Terms of Engagement

Takapuna Tax Limited believes in clear communication with clients before and during an engagement.   Whilst we place strong value on old-school relationships built on a handshake, mutual trust and respect, professional standards require us to record the terms of our engagement.

Terms of Engagement     

These Terms of Engagement set out the standard terms on which Takapuna Tax Limited (TTL, we, us, or our) provides services to the client or clients named in the engagement summary, proposal, quote, authority form, or other engagement document (you or your). If a specific proposal, fixed price agreement, or engagement letter contains terms that are inconsistent with these Terms of Engagement, the specific engagement document will prevail to the extent of that inconsistency.

1. Scope of services

Our engagement is limited to the services specifically agreed with you in writing. Unless expressly stated otherwise, our services do not include audit, review, assurance, legal advice, valuation services, or independent verification of information provided by you or by third parties. Any work outside the agreed scope is a separate engagement or additional work and may result in additional fees.

2. Responsibility for your work

We will allocate your work to team members with an appropriate level of skill and experience. Work may be supervised or reviewed by a director, manager, senior accountant, or other suitably experienced staff member depending on the nature, complexity, and risk of the assignment.

3. Your responsibilities

You are responsible for providing us with complete, accurate, and timely information and instructions, and for disclosing all matters relevant to the services we are engaged to perform. We are entitled to rely on information provided by you, or by others on your behalf, unless we have reason to believe that information is materially incorrect, incomplete, or misleading.

4. Reliance on our advice

Our advice is provided solely for your benefit and only for the purpose for which it is given. It must not be relied on by any other person or used for any other purpose without our prior written consent. We are not responsible for losses arising from unauthorised distribution, use, or reliance by third parties.

5. Fees and charging basis

Unless otherwise agreed in writing, our fees are charged on a time-cost basis using the hourly rates applicable to the staff involved in your assignment. We may also provide a quote, estimate, monthly service package, or fixed price agreement. Unless expressly stated to be fixed, any estimate is indicative only and based on assumptions current at the time it is given.

6. Rate reviews

We may review and adjust our hourly rates from time to time. Revised rates will apply from the date notified by us to future work and any ongoing engagement, unless a current fixed fee arrangement or other written agreement states otherwise and will be honored.

7. Disbursements and third-party costs

In addition to our professional fees, you must reimburse disbursements and third-party costs properly incurred in carrying out the engagement. These may include government charges, software charges paid on your behalf, search fees, courier costs, travel, accommodation, parking, and other direct assignment costs.

8. Invoicing and payment

Unless otherwise agreed, we may invoice monthly, at completion of the assignment, or at such other intervals as are appropriate to the work being performed. Our invoices are payable within 14 days of invoice date. We may require progress payments or funds in advance for substantial assignments or out-of-pocket costs.

9. Overdue accounts

If amounts remain unpaid after the due date, we may suspend work, decline to release completed work, cancel credit arrangements, or require payment in advance before further work is undertaken. We may also charge interest on overdue amounts at a reasonable commercial rate notified by us and recover reasonable costs of collection.

10. Fee disputes

If you dispute an invoice, you must notify us promptly in writing, setting out the amount in dispute and the reasons for the dispute. Any undisputed amount remains payable by the due date.

11. Third-party payment arrangements

If a third party agrees to pay our fees on your behalf, you remain primarily responsible for payment unless we expressly agree otherwise in writing.

12. Conflicts of interest

If we become aware of an actual or potential conflict of interest, we will disclose it to the affected parties as soon as reasonably practicable, consider what steps are appropriate to manage the conflict, and, where appropriate, recommend that independent advice be obtained. We may decline to act or cease acting where a conflict cannot be appropriately managed.

13. Confidentiality

Subject to law, regulation, professional obligations, and the terms of this engagement, we will keep confidential information concerning you and your affairs private and will not disclose it to third parties without proper authority. This obligation is subject to any legal duty to disclose, any right to disclose information in defending ourselves in legal or disciplinary proceedings, and any requirement arising under professional review processes.

14. ATAINZ practice review and disciplinary access

As a member of ATAINZ, our practice and files may be subject to practice review, investigation, or disciplinary processes conducted in accordance with ATAINZ rules and professional requirements. If required for those purposes, client files and related information may be made available to ATAINZ, its reviewers, or disciplinary bodies, who are expected to treat that information confidentially.

15. Privacy and use of third-party platforms

In delivering our services, we may use reputable third-party systems and service providers, including cloud accounting, document management, practice management, identity verification, email, workflow, and communications platforms. This may involve personal information being stored or processed by those providers, including outside New Zealand. We take reasonable steps to use providers suitable for professional practice and subject to appropriate privacy and security protections, but no electronic system can be guaranteed completely secure. Our current privacy policy applies to our collection, use, storage, and disclosure of personal information.

16. Electronic communications

You agree that we may communicate with you and provide documents electronically unless you instruct us otherwise in writing. While we take reasonable precautions, electronic communications may be subject to delay, interception, corruption, or unauthorised access. Except to the extent caused by our negligence or breach of law, we are not liable for those risks.

17. Record retention

Unless a longer period is required by law or professional standards, we may retain our engagement files for not less than seven years after the end of the engagement and may then destroy them without further notice. Our working papers remain our property. If you request retrieval, copying, or delivery of archived records, we may charge a reasonable administration fee.

18. Lien and withholding of records

To the extent permitted by law, we may retain records, documents, and other material belonging to you while amounts owing to us remain unpaid, provided that this does not extend to information that must be released by law or by professional obligation.

19. Intellectual property

Unless otherwise agreed in writing, all copyright and other intellectual property rights in our working papers, templates, models, systems, and advice materials remain ours, although you may use final advice and deliverables for the purpose for which they were prepared.

20. Limitation of scope and no ongoing monitoring

We are not responsible for advising on matters outside the agreed scope of services. Unless separately engaged to do so, we are not obliged to update advice previously given to reflect later changes in law, Inland Revenue practice, accounting standards, facts, or circumstances.

21. Limitation of liability

To the maximum extent permitted by law, we are not liable for any indirect, consequential, special, or exemplary loss, or for any loss of profit, revenue, opportunity, or goodwill. We are also not liable for any loss arising from inaccurate, incomplete, misleading, or late information or instructions supplied to us by you or on your behalf. Our total aggregate liability arising in connection with any engagement, whether in contract, tort (including negligence), equity, breach of statutory duty, or otherwise, is limited to two times the fees paid to us for the relevant engagement, unless a different liability cap is expressly stated in the engagement letter.

22. Consumer Guarantees Act

If you acquire our services for the purposes of a business, you agree that the Consumer Guarantees Act 1993 does not apply to the extent permitted by law.

23. Tax advice disclosure and non-disclosure rights

Certain tax advice may be subject to statutory non-disclosure rights or legal professional privilege. If Inland Revenue or another authority seeks access to tax advice or related communications, you should seek advice before making any disclosure, as disclosure to a third party may affect those protections.

24. Personal tax implications for owners, directors, shareholders, trustees and employees

Our engagement for an entity does not automatically extend to advising its owners, directors, shareholders, trustees, beneficiaries, or employees personally. If a matter may have personal tax consequences, separate advice should be sought unless personal advice is expressly included in the agreed services.

25. Client funds and trust account

Takapuna Tax Limited does not operate a trust account and does not receive or hold client funds on behalf of clients, including tax refunds. Any refunds or payments due to you must be paid directly to your own bank account.

26. Termination

You may terminate our engagement at any time by written notice. We may terminate or suspend our engagement on reasonable notice, or immediately where permitted by law, including for non-payment, non-cooperation, loss of trust and confidence, conflict issues, or other good reason. On termination, you remain liable for all fees, disbursements, and costs incurred up to the date of termination.

27. Complaints and dispute resolution

If you have a concern about our service, please raise it with the person responsible for your engagement or with a director of the firm. We will try to resolve concerns promptly and fairly. If the issue remains unresolved and concerns an alleged breach of professional standards, conduct, privacy, confidentiality, competence, or other ethical obligations, you may lodge a complaint with ATAINZ in accordance with its published complaints process. Fee disputes are commercial matters and should be addressed directly with us unless the parties agree to mediation or another dispute resolution process. If another dispute arises that the parties cannot resolve directly, the parties will first attempt to resolve it in good faith and may then refer the matter to mediation before litigation.

28. AML/CFT, FATCA and other legal obligations

We must comply with all laws binding on us, including anti-money laundering, countering financing of terrorism, tax reporting, sanctions, and other regulatory obligations. We may require information and documents relating to identity, beneficial ownership, source of funds, source of wealth, tax residence, and related matters. If required by law, we may decline to act, suspend work, delay or refuse a transaction, or disclose information to a regulator, bank, or other authority without notice to you.

29. General

If any provision of these Terms of Engagement is invalid or unenforceable, the remaining provisions remain in full force. These Terms are governed by New Zealand law. Clauses relating to fees, confidentiality, privacy, liability, intellectual property, lien, trust account matters, and dispute resolution survive termination of the engagement. If there is any conflict between these terms and a specific contract or our engagement letter, then the contract or the engagement letter will have precedence