errors, omissions, or inaccuracies in returns we have submitted
• Any facts that might affect our tax advice or compliance work
• Any conflicts of interest or related party transactions
• Any investigation, enquiry, or dispute with HMRC or other authorities

4. Fees & Payment Terms

4.1 Fee Structure

Our fees are structured as follows:

• Monthly Packages: Fixed monthly fees as agreed in your Engagement Letter (£150, £250, or £2000 per month)
• Additional Services: Any work outside your package scope will be quoted separately and agreed in advance
• No Hidden Fees: All package inclusions are clearly stated in your service confirmation

4.2 Payment Terms

Standard payment terms:

• Monthly fees are payable in advance by Direct Debit, standing order, or card payment via our secure payment system (Stripe)
• First month's fee is due upon engagement
• Payment is due on the same date each month thereafter
• Additional project fees (if any) are payable within 14 days of invoice

4.3 Fee Reviews & Increases

We reserve the right to:

• Review fees annually to reflect inflation, increased costs, or regulatory changes
• Adjust fees if your business circumstances change significantly (e.g., turnover increases, complexity increases, employee numbers grow)
• Provide at least 30 days' written notice of any fee increase

If your business moves to a different turnover bracket or requires significantly more work than initially quoted, we will notify you and agree the adjusted fee before proceeding.

4.4 Late Payment

In the event of late payment:

• We reserve the right to charge interest at 5% above Bank of England base rate on overdue amounts under the Late Payment of Commercial Debts (Interest) Act 1998
• We may suspend services if payment is more than 14 days overdue
• We may exercise a lien over documents and information in our possession until fees are paid
• We may cease to act and terminate the engagement with 7 days' notice if payment is more than 30 days overdue

4.5 Expenses & Third-Party Costs

Our fees are exclusive of:

• VAT (added at the prevailing rate where applicable)
• Disbursements (e.g., Companies House filing fees, Land Registry searches, specialist reports)
• Third-party professional fees (e.g., specialist tax advisors, solicitors, valuers)
• Travel expenses for in-person meetings outside Greater London (if requested)

All such costs will be passed to you at cost with your prior agreement.

5. Professional Standards & Ethical Obligations

5.1 ICAEW Regulation

LOYALS is regulated by the Institute of Chartered Accountants in England and Wales (ICAEW). We are bound by:

• ICAEW Code of Ethics and professional standards
• ICAEW Practice Assurance requirements
• Professional Conduct in Relation to Taxation (PCRT) guidance
• Anti-Money Laundering regulations as supervised by ICAEW

You can verify our membership and regulatory status at: https://find.icaew.com

5.2 Professional Independence

We will:

• Act with integrity, objectivity, and professional competence
• Maintain professional independence and avoid conflicts of interest
• Refuse instructions where conflicts exist or professional standards would be compromised
• Notify you immediately if any conflict or independence issue arises

5.3 Professional Judgment

Where tax or accounting treatments are uncertain or involve professional judgment:

• We will discuss options and explain the associated risks
• We will recommend the treatment we consider most appropriate
• The final decision on which treatment to adopt rests with you
• We will document our advice and your decision

5.4 Quality & Standards

We maintain quality through:

• Regular CPD (Continuing Professional Development) to stay current with regulations
• Internal quality control procedures and review processes
• Professional Indemnity Insurance (minimum £1,000,000 cover)
• ICAEW Practice Assurance monitoring visits

6. Confidentiality & Data Protection

6.1 Confidentiality

We will keep all your information confidential except where:

• Required by law or regulation (e.g., AML reporting, court orders)
• Required by our professional body (ICAEW practice assurance reviews)
• You give us explicit written consent to disclose
• Necessary to protect our interests (e.g., defending a negligence claim)

6.2 Data Protection Compliance

We are committed to protecting your personal data in accordance with:

• UK Data Protection Act 2018
• UK General Data Protection Regulation (UK GDPR)
• Privacy and Electronic Communications Regulations (PECR)

Data Controller: LOYALS Accountants & Business Consultants is the data controller for personal data we hold about you.

6.3 How We Use Your Data

We process your personal and business data to:

• Provide accounting, tax, and advisory services
• Comply with legal and regulatory obligations
• Communicate with you about your services
• Send service updates, newsletters, and relevant business information (with your consent)

6.4 Data Sharing

We may share your data with:

• HMRC & Government Bodies: To submit tax returns and statutory filings on your behalf
• Cloud Software Providers: Xero, QuickBooks, etc. (covered by their own privacy policies)
• Payment Processors: Stripe for secure payment processing
• ICAEW: For practice monitoring and quality assurance (anonymized where possible)
• Professional Advisors: Where we refer you to specialists (with your consent)

6.5 Data Retention

We retain your records for:

• Active clients: For the duration of our engagement plus 7 years
• Former clients: Minimum 7 years from end of engagement (longer if required by specific regulations)
• Tax records: Minimum 6 years as required by HMRC

6.6 Your Data Rights

Under UK GDPR, you have the right to:

• Access your personal data
• Rectification of inaccurate data
• Erasure (subject to legal retention requirements)
• Restrict processing
• Data portability
• Object to processing
• Complain to the ICO (Information Commissioner's Office)

To exercise any of these rights, contact us at: kris.nick@loyals.uk

For full details, please refer to our separate Privacy Policy.

7. Anti-Money Laundering (AML) Compliance

7.1 Legal Requirements

As a professional services firm, we are required to comply with:

• The Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017
• Proceeds of Crime Act 2002
• Terrorism Act 2000
• ICAEW Anti-Money Laundering supervision requirements

7.2 Client Due Diligence

Before we can begin work, we must:

• Verify your identity: Using passport, driving licence, or other approved ID
• Verify your address: Using utility bills, bank statements, or other approved documents
• For Companies: Verify directors, shareholders, and beneficial owners (those with >25% ownership or control)
• Source of wealth/funds: Understand the source of significant funds or wealth where relevant

7.3 Ongoing Monitoring

We will:

• Monitor your account and transactions for unusual activity
• Review and update your ID documents periodically
• Ask questions if transactions seem unusual or inconsistent with your business

7.4 Reporting Obligations

We have a legal duty to report suspicious activity to the National Crime Agency (NCA) if we have reasonable grounds to suspect money laundering or terrorist financing. We cannot tell you if we have made such a report (this would constitute "tipping off", which is a criminal offence).

7.5 Limitations on Assistance

We cannot and will not:

• Help you evade tax or launder money
• Assist with arrangements we know or suspect involve proceeds of crime
• Turn a blind eye to suspicious activity

If we become concerned about the propriety of your instructions or activities, we may need to cease acting for you immediately without detailed explanation.

8. Client Money Handling

8.1 Client Bank Account

Where we hold money on your behalf, it will be:

• Held in a designated client bank account, segregated from our firm's funds
• Operated in accordance with ICAEW Client Monies Regulations
• Protected under our professional indemnity insurance

8.2 When We Hold Client Money

We may hold funds on your behalf when:

• Collecting VAT, tax, or other payments for onward transmission to HMRC
• Holding funds to pay suppliers or contractors on your behalf (with your instruction)
• Managing CIS deductions or similar statutory payments

8.3 Fees vs Client Money

Money you pay us for fees in advance is NOT treated as client money – it is our income once received. Only money held in trust for specific purposes (e.g., to pay HMRC) is treated as client money.

8.4 Return of Client Money

We will return money held on your behalf:

• Promptly when no longer required for the intended purpose
• To the account from which it was received (unless you instruct otherwise in writing)
• Within 7 days of your written request (unless we have a valid reason to retain it)

8.5 Unclaimed Client Money

If money remains in our client account for 5+ years and we have been unable to trace you despite reasonable efforts, we may donate those funds to a registered charity. We will retain records of this action.

9. Limitation of Liability & Insurance

9.1 Professional Indemnity Insurance

We maintain Professional Indemnity Insurance as required by ICAEW, with minimum cover of £1,000,000 per claim. Details of our insurer are available on request.

9.2 Limitation of Liability

Our liability to you under this engagement is limited as follows:

• Maximum liability: The lower of £1,000,000 or 3 times the annual fees paid by you in the 12 months preceding the claim
• Time limit: Any claim must be notified to us within 12 months of you becoming aware (or reasonably should have become aware) of the facts giving rise to the claim

9.3 Excluded Liability

We will not be liable for:

• Consequential losses: Loss of profits, business, contracts, anticipated savings, or goodwill (unless directly and solely caused by our proven negligence)
• Information you provide: Losses arising from inaccurate, incomplete, or untimely information you provide
• Your decisions: Decisions you make against our advice or where you have not sought our advice
• Third-party advice: Advice or actions of third-party specialists we refer you to
• HMRC decisions: HMRC's interpretation of tax law, enquiries, or challenges (we will support you but cannot guarantee outcomes)
• Changes in law: Retrospective changes in legislation or case law decided after our advice was given
• Force majeure: Events beyond our reasonable control (pandemic, cyberattack, natural disasters, etc.)

9.4 Advice for Your Use Only

Our advice and services are provided solely for your benefit and may not be:

• Disclosed to any third party without our prior written consent
• Relied upon by any third party
• Used for any purpose other than that for which it was provided

If you wish to share our advice with lenders, investors, or other third parties, please request our consent first. We may require additional safeguards or disclaimers.

9.5 No Guarantee of Outcomes

We cannot and do not guarantee:

• That HMRC will accept our interpretation of tax law
• Specific amounts of tax savings
• Business growth or financial outcomes (for Business Mentor/Growth Programme services)
• That clients you connect with through our network will result in profitable work

We provide professional services using reasonable skill and care, but outcomes depend on many factors outside our control.

10. Intellectual Property & Document Ownership

10.1 Your Documents & Data

You retain ownership of:

• All business records, data, and source documents you provide to us
• Your final statutory accounts once filed and paid for
• Your submitted tax returns once filed and paid for

10.2 Our Work Product

We retain copyright and ownership of:

• All working papers, draft documents, and internal analysis
• Templates, methodologies, and systems we develop
• Any reports, advice documents, or proposals we create (until paid for)

Once you have paid our fees in full, you may use our advice and reports for your intended business purposes.

10.3 Right of Lien

We reserve the right to exercise a lien over all documents and information in our possession until all fees and expenses owed to us are paid in full. This means we may retain:

• Books and records
• Draft and final accounts
• Tax returns awaiting submission
• Correspondence and advice documents

However, we will not exercise this lien if it would cause you to breach a statutory obligation (e.g., we will not prevent you filing a tax return on time).

11. Termination of Engagement

11.1 Termination by You

You may terminate our services by:

• Giving us 30 days' written notice
• Paying all outstanding fees and expenses up to the termination date
• Paying for any work-in-progress on a pro-rata basis

We will provide you with all documents and information to which you are entitled once fees are paid.

11.2 Termination by Us

We may terminate the engagement by giving you 30 days' written notice, or immediately if:

• You fail to pay fees that are more than 30 days overdue
• You fail to provide information or documentation we reasonably require
• You fail to comply with AML identification requirements
• We discover a material conflict of interest
• Professional regulations require us to cease acting
• You engage in illegal activity or ask us to act improperly
• The relationship breaks down irretrievably

11.3 Effects of Termination

Upon termination:

• All fees for completed work become immediately due
• Work-in-progress will be charged on a pro-rata basis
• We will issue a formal disengagement letter
• We will notify HMRC that we have ceased to act (where required)
• We will return your records once all fees are paid
• Our obligations of confidentiality survive termination

11.4 Handover to New Accountant

If you engage a new accountant, we will:

• Cooperate professionally with your new accountant (subject to your authority)
• Provide reasonable assistance to ensure a smooth transition
• Answer professional clearance questions from your new accountant
• Transfer relevant information (once all fees are paid)

This professional handover assistance is provided as a courtesy at no additional charge.

11.5 Inactive Clients

If we have had no contact with you for 12+ months and you have not responded to our attempts to contact you, we may issue a disengagement letter and cease to act. We will give you at least 30 days' notice before doing so.

12. Complaints Procedure

12.1 Our Commitment to Service

We are committed to providing high-quality professional services. If you have any concerns or complaints, we want to hear from you so we can resolve issues quickly.

12.2 How to Complain

Step 1: Contact Us Directly

In the first instance, please contact:

• Kris Nicholas, Managing Director
• Email: kris.nick@loyals.uk
• Phone: 07450 258975
• Post: LOYALS Accountants, 39-41 North Road, London N7 9DP

Please provide:

• Your name and contact details
• Details of your complaint
• What you would like us to do to resolve it
• Any relevant documents or correspondence

12.3 Our Response Process

We will:

• Acknowledge your complaint within 3 working days
• Investigate the matter thoroughly and impartially
• Respond with our findings within 14 working days (or explain if we need more time)
• Work with you to find a satisfactory resolution

12.4 If You Remain Unsatisfied

Step 2: ICAEW Complaint Service

If we cannot resolve your complaint to your satisfaction, you may refer the matter to ICAEW:

• ICAEW Chartered Accountants
• Metropolitan House, 321 Avebury Boulevard, Milton Keynes MK9 2FZ
• Phone: +44 (0)20 7920 8100
• Email: complaints@icaew.com
• Website: www.icaew.com/regulation/complaints

12.5 Independent Dispute Resolution

For complaints related to our services (not professional conduct), you may also use:

• Alternative Dispute Resolution: We are willing to participate in mediation through CEDR or similar services
• Legal Action: You retain the right to take legal action if you believe we have been negligent

13. General Provisions

13.1 Governing Law & Jurisdiction

These Terms and Conditions are governed by the law of England and Wales. Both parties agree that the courts of England and Wales shall have exclusive jurisdiction to resolve any disputes arising from or in connection with these terms or our engagement.

13.2 Communication

We may communicate with you by:

• Email (please keep your email address updated)
• Phone or WhatsApp
• Post to your registered business address
• Secure client portal (where applicable)
• Video call (Zoom, Teams, Google Meet)

You consent to receiving communications electronically. Communications are deemed received:

• Email: Within 24 hours of sending (2 hours during normal business hours)
• Post: 3 business days after posting
• Portal: When uploaded and notification sent

13.3 Changes to Terms

We may update these Terms and Conditions from time to time to reflect:

• Changes in legislation or regulation
• Changes in professional standards or ICAEW requirements
• Changes in our services or business practices

We will give you at least 30 days' notice of any material changes. The updated terms will be published on our website at www.loyals.uk/terms-and-conditions

Continued use of our services after the notice period constitutes acceptance of the updated terms.

13.4 Third-Party Rights

These Terms and Conditions are between you and LOYALS only. No third party has any right to enforce any term under the Contracts (Rights of Third Parties) Act 1999.

13.5 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court, the remaining provisions will continue in full force and effect. The invalid provision will be replaced with a valid provision that most closely achieves the original intent.

13.6 Entire Agreement

These Terms and Conditions, together with your Engagement Letter and any service package confirmation, constitute the entire agreement between us and supersede all prior discussions, correspondence, or agreements.

13.7 Assignment

You may not assign or transfer your rights or obligations under this agreement without our prior written consent. We may assign our rights and obligations to a successor firm or in connection with a business merger or acquisition, provided we notify you in advance.

13.8 Survival

The following provisions survive termination of our engagement:

• Confidentiality obligations
• Payment obligations for fees due
• Limitation of liability
• Data protection obligations
• Intellectual property rights

13.9 Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including:

• Acts of God, natural disasters, extreme weather
• War, terrorism, civil unrest
• Government restrictions, pandemic, public health emergency
• Failure of internet, telecommunications, or power supply
• Cyberattack, hacking, or data breach
• Strikes or industrial action

We will notify you as soon as reasonably possible and work to minimize disruption.

13.10 No Partnership

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and LOYALS. We are independent professional advisors.

14. Contact Information & Company Details

14.1 LOYALS Business Details

14.2 Professional Memberships & Supervision

14.3 Find Us Online

• Google Business Profile: View our profile & reviews
• Facebook: facebook.com/loyalsaccountants
• LinkedIn: linkedin.com/company/loyals-accountants

14.4 Important Links

• Privacy Policy
• Cookie Policy
• Complaints Procedure
• Book a Free Consultation