Standard Terms and Conditions of Business

These Standard Terms and Conditions form part of every engagement between I Sumar & Co Ltd ("we", "us", "our" or "the Firm") and the client named in the relevant Letter of Engagement ("you" or "the Client"). They must be read with the Letter of Engagement, the Service Schedules selected for the engagement and our Privacy Notice. Where consumer cancellation rights apply, the Consumer Cancellation Notice is additional onboarding information. IMPORTANT REGULATORY STATUS I Sumar & Co Ltd is supervised by HM Revenue & Customs (HMRC) for anti-money-laundering purposes under the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 ("MLR 2017"). Our AML supervision reference is XSML00000151117. HMRC is our sole AML supervisory body. We do not claim membership of, affiliation with, or supervision by any professional accountancy or tax body. References to Companies House, the Information Commissioner, the National Crime Agency, courts, tribunals, the CIC Regulator or a charity regulator describe statutory functions only and do not imply professional-body supervision of the Firm. 1. SCOPE AND INTERPRETATION 1.1 Our services are limited to those expressly set out in the Letter of Engagement and the Service Schedules selected for you. Anything else is outside scope unless separately agreed in writing. 1.2 References to legislation include amendments, replacements and subordinate legislation in force from time to time. If a legal or filing rule changes, the current law takes precedence over an earlier description in this pack. 1.3 Where an entity is the Client, we act for that entity only. We do not act for its directors, shareholders, members, partners, employees, beneficial owners, connected persons or family members personally unless a separate personal engagement is issued to that person. 1.4 Holding identity, AML, Companies House or contact information about a person connected with an entity client does not make that person our client. Our Non-Client Person AML and Privacy Notice explains that separate position. 2. OUR RESPONSIBILITIES 2.1 We will perform the agreed services with reasonable care and skill and in accordance with applicable law and HMRC requirements relevant to our work. 2.2 We may allocate work to suitably competent employees or contractors and may use software, automation and artificial-intelligence tools under human supervision. We remain responsible for work issued by the Firm. 2.3 We do not audit or independently verify information unless a Service Schedule expressly says otherwise. Our work is prepared from the records and explanations supplied to us and from information we are entitled reasonably to use. 2.4 Advice is based on the facts made known to us and the law and published practice in force when the advice is given. Unless agreed otherwise, we are not responsible for monitoring later changes in law or your circumstances after advice has been delivered. 3. YOUR RESPONSIBILITIES 3.1 You remain responsible for the completeness, accuracy and legality of information supplied to us and for reviewing documents before approval or submission. 3.2 You must provide records, explanations and approvals early enough for us to complete the work safely before the applicable deadline. A statutory deadline is not the deadline for giving records to us. 3.3 You must tell us promptly about material changes including ownership or PSC changes, directors or members, addresses, activities, overseas connections, new income sources, bank/refund details, insolvency issues, HMRC enquiries, Companies House notices and suspected fraud or identity compromise. 3.4 You must forward relevant correspondence from HMRC, Companies House and other authorities promptly. Unless specifically engaged to monitor a portal or inbox, you must not assume we have seen a notice merely because it was issued electronically. 4. APPROVALS, FILINGS AND CLIENT INSTRUCTIONS 4.1 Where law or our procedures require client approval, we will not treat silence, non-response, a read receipt, prior-year approval or an informal assumption as approval. 4.2 Accounts, tax returns, VAT returns, confirmation statements, CIC reports and other filings requiring approval will be submitted only after we have received the approval required for that filing, except where law clearly permits us to act without it and we have separately agreed that process in writing. 4.3 You are responsible for checking drafts and approvals carefully. If you discover an error after approval, tell us immediately. 5. FEES, VAT AND PAYMENT 5.1 Fees are those set out in our proposal or other written fee agreement, plus VAT where applicable. Our VAT registration number is GB 201388928. Work outside scope is chargeable only after we tell you and agree the basis of charge. 5.2 Unless otherwise agreed, invoices are due within 30 days. We may suspend work for material non-payment after reasonable notice, subject to overriding legal duties. 5.3 For business-to-business debts we may exercise rights available under the Late Payment of Commercial Debts (Interest) Act 1998. Consumer debts are not subject to that Act. 6. CONFIDENTIALITY 6.1 We keep client information confidential except where disclosure is authorised by you, reasonably necessary to deliver the engagement through processors or professional advisers, required by law, required by an authority with lawful powers, or permitted under our Privacy Notice. 6.2 We may be prohibited from telling you about certain AML reports or law-enforcement enquiries. 6.3 We will not disclose one person's private tax information to a spouse, civil partner, director, shareholder, partner, member, employer or connected person merely because that person is connected to the Client. Separate authority is required unless disclosure is otherwise lawful. 7. ANTI-MONEY LAUNDERING, SANCTIONS AND CLIENT DUE DILIGENCE 7.1 We must carry out customer due diligence, beneficial-ownership checks, risk assessment, ongoing monitoring and, where required, enhanced due diligence. We may request identity, address, ownership, source-of-funds/source-of-wealth and other information. 7.2 The normal rule is that required CDD is completed before a new business relationship is established. We use any statutory timing exception only where law permits it and our MLRO records the required justification. 7.3 If CDD cannot be completed, sanctions law prevents action, information is materially inconsistent, or our MLRO directs it, we may delay, suspend, decline or terminate work without being able to give full reasons. 7.4 We may have legal duties to report knowledge or suspicion to the National Crime Agency and must comply with tipping-off restrictions. We may also have statutory duties concerning discrepancies in registrable information. 7.5 Personal data obtained for MLR 2017 purposes will be processed only for the purposes of preventing money laundering, terrorist financing or proliferation financing unless another use is permitted by law or the relevant data subject has consented to that other use. The Privacy Notice contains the wider data-protection information. 7.6 FirmCheck is currently used as part of our AML/KYC workflow and electronic identity/screening process. Provider outputs do not replace the Firm's human AML determination. 8. COMPANIES HOUSE AND DIGITAL CREDENTIALS 8.1 Where engaged for Companies House filings, you must provide accurate registrable information and, where required, the company's or LLP's authentication code and relevant persons' Companies House personal codes through a secure route. 8.2 A Companies House personal code belongs to the person whose identity has been verified. It may be shared with an authorised agent for filing purposes. It must be kept secure and used only for the filing/verification purposes for which it is supplied. 8.3 We will never ask for a personal Government Gateway password, online-banking password, debit/credit-card PIN, or a one-time authentication/MFA code intended only for the person receiving it. Where an official agent-authorisation route exists, we use that route. 9. COMMUNICATIONS AND DIGITAL CHANNELS 9.1 We may communicate through the secure client portal, email, telephone, SMS/text, WhatsApp Business, Microsoft Teams, Zoom, cloud-accounting platforms and post, according to the arrangements agreed with you and our security procedures. 9.2 The secure portal is our preferred route for identity documents, bank information, tax-reference information and other highly sensitive records. Email, SMS and messaging platforms carry inherent risks and should not be used for sensitive material where a safer route is reasonably available. 9.3 We use firm-controlled accounts and numbers for client work. We do not accept substantive instructions through personal staff social-media accounts or unapproved personal messaging accounts. 9.4 Material telephone, SMS, WhatsApp and meeting communications may be summarised, exported or retained on the client file. If a call or meeting is recorded or transcribed, we will provide appropriate notice and process the recording/transcript under our Privacy Notice. 9.5 A new or changed email address, telephone number, bank account, refund destination, payment instruction, ownership detail, Companies House code or other sensitive instruction may require independent verification using contact details already held or another trusted method. We may refuse to act until verified. 9.6 We will not notify a change to our bank details solely by an informal message. If you receive a purported bank-detail change, independently verify it with us before making payment. 10. DATA PROTECTION AND PRIVACY 10.1 Our Privacy Notice forms part of the information supplied with this engagement. Signing the Letter of Engagement confirms receipt and acknowledgement of the Privacy Notice; it does not convert all processing into consent-based processing. 10.2 Depending on purpose, our lawful bases may include performance of a contract, steps before a contract, compliance with legal obligations and legitimate interests. Consent is used only where a genuine choice is appropriate or law requires it, and may be withdrawn for that consent-based purpose. 10.3 Mandatory AML processing is not optional merely because a client or connected person does not consent to it. 11. ARTIFICIAL INTELLIGENCE AND AUTOMATION 11.1 We may use commercially provided or internally configured AI and automation tools to assist with classification, extraction, summarisation, drafting, workflow, quality review and administrative support. 11.2 AI output is not treated as the Firm's final professional decision without appropriate human review. We do not permit an AI tool to make the final AML determination, file a SAR, submit a filing or release professional advice on its own. 11.3 Our Privacy Notice explains processor categories and international-transfer safeguards. Our current processor register must be kept aligned with systems actually in use. 12. RECORDS, OWNERSHIP AND RETENTION 12.1 Original client records supplied by you remain yours. Our working papers, internal checklists, methodologies, templates and internal notes remain ours unless law requires otherwise. 12.2 We retain records according to legal, tax, AML, contractual, insurance and claims requirements. AML/CDD records are normally retained for the period required by regulation 40 of MLR 2017. Other records may be retained longer where reasonably necessary and lawful. 12.3 A right to erasure is subject to legal obligations, legal claims and statutory exceptions. We will not delete records that law requires us to keep. 13. THIRD PARTIES AND RELIANCE 13.1 Our work is for the Client and the agreed purpose only. No third party may rely on it without our written agreement. 13.2 We are not responsible for acts, omissions, outages or decisions of HMRC, Companies House, banks, pension providers, software providers or other third parties, except to the extent law makes us responsible for our own selection or use of them. 14. PROFESSIONAL INDEMNITY INSURANCE AND LIMITATION OF LIABILITY 14.1 We maintain professional indemnity insurance in respect of our accountancy and tax work. Details may be provided on reasonable request, subject to the terms of the policy and insurer requirements. 14.2 Nothing excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud or fraudulent misrepresentation and death or personal injury caused by negligence. 14.3 Any bespoke financial cap on our liability must be stated in the signed proposal or Letter of Engagement and must be checked before deployment for consistency with our professional indemnity insurance and applicable law. This standard pack does not shorten the statutory limitation period for bringing a claim. 14.4 We are not liable for loss caused by inaccurate, incomplete or late information supplied to us, failure to obtain required approval, failure to follow advice, or an event outside our reasonable control, to the extent it is fair and lawful to allocate that loss to you. 15. COMPLAINTS 15.1 Please raise complaints first with Imran Sumar, Director, at info@isumarco.com. We will acknowledge the complaint promptly and investigate it fairly. 15.2 Because HMRC is our AML supervisory body, concerns specifically about our compliance with HMRC-supervised AML obligations may be raised with HMRC where appropriate. Data-protection complaints may be raised with the Information Commissioner's Office because it is the statutory authority for data-protection law. Contractual fee/service disputes may ultimately be determined by the courts. 16. TERMINATION AND HANDOVER 16.1 Either party may terminate by written notice. Unless the Letter of Engagement specifies another period, you may give 14 days' notice and we may give 30 days' notice. 16.2 We may cease immediately where required by law, AML/sanctions risk, serious loss of trust, abusive conduct, conflict of interest, material non-payment, or materially false/incomplete information. 16.3 On termination we will cooperate with a properly authorised successor adviser, subject to law, confidentiality, AML/tipping-off restrictions, ownership of working papers and any lawful lien or payment rights. We will not withhold documents that legally belong to you merely to obstruct a handover. 17. OUT-OF-SCOPE AND REGULATED ACTIVITIES 17.1 Unless expressly agreed and legally permitted, we do not provide statutory audit, reserved legal services, FCA-regulated investment advice, mortgage advice, insurance advice or regulated financial-product recommendations. 17.2 Company formation is not included merely because we provide Companies House filing services. We will offer company-formation/TCSP services only when our HMRC AML registration and any fit-and-proper requirements permit us to do so and we have expressly engaged for that work. 18. CONSUMER CLIENTS 18.1 Where you engage us as a consumer and the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 apply, we provide the applicable cancellation information in a durable medium. 18.2 We do not treat signature of the general engagement alone as an automatic request for work to start during a statutory cooling-off period. If you want work to start during that period, an express early-start request must be captured separately and retained. 19. FORCE MAJEURE AND SERVICE INTERRUPTION 19.1 Neither party is responsible for delay caused by events beyond reasonable control, but each party must take reasonable steps to mitigate the effect. This does not excuse payment for services already properly performed. 20. GENERAL 20.1 The Letter of Engagement, selected Service Schedules, these Terms and the Privacy Notice form the standard contract. A specific written term prevails over a general term to the extent of inconsistency. 20.2 The standalone Regulation 41 Notice and Communications and Security Notice may be supplied separately as additional transparency or operational documents. The relevant substantive wording is also contained in our Privacy Notice and these Terms, so a separate notice does not form part of the contract unless expressly stated. 20.3 Variations must be recorded in writing. If part of the agreement is unenforceable, the remaining parts continue. 20.4 The agreement is governed by the law of England and Wales. Subject to mandatory consumer rights, the courts of England and Wales have jurisdiction.