Grange Business Partners Terms of Trade
1. Definitions
The following definitions are used in the Client Services Agreement – Engagement Letter
“Agreement” means this Client Services Agreement – Letter of Engagement including the Grange Business Partners terms of Trade.
“Client Services Agreement – Engagement Letter – GBP” means the following definitions which are used in the Client Services Agreement – Engagement Letter and theseTerms of Trade jointly, severally, jointly and severally – all without limitation.
Grange Business Partners is referred to as “GBP”, “us”, “we” or “our”.
GBP is the brand name for the GBP network and for each of the GBP affiliate and / or member firms.
References to “you” or “your” are the persons or entities or trusts or interests who are our exiting and | or proposed clients for the Engagement. You and GBP are collectively referred to as the Parties (“the Parties”) herein as the Parties to the Engagement.
“Client Services Agreement – Engagement Letter” means the letter and enclosures (including these Terms of Trade) sent to you which set out the basis of our contract with you.
“Engagement” means the Services which we provide pursuant to the Client Services Agreement – Engagement Letter.
“Engagement Communication” means a loosely referenced description for ease of reference as between you and us. The Engagement Communication reference includes the Client Services agreement – Engagement Letter and the Grange Business Partners Terms of Trade; all intended to be read in conjunction with each other representing theAgreement. The Agreement may also be referenced loosely as this | the Assignment (“Assignment”) herein.
“GBP” Network means presently:
- Grange Business Partners Trust (ABN 48 834 461 387)
- Grange Business Partners Pty Ltd (ACN 161 046 724)
- Grange Wealth Planning Pty Ltd (ABN 76 137 677 939)
- 389 Services Pty Ltd (ABN 94 604 819 525)
- WIGFile Pty Ltd (ACN 168 931 020)
- 707 Services Pty Ltd (ACN 608 830 351)
and all its future related bodies corporate, trusts and interests.
“Intellectual Property” means intellectual property (“IP”) both of individually or severally or joint and several – tangible and intangible; all together referring to creations of the mind, such as inventions, literary & artistic works, designs, and symbols, names, and images used and contained in GBP the Services provided in commerce, thatgrant exclusive rights by law to their creators and business dealings. These IP assets include types of IP like patents, copyrights, trademarks, and trade secrets, protectingthe exclusive ownership and commercialization of these unique ideas and products and a sub-licence grant of IP use is granted to you on a limited rights basis whilst youremain a retained client of GBP. If Termination of this Engagement occurs, all IP sub-licence grants or grants are revoked on the date of any notice of Termination is published or received by us.
“NOCLAR” means Non-compliance with Laws and Regulations (‘NOCLAR’) which has a material effect on any documents or information that might be required to be provided to a Regulatory Authority 1 (“RA”) [such as but not limited to ATO, ASIC and Ors] following published formal process. NOCLAR may have a professional requirement to make a disclosure to a Regulatory Authority (“RA”) without notice to you. We will although provide advice to you of legally able and permitted by law as a professionalcourtesy. We will follow a formal process which will include advising you of our concerns and, if necessary, seeking legal advice. If we do seek legal advice, we reserve the right to ask you to pay or reimburse us for our reasonable costs. NOCLAR obligations do not require your consent. If we are required to make a disclosure to a RA, you agreeto forever release us from any claim for costs or losses you incur in responding to or dealing with anything that arises from our disclosure.
“Parties” means the Party pr Parties who is address and recorded as the recipient of the Engagement together with GBP collectively.
“Reliance” means the Services which we provide are only able to be relied upon by you, to the exclusion of all and any third-party or third parties as a condition ofproceeding to entering into this Engagement. The Services and all things associated with and allied to the Services are the exclusive property of GBP, except information which you have provided us or is available in the public domain. GBP claim all copyright, moral rights, ownership in this regard as its intellectual property.
“Staff member” means a member of GBP, consultant employee, director, officer, associate, external appointed consultant, representative or agent.
“Third-Party and | or Third- Parties” means anyone and everyone who is not a party to this Engagement.
“Services” means the professional services delivered to you that are the subject of the Client Services Agreement – Engagement Letter. Services for the following are further definable and | or referable for being included | not included for this Engagement as follows;
Accounting and Record-keeping
In undertaking this Engagement, you must generally ensure the following:
- The bookkeeping for all operations and business conducted by you is maintained on a regular In fact, we recommend the bookkeeping and record-keeping tasks be attended to each week.
- Reconciliations for the bank accounts, debtors and creditors are performed at the end of each month for all operations and business conducted by you.
1 A Regulatory Authority is a governmental body established by law to administer and enforce Acts of Parliament and regulations, ensuring compliance with established standards in a particular sector to protect the public interest.
2EP Building | Level 11 | 2 Elizabeth Plaza | North Sydney | NSW | 2060 – PO Box 1871 | North Sydney | NSW | 2059 T: +61 2 9439 1411 | F: +61 2 9439 1496 | www.grangebp.com.au | info@grangebp.com.au | ABN 48 834 461 387
Liability limited by a scheme approved under Professional Standards Legislation
- A stocktake if Inventory (if that applies to you) should be performed during the last weekend in June for all operations and business conducted by you that deals in trading stock.
Taxation Services
In engaging us to provide taxation services, it is important for you to understand the following:
- You are responsible for the accuracy and completeness of the particulars and information provided to us by
- Any advice we provide is only an opinion based on our knowledge of your particular
- You have obligations under the self-assessment regime to keep full and proper records in order to facilitate the preparation of accurate returns.
- We cannot provide taxation services if we find that information on which those Services are to be based contain false or misleading information, oromit material information, and you are not prepared to appropriately amend that
BAS Returns
If a client prepares their own BAS or if we are not retained for the preparation of the BAS or if we are not retained for bookkeeping, then following then applies:
As the BAS returns are prepared quarterly (if applicable) and lodged during the financial year, it is not possible for us to review the correctness of theunderlying financial information as part of the preparation of the BAS return. We can only confirm correctness if an assurance and | or audit engagement is part of the scope of the Engagement.
Therefore, for the BAS returns, we will rely on and process the financial information provided to us without any review of the primary source documents. In doing that, we will make the following specific assumptions:
- The financial information provided to us is
- The financial information correctly states the GST
For example, all input tax credits and GST payable amounts have been correctly recorded your books and records in the general ledger. If you are unsure of the correct position or require advice regarding this, we are able to provide this as work which is outside the scope of this letter and charged as additional services. We are not retained to confirm that your software and books and records are adequate to your needs and circumstances.
You are required and have maintained the necessary supporting documentation to satisfy the ATO for GST purposes. You hold valid tax invoices and adjustment notes for all expenditure incurred by you in respect of which an input tax credit is being claimed. we may request verification for selective tax invoices and adjustment notes on a random basis (for large unusual transactions for legal matters, repairs and maintenance transactions, expenses in the appearance of reportable FBT consideration, cross border transactions and or transfer pricing review and any other random selection that we may require to meet our obligations pursuant to law | regulations and Australian compliance matters as a sample. Again, if you are unsure of the ATO requirements or require advice regarding these documents, we are able to provide this as work which is outside the scope of this letter and charged as additional services.
We although however acknowledge the possibility that, when the periodic financial accounts are prepared, some transactional discrepancies will | might exist between the information disclosed in the BAS returns and in the periodic (verifiable also in the annual financial statements) financial statements.
Should any discrepancies arise, like an inadvertent GST omission we will discuss the need to correct either the BAS returns and/or financial accounts. those this will involve us performing additional Services which will involve work which is outside the scope of this letter and will be charged as additional services.
Your attention is drawn to your obligations for tax compliance and the substantial penalties that apply for an incorrectly prepared BAS.
If you have any queries in respect to this, please contact us for assistance.
Income Tax Returns
If a client (you) prepares their own Income Tax Returns (“ITR”) or if we are not retained for the preparation of the BAS or if we are not retained for bookkeeping, then following then applies:
- As the ITR returns are prepared annually and lodged during the financial year, it is not possible for us to review the correctness of theunderlying financial information as part of the preparation of the any ITR
- We can only confirm correctness if an assurance and | or audit engagement is part of the scope of the
- ITR completion is reliant upon | independent upon correctness only where GBP performs bookkeeping services
- We will not be responsible for reviewing or verifying any financial records or statements provided to it either via manual cashbooks, excel spreadsheets, manual cashbooks or prepared on accounting software not compatible or able to be integrated with Xero and | or MYOB.
- Correct coding or classification of accounts is outside the scope of this
- If assistance is required on how to correctly code, or to review how you currently do so, please discuss this with This will entail workwhich is outside the scope of this Engagement and will be charged as additional Services.
We require and you are obligated to ensure that you have all source documentation available to allow us to analyse the income tax implications of any transaction, if we request to see it. whilst we will not as a matter of course be looking at these documents, the ATO will expect you (and you are required) to have them available before any claim is made in your ITR. We may in some circumstances also request to see source documents if a tax issue is assessed by us as being possibly | potentially | and / or particularly contentious.
It is also expected that, in respect of individual ITR’s, each person will have the necessary documents so as to comply with the substantiation provisions of the Income Tax Assessment Act 1997.
We will specifically advise as to the requirements of the substantiation provisions relating to your ITR and of the necessity to obtain acceptable receipts as specifically required by the legislation. We will not however, be checking that the requirements of the substantiation provisions have been satisfied by you.
This specifically means that we will not be reviewing things like [for example] your log book or any calculations or information you provide us, such as a rental property schedule either prepared by you on a spreadsheet or by a property manager, or your dealings with any claim made for deductibility for items of a capital nature, legal fees claims and maintenance | repairs matters.. If you require assistance in completing a logbook or preparing any calculations or need review for the example indicated herein or any other review you would like us to consider for such work, please discuss this with us. This will entail work which isoutside the scope of this letter and will be charged as additional services.
From time to time, we prepare templates and schedules to assist with the collation of information to complete income tax returns. these will be provided where available free of charge.
The fee for this Service does not cover any inquiries made to us, desk audits, telephone inquiry review and or confirmations, informal requisitions, questionnaires or any investigations or reviews involving us, conducted by the ATO and | or any regulator or statutory authority.
Superannuation
If we have been engaged to attend to the income tax compliance work for your self-managed superannuation fund (“SMSF”) if applicable, this will involve the following:
- Preparation of the SMSF’s accounts for the purposes of the Superannuation Industry (Supervision) Act 1993 (the “SIS” Act).
- Preparation and lodgement of the SMSF annual return. It is important to note that, as part of the regulatory framework for SMSFs, an annual audit of the fund must be undertaken and provided to the trustees of the fund before the SMSF annual return is lodged. Therefore, trustees of the fund must ensure that they provide the fund accounting records to allow these tasks to be completed.
With respect to the annual audit of the SMSF referred to above:
- We will make arrangements for the audit to be undertaken by an external party whereby you will be billed directly and liable for all costs associated with the completion of the audit
- In addition to the basic financial information required to complete these requirements, it is expected that the source documentation will be available to allow us to review, assess and analyse the implications of any superannuation related transaction.
You should also note that the deeds of the fund should be annually reviewed by a superannuation specialist to ensure they continue to comply with the requirements of SIS. Our Engagement does not extend to the provision of such legal advice, trust relevance and general compliance and our fee does not includethis Service. We are happy to recommend the services of a superannuation specialist for this task.
This Service does not cover any inquiries or investigations by the ATO.
Superannuation Advice
Whilst we previously held an Australian Financial Services Licence (“AFSL”) (as an Authorised Representative & a Corporate Authorised Representative) previously we no longer do not hold that from 1 August 2025 and are no longer an authorised representative of any Master Licence holder.
We revoked the AFSL as the corporate compliance costs and changes to the use of products for our client needs, cause for the AFSL to not be cost viable and prohibition to be passed on to our clients economically.
As a result, we are generally prohibited from providing you with any advice, recommendation or opinion that is intended to influence you in making any decision in relation to superannuation (including whether to establish, contribute to or draw benefits from a superannuation fund, or any investment decision by an superannuation trustee), or that could reasonably be regarded as being intended to have such an influence (Financial Advice). However, we are able to provideyou with superannuation advice that is of a factual nature only (e.g., to explain how superannuation rules would apply to you and what options are available to you) providing it is not prohibited by legislation. Where you request us to undertake superannuation-related work (e.g., to arrange for the establishment of a self-managed superannuation fund) or where we consider that may, we will | might be obliged to perform that work in accordance with your instructions, even if we believe those instructions may not be in your best interest.
Where you request Financial Advice concerning superannuation, we will endeavour to assist you in obtaining that advice from an appropriately licensed advisor.Depending on the circumstances, this may | might involve us outsourcing the provision of the Financial Advice (in which case we would seek your priorauthorisation) or in the last resort (which we believe most likely will not be in your best interest [cost prohibitive] referring you to a licenced provider directly.
We retain a number of preferred licensed providers who we have historically and concurrently worked with that will believe will likely meet and exceed your needs of that outsourcing requirement.
No Statutory Financial Audits or Assurance Review are conducted
You and your employees are responsible for the maintenance of the accounting systems and internal controls for all operations and business conducted by you.That includes the keeping and maintenance of all required books of account. We cannot be relied upon to disclose irregularities, including fraud, and other illegal acts and errors that may occur with regard to such matters.
We are not being engaged to conduct a statutory audit | assurance review of the financial records of any or any of your operations and business conducted by you and we will not express an auditor’s opinion | accounting assurance opinion | GBP opinion as to the truth and fairness of the financial statements.
The provision of Services for statutory audit | assurance review of the financial records is available as a Service provision offering by us but will be charged for and addition fees will apply.
Documentation
Before we lodge any returns on your behalf, we will forward the documents to you for approval. We will endeavour to ensure that the returns are lodged by the due dates and will advise you at the beginning of the financial year when documentation should be provided to us.
If you are late in providing information, we will do our best to meet the time limits, but we will not be responsible for any late lodgment penalties or interest charges you may incur.
Services not included in this Engagement – further charges apply.
Our Service and Engagement does not include the preparation of:
- One-off accounts for presentation to your financiers for additional finance and the
- Accountants
- Confirmation of Sophisticated Investor Certificates – Accountants Letter
- Abridged letters of financial verifications requisitioned by an external third
- Notes to the accounts requiring further disclosures that are not usual and specific to your circumstances and reporting obligations.
- Letters of Financial
- Intercompany | Trust | Interests | Reconciliations for your
- Subsequent Event
Compilation of Financial Statements
By engaging us to compile Annual Financial Statements, you acknowledge that:
- the reliability, accuracy and completeness of the accounting records are your responsibility; and
- that you have disclosed to us all material and relevant
Financial Accounts Statement Presentation
If we have been engaged to prepare the Annual Financial Accounts for you the Service includes for clarity: Preparation of:
- a Profit and Loss Statement;
- a Balance Sheet; and
- any Boiler Plate Notes to the Annual Financial
2. Clarification of the term ’Partner’ – use of the term ‘Partner’
We (like many other accounting and audit companies) call the directors of GBP ‘partners’ at times rather than using the legal term “directors”. However, legally they are not partners and do not have joint and several personal liability to you. With the exception of liabilities arising from fraud, all liability to you is the sole responsibility of GBP asitself. You agree that you will not bring any claim in connection with the Engagement or the Services provided against any staff member involved in the performance of theServices. This undertaking may be pleaded at bar at the sole discretion of us.
3. Agreement as between you and us
The following terms and conditions (as varied from time to time) together with the Client Services Agreement – Engagement Letter form the agreement between you and us to the exclusion of any other express or implied term, whether expressed orally or in writing, including any conditions, warranties and representations and shall supersede all previous Client Services Agreements – Engagement Letters or letters of engagement, undertakings, agreements, retainer and | or correspondence.
4. Our Commitment to You and Our Responsibilities to You
Our Commitment to You
We will perform the Services with due care competence and diligence. We will act ethically and in accordance with relevant professional codes of conduct at all times during the course of the Engagement.
We will assign staff members possessing the technical skills and knowledge necessary to ensure work quality and value to the Engagement. If named individuals are notavailable, we will supply substitutes of equivalent quality and experience. We may subcontract portions of the Services to other GBP member firms who may deal with you directly. With your agreement, we may also use third parties in performing our Services.
Regardless, we alone will be responsible to you for the performance of the Services and our other obligations under this Client Services Agreement
– Engagement Letter.
While we alone are responsible for the performance of the Services, you are solely responsible for the work and fees of any third party engaged by you in connection with the Engagement, even if we introduced that party to you.
You will have access to the person managing the Engagement and may enquire on progress at any time. We will keep you informed of progress during the course of undertaking the Engagement and advise you of any issues that could potentially expand the scope of the Engagement or the time required to complete it.
Our Responsibilities
We are authorised by the appropriate governing bodies to provide accounting and taxation services. For the purposes of providing taxation services, Grange BusinessPartners’ tax agent registration number is 28669008. We will advise you of your rights, obligations and options available to you under taxation laws. We may also provide you with advice on the application of taxation laws and changes thereto including, where applicable, any possible penalties and other consequences, to enable you to make an informed decision of the course of action that may be taken. Taxation laws change frequently. All advice will be based on the current law at the time the advice is provided. It is your responsibility to obtain updated advice in relation to actual or proposed transactions entered at a later time. We will act in your best interests at all times, subject to the overriding requirement that we must comply with the law. For example, we would be unable to lodge a tax return for you that we knew to contain a false or misleading statement. Identification of irregularities including fraud or other illegal acts or errors that may exist are not assured as a result of this assignment. Any suchmatters that come to our attention in this regard will be communicated to you. We make no assumption of responsibility for reliance on the documents listed above by anyperson or entity other than yourself and the parties indicated above. The documents shall not be used for any purpose other than the purpose for which they are prepared and, where necessary, they will include a disclaimer to this effect. GBP’s quality control procedures have been established and maintained in accordance with APES 320 –Quality Control for Firms and, as a result, our files may be subject to review under Chartered Accountants Australia and New Zealand (‘CAANZ’) quality control reviewprogram, which monitors compliance with professional standards by its members. By accepting this Agreement, you acknowledge that, if requested, our files relating to this Engagement will be made available under this program. We will advise you if this should occur. At all times however, information acquired by us in relation to your accountingand taxation affairs is subject to strict confidentiality requirements. The same strict confidentiality requirements apply under this program as apply to us as CharteredAccountants and Tax Agents. Acceptance of new clients or engagements may create threats to compliance with fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour, as described in APES110 Code of Ethics for Professional Accountants (the Code). Where we are required to comply with any information that the Courts of competent jurisdiction request, we may be required to do so without first notifying you.
Information We Are Required to Disclose to You
As a Tax Agent, our work for you is performed in accordance with the Tax Agent Services Act 2009. Under this Act, the Tax Agent Services (Code of Professional Conduct) Determination 2024 requires that we make the following disclosures to you: –
- The Tax Practitioner’s Board maintains a register of Tax Agents and BAS You can access and search this register at website https://www.tpb.gov.au/public-register.
- We are obliged to advise you of certain events which may influence your decision to engage us (or continue to engage us) for a Tax Agent Service from 1 July 2022 onward include the following:-
We may engage offshore team members to assist with the preparation of your information. However, all documentation is subject to Peer Review by the Partners of the firm prior to providing them to you for approval.
- We are also obliged to advise you whether there are any conditions attached to our
- There are no current conditions attached to our
- Please refer to the attached fact sheet published by the Tax Practitioners Board summarising your obligations to the Tax Office and your taxpractitioner, and your tax practitioner’s obligations to you, the Tax Practitioners Board and the Tax
This fact sheet is also available at the following website:
Information for clients factsheet – tax agents
- If you have a complaint about our Tax Agent Services, you will need to contact the Partner in the first instance with details of your complaint by email.Your complaint will be investigated by a team member who is independent of the subject matter of the dispute where possible. We will provide you with an email acknowledgement of receipt of your complaint and our understanding of the circumstances. The email will inform you that we will attempt to resolve your complaint within fourteen (14) days and will outline the dispute resolution process.
If you are unhappy with the outcome that we propose to you, you can then make a complaint to the Tax Practitioners Board (TPB) using the link listed above. TheTPB will send you an email to acknowledge the receipt of your complaint and review and risk assess your complaint. If you are unhappy with how the TPB has dealtwith your complaint, the above link includes details about your review rights and who can further assist you.
5. Your Undertaking to Us
To maintain our service level to you and reduce the possibility of cost overruns, you agree to disclose all information relevant to the work being undertaken in a timely manner and with reasonable care. We will not be responsible for delays caused by a delay in providing information. Delays in receiving information may also result in additional fees being charged.
6. Your Responsibility to Us
Your Responsibility to Us – General
You are required to advise us of the last Accounting | Taxation Agent | Advisor engaged for your affairs, prior to seeking our Engagement. You are required to approve and consent to our reasonable enquiries to verify your identity for the purposes of various Australian Legislation & Regulations, in particular the anti-money laundering laws. You must approve any reasonable request from us that we require for any purpose for the Engagement and approve any proposed searches for this Engagement. You must reimburse the cost of these searches as valid disbursements which you agree to pay us. You agree and consent to us conducting procuring mercantile reporting, as required by Accounting Professional and Ethical Standard APES 220 – Taxation Services we make the following statement regarding taxation services:
- The responsibility for the accuracy and completeness of the particulars and information provided by you rests with This includes informing us ofany change in your circumstances and advising us of any subsequent event which may affect the accuracy and completeness of the information provided.
- Any advice given in the course of the above Services is only an opinion based on our knowledge of your particular circumstances and is provided to you on the basis that the advice is tailored to your specific circumstances only.
- As a taxpayer, you have obligations under self-assessment to keep full and proper records in order to facilitate the preparation of accurate returns.
It is your responsibility to make all relevant information available to us in a complete and timely manner. If you do not provide us with all required information in a timely manner, we may not be able to complete your work within the required timeframe and this may result in our inability to lodge your income tax return/s as and when they are due.
We may ask questions regarding the information provided. You are responsible for providing accurate and complete responses to our questions within a reasonable time. Thisshould not be taken as meaning that we will verify the accuracy and completeness of the information provided.
We again remind you that taxation law provides you with safe harbours from penalties for incorrect or late tax returns if you provide ‘all relevant taxation information’ to us in a timely manner.
Failure to discharge the responsibilities described above may mean that you are not eligible for that safe harbour protection.
Your Undertaking to Us – Indemnity and release for GBP benefit
In the course of providing information to GBP, you agree to indemnify and release GBP from any claims arising from any misstatement or omission in any material, information or representation supplied or approved by you.
Any opinions and advice will be provided in writing and addressed to you. All opinions and advice will be based on the information provided by you and if any information provided is not accurate or correct, our advice or opinion may need to be amended. E&OE. Our reports, letters, information, opinions and advice should not be disclosed orused for any purpose other than that for which they were prepared, nor should they be reproduced, referred to in any other document or made available to any third party without our prior written consent. The only exceptions to this requirement are others within your organisation, your professional advisors acting in such capacity or asrequired by law, court order or any regulatory or professional body.
Before, during or after the Engagement, we may supply you with draft or interim advice, reports or presentations, but in such circumstances our written advice or final written report shall take precedence. No reliance should be placed on any oral, draft or interim communications.
You undertake that, if anything occurs after information is provided by you to GBP, to render such information untrue, unfair or misleading, you will promptly notify GBP and, if required by GBP, take all necessary steps to correct any announcement, communication or document issued which contains, refers to or is based upon, such information.
Your Undertaking to Us – Release of GBP # to a third party or third parties without our prior written consent
Where it is envisaged that reports, letters, information, opinions or advice given by us to you will be provided to or used by a third party we reserve the right to agree with you terms regarding such provision, or to require the third party to enter into a direct relationship with us.
Accordingly, neither the Client Services Agreement – Engagement Letter nor any terms we agree with you to allow third parties access to our reports, letters, information or advice are enforceable by a person who is not a party to it, except where expressly provided for in the Client Services Agreement – Engagement Letter. Unless otherwise agreed in writing, we recognise no responsibility whatsoever other than that owed to you as at the date on which our report or other advice is given.
You will not commit us to provide any opinions, certificates or reports to any third party without our prior written consent. Any such consent will be subject to conditions (to be agreed with you and/or the third party) and may include the provision of an indemnity.
Where information that is or may be relevant to our work has been provided to someone at GBP those individuals who are carrying out the work under this Client ServicesAgreement – Engagement Letter, you accept that knowledge of that information will not automatically be imputed to those individuals.
Guarantee for Fee
Personal Guarantee and | or Directors’ Guarantee to pay Fees (“GTPF”): If our Client Services Agreement – Engagement Letter indicates that a GTPF, its intent for definitionsare is follows: Personal Guarantees is you in your personal capacity – All Limited Companies shall be required to have the signatures of Directors of the Company on this Client Services Agreement – Engagement Letter. Should the Company or Companies or any related bodies corporate fail or become insolvent, the Directors whose signature have been obtained will be responsible for any and all indebtedness (including without limitation, any costs of enforcement of any indebtedness) and will be then personallyresponsible for our Fees, Reimbursements and Disbursements. This Guarantee and its construction will be interpreted and governed by the laws of the State of New South Wales. The execution and signature of this Client Services Agreement – Engagement Letter is considered as being executed by the parties, jointly, severally and jointly and severally (all without limitation).
Your Obligation for Accurate and Timely Information Provision
It should be noted at the outset that, as a general proposition and a condition for Engagement, we rely upon our clients to provide us with accurate and timely informationto enable us to properly perform our Engagement obligations. Consequently, any rectifying work performed by us on the basis of incorrect or late information will be work which is outside the scope of this Engagement and will be charged as additional Services.
7. Client Feedback
We are committed to meeting your needs and welcome your feedback on all aspects of our service. To provide your comments, please contact the Engagement Partner, DianeTerzian or the alternate peer review Non-Equity Partner, Alex Colley.
dterzian@grangebp.com.au acolley@grangebp.com.au
8. Confidentiality
General Definition
“Confidential Information” shall mean any confidential information in any form (including any copies and any document which contains, reflects or is derived from Confidential Information) disclosed by you or us to the other party (whether before or after the date of the Client Services Agreement – Engagement Letter). Confidential Information does not include any information that:
- is or subsequently becomes public knowledge (other than as a result of disclosure in breach of these Terms of Trade) or
- was known by the receiving party on a non-confidential basis prior to disclosure; or
- becomes available to the receiving party on a non-confidential basis from a person who is not bound by obligations of confidence; or
- you and we agree in writing is not confidential or may be
Each of us shall keep the other’s Confidential Information confidential and shall not use such Confidential Information except for the purpose of exercising or performing therelevant rights and obligations under the Engagement and shall not disclose any Confidential Information to a third party, except as expressly permitted by this clause. We may disclose your Confidential Information to persons who supply Services in relation to, or connected with, the Engagement, including other entities within the GBP network, on the understanding that they will treat that information as confidential. You and we may disclose Confidential Information as required or allowed for by law or professional standards, or with your express consent.
The Chartered Accountants Australia and New Zealand (“CAANZ”) exercises a quality control program in respect of its members. In the absence of specific direction from youto the contrary, our files, including the files relating to your Engagement, may be selected at random for external review either by one of our associate firms practising underthe names of GBP, by one of our international GBP network firms, or by a nominee of the CAANZ. The same strict confidentiality requirements apply to these external reviews as apply to us.
Further Definitions relative to this Engagement
Obligations from Engagement and whilst we remain engaged by you
We will take all reasonable steps to keep your information confidential, except where:
- There is a legal duty to do
- We need to disclose your information to our service providers (including auditors of client monies if applicable) or regulatory bodies in performing the Services, our professional advisers or insurers or as part of an external peer review from time to Our files may also be subject toreview as part of the quality review program of CAANZ.
By accepting this Engagement, you acknowledge that, if requested, our files relating to this Engagement will be made available under this program.
- We will take reasonable steps to ensure that any such recipient (other than regulatory body) keeps such information confidential on the same basis.
- We provide limited information (but only to the extent reasonably necessary) to potential purchasers (or their professional advisors) of ourpractice but we will take reasonable steps to ensure that any such recipient keeps the disclosed information confidential.
- You authorise us to disclosure your information when we consider it appropriate to further our performance of work for you or when requested bythe relevant party or if we consider it necessary to exercise professional A Chartered Accountant’s entitlement to exercise professional judgment stems from the role as a trusted professional (bound by a Code of Ethics, such as APES 110 Code of Ethics) as anentitlement. You will not object or take any action or complaint when we exercise any professional judgment and will hold us harmless (historically, now or in the future [all without imitation]) unfettered.
- Whilst this entitlement is not absolute, it although requires adherence to fundamental principles like integrity, objectivity, and due care, guiding them to make informed, unbiased decisions in public interest, even when clear answers are unavailable. Where we exercise any professional judgement, we undertake to notify you of such entitlement as a courtesy, if we are legally able.
- We use the information for training purposes, in the development of products or technology, in research or as source material for industry or other benchmarking data or studies.
or
- Where we use the information for training purposes, product or technology development, research or as source material for industry or other benchmarking data or studies, the identity of any individual or entity to which such information relates will not be identifiable from the output of the activity for which the information is to be used or
- You give us permission to disclose the
Obligations for Engagement after our Engagement ends
We will continue take all reasonable steps to keep your information confidential, except where Confidentiality after our Engagement ends for our own exclusive compliance obligations.
Therefore,
- We may retain your information during and after our Engagement to comply with our legal requirements or as part of our regular IT back-up and archiving practices.
- We will continue to hold such information confidentially, as required by law you acknowledge that we are obliged to keep proper records and your information, as prescribed by law.
9. Business Process Outsourcing – Third Parties – Offshore
BPO Outsourcing Model – General
We utilise the Services of third parties [presently] in international countries including India, North America, the Philippines and Vietnam for data processing. To perform this Service, we provide these third parties with access to your data to the extent that it is required to perform this Service for your affairs. Where any additional jurisdictions are relevant to any of our clients, these will be advised by separate notice in the future. We have chosen to use this Business Process Outsourcing (‘BPO’) model (as has muchof the accounting industry generally) to minimise our costs to you. Historically, these costs have been absorbed by our business when undertaken primarily in Australia. If youobject to this cost benefit (which we pass on to you) for work completed in international countries, please revert back to us by return. Our Engagement and fee proposal for this Engagement, has been prepared on the basis of BPO use to procure a benefit for you, which if objected to will arrive at the Fees indicated for this Engagement to be increased.
BPO Best Practice.
As a confirmation, we take pre-cautions and enforce controls that are in accordance with ISO Certifications globally recognized as ‘stamps’ of approval [that confirm our Policies] for:
- Products, processes, systems, or services that meet specific International Organization for Standardization (‘ISO’) standards These certifications are issued by independent, accredited third-party bodies, not ISO itself.
- Common Certifications include ISO 9001 for quality management, ISO 14001 for environmental management, and ISO 27001 for information security, helping businesses enhance credibility, improve efficiency, and open new opportunities.
- GBP maintain and procure relevant insurances for the use of any BPO model and for any offshore Services of third
10. Cloud Computing – Not an Outsourced Service – rather an accredited Provider(s) for Provisioning
We utilise the below industry accredited Cloud Computing providers and may select, terminate, not further use, engage new Provider(s) [from time to time] as necessary and applicable to your circumstances and record keeping procedures
Presently these are disclosed (as follows) but may change during the course of the Engagement with you;
| Accredited Provider(s) | Data Centre Locations |
| Xero | United States |
| MYOB | North Ryde |
| Super Mate | Brisbane, Sydney |
| Dropbox | United States |
| My Workpapers | Sydney |
| Hubdoc | United States |
| Adobe
NowInfinityATOMate |
United States
AustraliaUnited States |
11. Privacy Policy
General Definition.
At all times GBP is committed to protecting your privacy. Any personal information held by GBP for financial, accounting, audit, education or general mailing purposes will only be used by GBP to support your relationship with us, and to ensure you receive the most appropriate range of information and Services. GBP’s Privacy Policy is available upon request and can be found on our website: www.grangebp.com.au.
We will collect personal and other information about you in connection with the Engagement and may share that information between GBP member firms or disclose the information to third parties where we consider it necessary to provide the Services or where we are required to do so by law.
We may also obtain a credit report or credit reference from a credit reporting agency in relation to you. We may conduct other relevant searches and reports that may be available from statutory and government regulated bodies without reference to you.
Unless you inform us otherwise, by engaging us, you consent to the collection and disclosure of personal information on these terms and to us obtaining a credit report on you if we decide it is appropriate to do so.
Further Definitions relative to this Engagement
We are bound by ethics and law to protect your privacy and uphold confidentiality. We collect and use that personal information for the purposes of providing the Services described in the Client Services Agreement – Engagement Letter to you and we will comply with the Privacy Act 1988 (Cth) when processing that personal information.
You have the right to choose not to provide us with your personal information, however that may mean that we are unable to provide you with our Services.
12. Non-compliance with Laws and Regulations
During the performance of our work under this Engagement, we may detect or discover or a transaction that is considered to constitute a NOCLAR reporting obligation.
13. New Conditions and Tax Practitioner Obligations for Tax Advice Documented in Writing
From 1 July 2025, new rules apply for a Registered Tax Agent or BAS Agent pursuant to the Tax Agent Services Act 2009 (‘TASA’) legislation that prescribes | compels the need for Tax Advice relating to client to be documented in writing. That means a prohibition exists for the provision of any off-the-cuff advice over the phone or in casual conversations.
The new TASA legislation is part of a broader push to raise professional standards across the accounting industry together with mandatory compliance for adopting appropriate standards of professional and ethical conduct for the provision of tax practitioner Services.
We are obliged to disclose and draw your attention to new TASA legislation specifically for relevance, generally as follows:
Registered Tax Agents and | or BAS Agents (defined pursuant to the Tax Agent Services Act 2009 (‘TASA’)) is administer by the Tax Practitioners Board (‘TPB’). The TPB is a national body responsible for the registration and regulation of Tax Agents and BAS Agents (collectively referred to as taxpractitioners (‘tax practitioners‘ | ‘TP’). The TPB is also responsible for ensuring compliance with the Tax Agent Services Act 2009 (TASA),including the Code of Professional Conduct (‘Code’).The TPB view of how the laws they administer apply to TP and the wider community, are summarised as follows: –
These products| documents (amongst other) include:
- proposed guidelines;
- legislated guidelines;
- explanatory papers;
- information sheets; and
- practice
For information on the purpose of these types of documents, refer to Guide to TASA information products.
TPB Explanatory papers (‘TPB(EP)’) provide a detailed explanation of the interpretation of the Tax Agent Services Act 2009 (TASA) and associated legislation, and variousprofessional standards and obligations for TP compliance. TPB(EP) translate the legal provisions in the TASA into practical principles to be applied by the profession and are represented as foundation documents (‘FD’).
As FD’s the TPB(EP) public domain presentations are stated to be designed to assist TP, relevant institutions, professional associations, potential registrants and the wider community to understand the factors that provide the basis for the TPB approach to the application of the TASA and associated legislation.
See:
• View Explanatory papers
Our website disclosure for the TASA | TPB compliance follows:
14. Losses from Unauthorised Cyber-Activity
We will take all reasonable precautions to ensure that any electronic data that contains your private information is securely stored and that any email transmissions are protected and are not able to be intercepted by third parties. However, we cannot be held liable for any loss that you might incur as a consequence of any third-party intervention that accesses, procures or copies any data that contains your private information from any medium or device we use to store or transmit such information.
In the event that, despite us having taken reasonable precautions to securely store your private information if you suffer any losses arising from unauthorised cyber-activity, you agree to forever release us from any claim for your losses.
15. Conflicts of Interest
We may act for clients who may compete with or, more rarely, may be involved in business with you. Naturally, we will continue to represent those clients or new clients. Wewill use all reasonable endeavours to ensure that any conflicts will not impact on your affairs. If we believe an identified conflict will impact or does impact your affairs, wewill report these to you as soon as reasonably possible after we become aware of them. You acknowledge that such events will not give rise to claims against us other than in exceptional circumstances.
16. Publicity
We may wish to obtain publicity for work undertaken on behalf of clients. Permission to attribute work for a client publicly will always be obtained in advance.
Notwithstanding this condition, we assume the right to use references and company logos in proposals or other similar submissions made to other prospective clients, unless you expressly prohibit such disclosure.
17. Limitation of Liability
Our liability is limited by a scheme approved under Professional Standards Legislation. Further information on the scheme is available from the Professional Standards Council’s website https://www.psc.gov.au/.
Notwithstanding the above, we undertake to ensure that we have the necessary professional indemnity insurance in place during the course of our Engagement with you under this Agreement.
18. Indemnities
You agree to indemnify and hold harmless GBP against any and all losses, claims, costs (including legal costs), expenses, actions, demands, damages, liabilities or any other proceedings whatsoever incurred by GBP in respect of any claim by a third party arising from or connected to any breach by you of your obligations under this Client ServicesAgreement – Engagement Letter for any expenses, actions, demands, damages, liabilities or any other proceedings arising out of reliance on any information provided by you or any of your representatives, which is false, misleading or incomplete.
You agree to indemnify and hold harmless GBP, GBP’s officers and directors, GBP’s staff, GBP’s employees and GBP’s contractors and any and all representatives of GBP in anycapacity whatsoever without limitation from any such liabilities we may have to you or any third party as a result of reliance by GBP on any information provided by you or any of your representatives which is false, misleading or incomplete.
19. Email Communication
As part of our client service we may and usually will communicate with you and with others on your behalf, by email. Email sent without encryption can be intercepted and may be read by a third party. There is also a risk that email may not be delivered or, if delivered, not read by the addressee in good time. To the extent permitted under the law, we shall not be responsible to you nor liable to any person for any loss or damage, including special or consequential damage, whether arising in contract or innegligence, which may arise from or in relation to the use of email, including without limitation, any unintended receipt or interception of an email message.
Subject to the limitations imposed upon companies by the law, you also agree to indemnify and hold harmless us and our successors and assigns from and against any and all liabilities, damages, losses, costs and expenses (including reasonable legal fees) which may arise from the use of email in our communication with you or the communication we undertake in the course of carrying out your instructions.
You agree to co-operate with all reasonable requests we may make to implement secure email.
20. Newsletter | Marketing | Acceptance for GBP being published to you.
GBP publish periodic Newsletters and Client Information Generalist Updates (not advice – not personal financial or investment advice or advice that any party can rely upon without GBP express consent) & Press Releases for industry relevant topical matters (‘Communications”).
These Communications are provided to you as part of the Engagement with GBP, albeit not able to be relied upon and are generally recorded in the GBP website as News. Seehttps://grangebp.com.au/newsfeed/. The website disclaimer refers. See https://grangebp.com.au/disclaimer/. You agree to receive the Communications pursuant to your agreement and execution Client Services Agreement – Engagement Letter. Your consent is express, inferred or both express and inferred (all without limitation) for matters of GBP Communications to you.
Unless you notify us to the contrary and ‘opt out’ if you do not wish to receive any Communications of this type for Communications are not objectionable by you.
GBP Communications are in accordance with the Australian Communications and Media Authority (“ADMA”) guidelines for GBP Communications primarily found in their Spam Regulations 2021 and content for eDM best practices,
You undertake to not make any Complaint, before referring to us for resolution.
21. Occupational Health and Safety
As an employer concerned with the welfare of staff, we ensure that GBP provides a safe workplace in accordance with occupational health and safety and / or OHS&R requirements.
In the event that GBP staffs are required to visit your premises, it is on the basis that you comply with all occupational health and safety standards. During such times, you will be responsible for providing a safe place of work and for ensuring that our staff are properly instructed and directed so as to ensure their personal safety, particularly in situations that may be unusually hazardous or peculiar to the environment in which they are working.
Any visiting GBP staff will be required to leave your premises if in their assessment, there is a hazard that endangers their well-being and that hazard cannot be remedied immediately.
22. Non-Solicitation of Personnel
You will not solicit the Services of any staff member with whom you have had dealings in connection with the Engagement during the 12 months immediately prior to your approach (except where the staff member responds directly to a legitimate general recruitment campaign, which does not include simply advertising the position on Seek or an equivalent employment website, designed to avoid this Non Solicitation undertaking). In the event that any of our staff who have worked on your Engagement leave us to join you (other than in response to a general recruitment campaign), we reserve the right to charge you aplacement fee of 20% of their gross annual salary package as partial compensation for the loss of their Services to GBP.
23. Document Retention
You agree that we shall have the right to retain copies of documents relating to the Engagement after the Engagement has ended. Our document retention policies are in accordance with Australian statutory requirements as follows:
- Meeting of members and Directors – five years from the date of the last
- Financial records and audit files – seven years after the date of the Directors’ report or, where an audit has been conducted, the auditor’s
- Taxation records – five years after the date on which they were prepared or
- Superannuation Fund records – ten years after the auditor concludes the audit or review of the financial
Thereafter, unless separate arrangements have been made, we may destroy or erase the documents or papers without reference to you.
All documents and records created and/or produced by us during the course of our Engagement (except where provided by law) and documents addressed to us are the property of GBP. GBP in every respect claims Copyright in that regard.
24. Goods and Services Tax (GST)
Our fees are quoted exclusive of GST. To the extent that we consider that the supply we make is subject to GST, GST will be charged in addition to the fee quoted and is payable at the same time and in the same manner as the fee quoted.
We will also charge GST on any expenses and/or disbursements that we incur in relation to this Engagement, except to the extent that we incur them as agent on your behalf.If we incur any expenses and/or disbursements as your agent on your behalf, we will charge you the GST inclusive expenses and/or disbursements and we will provide you with sufficient information to enable you to claim an input tax credit (if applicable).
25. Fees
Our fees will generally be billed as work progresses. Unless a fixed fee has been provided, our Fees are based on the time required by the individuals assigned to theEngagement plus out of pocket expenses including (but not limited to) travel, meals and accommodation reasonably incurred by us when acting for you. Individual hourly rates vary according to the degree of responsibility involved and the experience and skill required. Unless our Client Services Agreement – Engagement Letter agreesotherwise, we may agree a fixed fee arrangement that will involve agreed time payment arrangements for those on the terms noting this exception.
If we provide you with an estimate of costs, it is based on the scope of work expected at that time. If the scope of work is incorrect or varies, or the extent of work is greater than expected, then we will provide you with a revised estimate amount in advance to cover expenses or to provide security for our charges.
Settlement of all invoices is in accordance with our normal Terms of Payment described below.
Any accounting or other Services which we may provide from time to time at your request are distinct from our function as auditors.
If the Engagement relates to Services to be provided to two or more persons, each of those persons and their related entities are jointly, severally, jointly and severally (all without limitation) liable to pay our Fees.
(a) Terms of Payment – Without a Direct Debit obligation for Non-Fixed Fees | Formation Costs.
Our terms for payment are 14 days from the date of our fee invoice. Any queries relating to our fee invoice must be raised within 7 days from the date of the fee invoice. We may charge interest on the amount payable under each fee invoice that is not paid within 14 days of the date of the fee invoice. Interest will be calculated on the dailybalance which is unpaid from time to time until the date of payment, the rate being the maximum rate charged by overdrafts in excess of $100,000.
You may be required, at GBP’s absolute discretion, to pay on a full indemnity basis any, or part of GBP’s costs and expenses associated with ensuring payment of any debtdue by you to GBP, including, but not limited to, commission and Fees payable to a mercantile collection agency, solicitor, or the like.
We will direct our fee invoices to the persons or entities to which / whom the Client Services Agreement – Engagement Letter is addressed. However, if instructions are received from persons or entities other than the persons or entities to whom the Client Services Agreement – Engagement Letter is addressed and our fee invoices are not paid within the time provided, we may recover payment of invoices from any persons or entities from whom instructions are received on the basis that such instructing persons or entities are jointly, severally and jointly and severally (all without limitation) liable for the payment of our Fees.
If at any time a payment is not made as required, we may suspend all further Services until we receive payment or acceptable alternative arrangements are made.Alternatively, while Services are suspended, we may stop acting in the matter.
If we do stop acting because of non-payment of our fee invoices, all our fee invoices up to that date must be paid.
Until our fee invoices are paid in full, we may and usually will retain your documents, records and other property in our possession. We may report your default to a credit reporting provider.
(b) Terms of Payment – With a Direct Debit Obligation – Fixed Fees.
If a Direct Debit Obligation is agreed and included in the Client Services Agreement – Engagement Letter, then those terms are the agreed arrangements accepted by you and are in addition to the rights enumerated above, as an agreed mechanism for payment of our fees.
The Direct Debt Authority will be an irrevocable authority (instruction) to your bank | financial institution (“DDAIA”) of a period of 12 Months reviewable annually. We agreeto your DDAIA be varied and revoked (cancelled) by mutual consent for any Termination and the DDAIA be varied for any period calculated as 12 Months less previous months paid up to the date of Termination for clarity.
26. Termination
With the exception of any Engagement where termination rules are prescribed by legislation or professional obligations, or where either of us become the subject of insolvency proceedings or calls any meeting of its creditors (in which case we each may terminate without notice), the Engagement may be terminated by you or us upon theexpiry of 14 days written notice to the other. Notice will be deemed served 24 hours after the notice has been sent. We will be entitled to receive payments for all time and costs incurred up to the date of termination, including for time and our Engagement to a close in a prompt and orderly manner. We will make every reasonable effort to keepexpenditure for this purpose to a minimum.
If we have grounds to suspect that it would be unlawful (under the laws of any part of Australia or under the laws of the jurisdiction where the relevant act would take place) to undertake all or part of the Engagement, we may without notice and at our unfettered discretion, delay all of the Engagement, delay part of the Engagement or terminate the Engagement.
27. Dispute Resolution
If a dispute arises between you and us in connection with the Engagement, before commencing legal proceedings, all parties will attempt to resolve the dispute in good faithby negotiation. All parties agree to ensure that appropriately senior personnel are available for the purpose of the negotiations.
28. Force Majeure
We will not be liable for any delays or failures in performance or breach of contract due to events or circumstances beyond our reasonable control, including acts of God, war, acts by governments and regulators, acts of terrorism, accident, fire, flood or storm or civil disturbance.
29. Severability
In the event that any part of these Terms of Trade and the Client Services Agreement – Engagement Letter of which they form part is held to be invalid or unenforceable, the remainder will continue in full force and effect.
30. Governing Law and Jurisdiction
These Terms of Trade and the Client Services Agreement – Engagement Letter of which they form part shall be governed by and interpreted in accordance with the laws of the state or territory of the GBP member firm shown on the letterhead of the Client Services Agreement – Engagement Letter.
The courts of that state or territory shall have exclusive jurisdiction to settle any dispute which may arise in connection with the Client Services Agreement – Engagement Letter and/or the Services.
31. Future Changes to GBP Terms and Conditions
These Terms of Trade and the Client Services Agreement – Engagement Letter of which they form part may be changed and will change where legislation requires the adoption of commercial law, amongst other things.
GBP Reserves the unfettered right to change its terms and conditions, provided proper notice of not less than 14 days has been communicated to you. This will then changethe Client Services Agreement – Engagement Letter and /or the Services provision, which is the subject of renewed Terms and Conditions.






