Terms of Business
Arca Advisory Ltd T/A Arcwells
These terms apply to all engagements accepted by Arca Advisory Ltd trading as Arcwells (“we”, “us”, “our”), unless expressly varied in writing. By instructing us, you (“the client”) agree to these terms.
1. Professional Standards and Regulatory Status
We will provide our services in accordance with applicable professional standards, including the regulations and ethical guidance of the Institute of Chartered Accountants in England and Wales (ICAEW).
Where applicable, we confirm that we are eligible to undertake statutory audit work under the Companies Act 2006.
We are not authorised to carry out reserved legal activities, including non-contentious probate. Any related services (such as estate administration or inheritance tax advice) are outside the scope of probate regulation and do not benefit from associated protections or redress schemes.
2. Commissions and Introductions
We may receive commissions or other benefits where we introduce you to third parties or arrange transactions on your behalf. Where applicable, we will disclose the nature of such arrangements.
Unless otherwise agreed, you consent to us retaining these amounts without any obligation to account to you for them.
3. Fees and Payment
Our fees are determined based on the time spent, the level of expertise required, and the complexity of the work involved.
Work outside the agreed scope will be charged separately.
Invoices are payable within 30 days unless otherwise agreed.
Where we act for a company, trust or other entity, we reserve the right to seek payment from the individual or organisation instructing us if the entity itself does not settle our fees.
To the extent permitted by law, we may retain documents and records relating to your affairs until outstanding fees have been paid.
If our engagement comes to an end, you agree to meet any reasonable costs incurred in transferring information to your new advisers.
4. Record Keeping
You are responsible for maintaining proper records relating to your financial affairs.
Original documents provided to us will be returned following completion of our work. You should retain records for at least seven years, or longer where required by law or in the event of an enquiry.
We may securely destroy documents held by us after an appropriate retention period unless you request otherwise in writing.
5. Confidentiality
We will keep your information confidential, except where disclosure is required by law or professional obligations.
We may act for other clients, including those operating in similar or competing sectors, provided confidentiality is maintained. Where necessary, safeguards such as restricted access or separate teams will be implemented.
We may engage third-party providers or subcontractors to assist in delivering services. All such parties will be subject to appropriate confidentiality obligations.
We may refer to you as a client for general business purposes but will not disclose confidential information.
6. Conflicts of Interest
We may provide services to other clients whose interests differ from or compete with yours, subject to maintaining confidentiality and appropriate safeguards.
If a conflict arises that cannot be effectively managed, we may need to cease acting.
7. Quality Assurance
To maintain high standards, our work may be subject to internal or external review. Any reviewers will be bound by confidentiality requirements.
8. Service and Complaints
We are committed to providing an efficient and professional service.
If you have any concerns, please raise them with your usual contact at Arcwells. If unresolved, the matter may be escalated internally. We will acknowledge complaints promptly and aim to resolve them within a reasonable timeframe.
We reserve the right to terminate our engagement immediately if:
- fees remain unpaid,
- obligations under this agreement are not met, or
- insolvency or similar circumstances arise.
9. Governing Law
These terms are governed by the laws of England and Wales. Any disputes will be subject to the exclusive jurisdiction of the English courts.
If any provision is found to be invalid or unenforceable, the remaining provisions will continue in effect.
10. Changes in Law or Practice
Advice is based on the law and circumstances at the time it is given. We accept no responsibility if advice is relied upon without confirmation following any change in law, practice, or your circumstances.
11. Electronic Communications
Electronic communication carries inherent risks, including potential data corruption or security breaches.
We do not accept liability for issues arising from such risks. If you prefer not to use electronic communication, you should notify us in writing.
We will not change bank details without written confirmation by post.
12. Data Protection
Both parties act as independent data controllers under applicable data protection legislation, including the UK GDPR.
You confirm that any personal data shared with us is provided lawfully and with appropriate authority.
We will process personal data only:
- to provide our services,
- to comply with legal or regulatory obligations, or
- for legitimate business purposes.
We may share data with third parties where necessary, including service providers and regulators, and may transfer data outside the UK where appropriate safeguards are in place.
We maintain appropriate security measures to protect personal data.
We may apply reasonable charges for requests involving significant effort to provide non-personal business data, where permitted by law.
13. Third Party Rights
These terms do not grant any rights to third parties under the Contracts (Rights of Third Parties) Act 1999.
Our advice is provided solely for your use unless otherwise agreed in writing.
14. Identity Verification and Anti-Money Laundering
We are required to comply with anti-money laundering legislation, including verifying the identity of our clients.
We may be unable to act if satisfactory identification is not provided.
We are legally required to report certain matters to authorities and may not be able to discuss such reports with you.
15. International Tax Compliance
Unless specifically agreed, we are not responsible for compliance with international reporting regimes such as FATCA or the Common Reporting Standard.
16. Limitation of Liability
We will perform our services with reasonable care and skill.
Our liability is limited to losses directly resulting from our negligence or wilful default, subject to applicable law.
We are not responsible for losses arising from:
- inaccurate or incomplete information provided to us,
- failure to act on our advice, or
- circumstances beyond our reasonable control.
We do not accept responsibility to third parties.
Nothing in these terms excludes liability where it cannot lawfully be excluded.
17. Intellectual Property
We retain ownership of intellectual property in all materials we produce unless otherwise agreed.
You may use such materials only for the purpose for which they were provided.
18. Professional Indemnity Insurance
We maintain professional indemnity insurance with AXA XL. Details of coverage are available on request.
19. Interpretation
If any provision is held to be unenforceable, the remainder will continue in full force.
Where there is any inconsistency between these terms and an engagement letter, the engagement letter will take precedence.
20. Internal Disputes
If disputes arise within your organisation, we will act in the interests of the entity as a whole and may suspend work until the matter is resolved.
21. Termination
If either party terminates the engagement, we will confirm this in writing and clarify any outstanding responsibilities.
22. Cloud and Third-Party Systems
We may use third-party systems, including cloud-based platforms, to deliver services.
While we take reasonable steps to ensure reliability and security, we are not responsible for interruptions caused by those providers.
23. Correspondence Handling
We may open and process correspondence addressed to you at our address in order to manage your affairs efficiently. Relevant communications may be forwarded to you as appropriate.