Every Contract an Accountancy Firm Needs in the UK (2025)
Last updated: February 2025
Legal Requirements for a Accountancy Firm
UK accountancy firms are regulated by professional bodies including ICAEW, ACCA, ICAS, and CIOT. Firms performing audit, insolvency, or probate work require specific licences. Anti-money laundering compliance under the MLR 2017 requires registration with a supervisory body and documented AML procedures. The Professional Indemnity Insurance Regulations require PI cover. Client money must be handled in accordance with professional body rules (ICAEW Client Money Regulations). UK GDPR and professional confidentiality obligations apply. The Proceeds of Crime Act 2002 imposes suspicious activity reporting duties.
Essential Contracts
The most critical document — sets out the scope of services, fees, responsibilities, liability cap, and terms of business. Required by all professional bodies before commencing work
AML risk assessment, client due diligence records, and policies and procedures required under the Money Laundering Regulations 2017
Professional body regulations require appropriate PI cover — the engagement letter must reference the level of cover and any limitation of liability
Required under UK GDPR for sharing client data with third parties (HMRC filing, payroll bureaux, cloud software providers)
For employed staff or partners/members, including restrictive covenants, professional body CPD requirements, and ethical obligations
Recommended Contracts
Formal termination of the client relationship, documenting outstanding obligations, file handover procedures, and cessation of professional duties
Documented procedures for handling client money in compliance with professional body regulations (e.g., ICAEW Client Money Regulations)
For outsourced work (bookkeeping, payroll processing), ensuring confidentiality, data protection, and professional standards are maintained
Common Legal Risks for a Accountancy Firm
- Professional negligence claims for incorrect tax advice without adequate engagement letters and liability caps
- AML supervision penalties for failing to maintain adequate customer due diligence records
- Professional body disciplinary action for breaching ethical standards or failing to maintain CPD
- Client money handling failures leading to regulatory sanctions and reputational damage
- Failure to report suspicious activity under the Proceeds of Crime Act 2002 — a criminal offence with imprisonment
Industry-Specific Notes
Accountancy firms face overlapping regulation from professional bodies, HMRC (as agent), and AML supervisors. The engagement letter is the cornerstone of the client relationship and professional body regulations specify minimum content. Liability caps in engagement letters should be agreed with your PI insurer. The firm should have a nominated MLRO (Money Laundering Reporting Officer) and maintain annual AML training records. Cloud accounting platform agreements (Xero, QuickBooks) should be reviewed for data processing obligations.
FAQ
Why is the engagement letter the most important contract for an accountancy firm?
The engagement letter defines the scope of services, making clear what the firm will and will not do. This is critical for two reasons: it limits exposure to professional negligence claims by defining the boundaries of the firm's duty of care, and it sets the liability cap (typically at the level of PI insurance cover or a multiple of fees). Professional bodies require engagement letters before work commences. Without one, the scope of the firm's responsibilities is determined by what a court considers the client reasonably expected — which is invariably more than the firm intended.
What anti-money laundering obligations does an accountancy firm have?
Under the Money Laundering Regulations 2017, accountancy firms must: register with their professional body as an AML supervisor, appoint a nominated officer (MLRO), conduct firm-wide AML risk assessments, perform customer due diligence on all clients (identity verification and understanding of business), maintain CDD records for 5 years after the relationship ends, train staff annually, report suspicious activity to the NCA via SARs, and not 'tip off' clients about suspicions or reports. Failure to comply can result in unlimited fines and criminal prosecution.
How should an accountancy firm handle client money?
Professional body regulations (such as ICAEW Client Money Regulations) require: client money to be held in designated client bank accounts separate from the firm's own money, proper records of all client money received and paid, regular reconciliations, and prompt payment to the client or third party. The firm must not use one client's money for another's benefit. Interest earned on client money must be dealt with in accordance with the engagement letter. Firms should consider whether they need to handle client money at all — many now use payment platforms to avoid the regulatory burden.
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