This information is also available in PDF which includes a cancellation form.
SB Consulting Limited (hereinafter, “SBC” “we” or “us” as the context requires) is a company registered in England, with the registration number 4436583.
These terms will apply to all matters on which we are engaged by the client and will be incorporated by reference in the letter of engagement between SBC and the client (hereinafter, “you” as the context requires).
2. Our engagement
We will send the client a letter of engagement confirming your instructions to us. An engagement will be only by the client(s) named in the letter, even if another party is responsible for paying, or has agreed to pay, our fees.
You acknowledge that SBC has not provided or agreed to provide to you any legal advice concerning these terms, nor the terms of any letter of engagement. Our advice and services are provided by, and are the responsibility of, SBC rather than any individual officer, employee or agent of SBC, and any liability for any such advice or services is solely that of SBC.
3. Our fees
The basis on which our fees are charged depends on the nature of the services to be undertaken for the client.
Where our work involves a particular task requiring a reasonably predictable amount of time and expertise, we will charge a fixed fee for the task concerned.
At the request of the client, we will consider, where permitted by law and our professional regulations, the undertaking of work for a contingency fee payable upon achieving a successful outcome.
In all other circumstances, our fees will be based on the amount of time necessarily spent by the directors and professional staff dealing in working for the client. Such time will include, but not be limited to: meetings; travelling time; research; considering and working on letters and reports; written or electronic correspondence; and telephone calls.
Our current standard hourly rates of charge are as follows:
We will, where appropriate, provide an estimate of charges for a particular task or project. An estimate is not, however, a fixed fee and an estimate will not constitute a promise or agreement that we will render services within a specific timeframe or for a fixed amount of charge.
In certain circumstances, being, most typically, where we are asked to undertake work at short notice, we will charge a premium. The premium rate will be agreed in advance of the work being performed.
All quotes or estimates of fees are valid for two months unless agreed otherwise.
All fees are exclusive of VAT, which will be added to our invoices when appropriate. The SBC VAT registration number is GB 714 6326 47.
We are remunerated solely by the client and on the basis herein described.
Where our work on behalf of the client involves the payment by any third parties to us of a commission, introductory fee or similar monetary reward, the receipt will belong to the client and will be paid by us to the client, subject only to a retention in respect of any sums due to us.
5. Client monies
From time to time, by agreement with the client, we may hold monies belonging to the client. All such monies will be held on a designated client account, with such monies being entirely separate to the funds of SBC.
Unless otherwise agreed, SBC will not be accountable to the client for any interest earned on monies held on the SBC client account.
We do not charge for photocopying, couriers, postage, and similar items. We do, however, charge for such matters as travel and accommodation costs. Where such disbursements are relevant, we reserve the right to be put in funds before the disbursement is incurred.
7. Payments on account
It is our normal practice to ask clients for payments on account of fees wherever this appears to us to be appropriate and our right to ask for such payments is a condition of our engagement. We, therefore, reserve the right to suspend work for you or to terminate our engagement in the event that any request for a payment on account is not met promptly.
We will deliver invoices at regular intervals, normally on a quarterly basis, or upon completion of a particular project. Our invoices are payable within 14 days of presentation. We will, at our discretion, exercise our statutory right to charge interest in accordance with the Late Payment Commercial Debts (Interest) Act 1998 (as amended).
In the event of an invoice not being settled within our payment terms, we reserve the right to suspend work for you or to terminate our engagement and, in either case, we shall be entitled to payment in full of all sums in respect of work carried up to the date of suspension or termination.
Except where otherwise agreed, you may terminate our engagement at any time, either generally or in respect of any particular matter. We reserve a corresponding right to terminate the engagement upon reasonable notice being given to you.
Termination by either party is to be in writing.
10. Electronic communications
Unless circumstances demand otherwise, our preferred method of communication with you, or your agents, is by electronic mail (“email”).
We take reasonable care in screening our emails and any attachments for viruses prior to transmission. However, it is the responsibility of the recipient to ensure that emails are virus free and we accept no responsibility for any loss or damage arising in any way from its use.
11. Files and other records
We normally keep our papers for up to six years after the completion of the matter to which they relate. Our files will contain papers and documents by law belonging to you and papers and documents by law belonging to us. Unless otherwise agreed, papers and documents by law belonging to you will be destroyed when we destroy those belonging to us. We make no charge for the storage of records but reserve the right to charge for the retrieval of records from our archives.
12. Limitation of liability
SBC maintains a policy of professional indemnity insurance providing cover of £2M in respect of each and every claim. Unless otherwise agreed in writing, it is a condition of the engagement that you agree to limit any claims to not more than £2M, whether arising in contract, tort or by any other means. A copy of our current policy, issued by Barbican Protect Ltd, is available upon request from either of the directors listed at paragraph 15 below.
Nothing in these terms shall exclude, restrict (or prevent a claim being brought in respect of) any liability arising from dishonesty, fraud or any other liability which cannot be excluded or limited under English law.
13. Third parties
Unless otherwise agreed in writing, no rights or benefits arising from our engagement shall accrue to third parties, whether under the Contracts (Rights of Third Parties) Act 1999 or by other means.
14. Professional bodies
Our directors and employees belong variously to: the Chartered Institute of Taxation; the Society of Trust and Estate Practitioners; the International Tax Planning Association; and other professional bodies. We are bound to act in accordance with the professional regulations and bye-laws issued, from time to time, by these bodies and are subject to the disciplinary procedures of such bodies.
Where our directors or employees are solicitors or barristers, they do not practise as such and neither SBC nor the individuals concerned provide reserved legal activities, as defined by the Legal Services Act 2007, e.g. the conduct of litigation, or representation in the High Court.
15. Complaints procedure
We are committed to providing you with a high quality service that is both efficient and effective. However, should there be any cause for complaint in relation to any aspect of our service, your complaint should be made to either of the following SBC directors:
We will look into any complaint promptly and carefully and take all reasonable steps to put it right. If you remain unsatisfied you should refer your complaint to the Chartered Institute of Taxation, at Artillery House, 11-19 Artillery Row, London SW1P 1RT.
16. Confidentiality and Data Protection
We are subject to a duty to keep confidential all information which we hold concerning you and your affairs, and which is confidential to you, except where the law compels disclosure by us. You agree that, where we consider it necessary, we can disclose your confidential information to our professional bodies, our indemnity insurers and to other professional advisers engaged by you. SBC is a registered Data Controller, with the registration number Z7733507.
As a professional firm providing tax advice, accounting, company and trustee services, we are subject to the anti-money laundering legislation found in the Proceeds of Crime Act 2002, Terrorism Act 2006, and The Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017.
This legislation requires that we obtain and hold identification for any person to whom we provide advice or other professional services.
Where the client is instructing us in their personal capacity we are required to obtain identification for that individual. Where the client is instructing us on behalf a company, a limited liability partnership, or a trust, we are obliged to obtain identification for not only the immediate client but for all other persons who are entitled to more than 25% beneficial ownership of the company etc., in respect of which our services are being provided.
Where the client is instructing us in their capacity as a regulated intermediary, we will, at our discretion, rely on the identification and assessment procedures undertaken by the intermediary in respect of their own client.
Identification can be supplied to us either a) by providing us with sight of the originals or b) by providing us with photocopies (certified by another regulated person, such as a lawyer or accountant), of any two items from the following list:
•Full UK driver’s license
•Home utility bill (gas, electricity, rates) – not more than 6 months old
•EU national identity card
•Armed Forces Identity card
•Photo student identification
•NHS medical card (for persons 20 years old and under)
•Birth certificate (for persons 20 years old and under)
•HM Revenue & Customs tax notification
•Firearms or shotgun certificate
•National Insurance card
For non-UK based clients, we will consider alternative forms of identification.
In all instances, it is entirely at the discretion of SBC to determine whether the forms of identification are satisfactory.
No work will be undertaken by SBC on behalf of the client until the anti-money laundering compliance procedures have been met.
18. Law and jurisdiction
All contracts between SBC and clients are governed by the laws of England. It is a term of our engagement that any claim made against SBC, or any director or employee of SBC, must be made in the courts of England which will have exclusive jurisdiction in the matter.
Our directors and employees will be entitled to enforce these terms and the terms in an engagement letter, but no other person shall be entitled to enforce the terms of our agreement with you under the Contracts (Rights of Third Parties) Act 1999, or otherwise. You and we may agree to vary or rescind any terms of our agreement without the consent of any third party.
In the event of inconsistency between an engagement letter and these terms, the engagement letter shall prevail.
We may assign the benefit of or transfer our engagement to any business entity which carries on the business of SBC in succession to us. You will accept the performance by such assignee or transferee in substitution for performance by us. Reference in these terms (other than this paragraph) and in an engagement letter to SBC shall include any such assignee or transferee. Subject to the above provisions of this paragraph, neither you nor we shall have the right to assign or transfer the benefit, nor burden, of our engagement without the written consent of the other party.
From time to time, we may consider it necessary or appropriate to amend or supersede these terms by new terms, in which case we will notify you of any changes and, unless we hear from you to the contrary within 28 days of such notification, the amendments or new terms will take effect from the end of that period.
You have the right to cancel this contract within 14 days without giving any reason. The cancellation period will expire after 14 days from the day you engage us. To exercise the right to cancel, you must inform us of your decision to cancel this contract by a clear statement in writing, sent by post, fax or email. You may use the model cancellation form in this PDF, but it is not obligatory. To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.
If you cancel this contract, we will reimburse to you all payments received from you. We will make the reimbursement without undue delay, and not later than 14 days after the day on which we are informed about your decision to cancel this contract. We will make the reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.
If you requested us to begin the performance of services during the cancellation period, you shall pay us an amount which is in proportion to what has been performed until you have communicated us your cancellation from this contract, in comparison with the full coverage of the contract.