Terms of Engagement

Last Updated: July 2026

These Standard Terms of Engagement apply to all services provided by Keystone Advisory & Tax Pty Ltd ABN 36 627 146 936 (“Keystone”, “we”, “our” or “us”) unless otherwise agreed in writing.

1. Engagement

Our engagement commences when you accept our engagement letter, proposal, quote or otherwise instruct us to commence work.

These terms should be read together with any engagement letter, proposal, fee schedule or other written agreement between us.

Where there is any inconsistency between these terms and an engagement letter, the engagement letter will prevail to the extent of the inconsistency.

2. Scope of Services

We will provide the services described in the relevant engagement letter, proposal or other written agreement.

Any work outside the agreed scope constitutes a separate engagement and may incur additional fees.

Examples include:

• tax planning;
• business advisory projects;
• restructuring advice;
• business valuations;
• transaction support;
• due diligence services;
• ATO reviews or audits;
• specialist tax opinions;
• litigation support;
• succession planning; and
• services not specifically included within the agreed scope.

We will discuss any significant out-of-scope work with you before commencing.

3. Variation of engagement

We may vary the scope of services, fees, engagement terms or service arrangements by written agreement, email correspondence, fee proposal, engagement update or other written communication. Continued instructions to perform services following notification of a variation constitutes acceptance of the revised terms.

4. Our Responsibilities

We will:

• perform services with reasonable care and skill;
• comply with applicable professional and legal obligations;
• maintain appropriate registrations, licences and professional memberships;
• act in accordance with professional standards;
• maintain the confidentiality of your information except where disclosure is authorised or required; and
• keep you informed of significant matters affecting the engagement.

Our services are not designed to detect fraud, theft, errors, misconduct or illegal acts.

If we become aware of matters of concern, we will discuss them with you where appropriate and permitted by law.

5. Your Responsibilities

You agree to:

• provide complete, accurate and timely information;
• provide supporting documentation when requested;
• review documents before lodgement or submission;
• notify us of material changes to your circumstances;
• maintain records as required by law;
• comply with taxation and other legal obligations;
• cooperate with identity verification and due diligence requirements; and
• respond to our requests within reasonable timeframes.

You remain responsible for decisions made based on information or advice we provide.

You are responsible for the accuracy and completeness of information supplied to us.

6. Authority to Act

You authorise us to accept instructions from persons whom you have authorised to act on your behalf.

Unless otherwise notified in writing, we may rely upon instructions provided by directors, trustees, partners, officeholders, employees, family members or other representatives whom we reasonably believe are authorised to provide instructions in relation to the engagement.

You are responsible for ensuring any person authorised to act on your behalf has appropriate authority to do so.

7. Tax Agent Services

Where we provide tax agent or BAS agent services, those services are provided in accordance with the Tax Agent Services Act 2009 and associated legislation.

The Tax Practitioners Board maintains a public register of registered tax practitioners:

https://www.tpb.gov.au/public-register

We are bound by the Code of Professional Conduct and other obligations imposed by the Tax Agent Services Act 2009.

Additional information regarding your rights and our obligations is contained in our TPB Information for Clients document.

8. Dealings with Government Agencies

You authorise us to communicate with government agencies and regulators on your behalf where necessary to provide the agreed services.

This may include:

• Australian Taxation Office;
• Australian Securities and Investments Commission;
• State Revenue Offices;
• Fair Work Ombudsman;
• Australian Prudential Regulation Authority;
• superannuation regulators; and
• other government agencies relevant to the engagement.

9. Reliance on Information

Unless specifically agreed otherwise, we will rely on information and explanations provided by you and others authorised by you.

We are not responsible for independently verifying information supplied to us.

Where information appears incomplete, inconsistent or inaccurate, we may request additional information before proceeding.

If information subsequently proves to be inaccurate, incomplete or misleading, our advice and work product may require revision and additional fees may apply.

10. Reliance on Advice

Advice provided by us is based on the information available to us at the time and on the laws, rulings, administrative practices and judicial decisions in force at that time.

Unless expressly stated otherwise, our advice is prepared solely for your benefit and may not be relied upon by any other person or entity without our prior written consent.

Our advice should not be relied upon where material facts have changed or where information provided to us was inaccurate, incomplete or misleading.

11. Changes in Law

Taxation laws, regulations, administrative practices and judicial decisions may change after advice has been provided.

Unless specifically engaged to do so, we have no obligation to update advice previously provided following changes in law, regulation, administrative practice or judicial interpretation.

12. Fees and Payment

Fees are payable in accordance with the engagement letter, proposal or invoice.

Unless otherwise agreed:

• invoices are payable within 7 days;
• fees are exclusive of GST;
• external costs and government charges incurred on your behalf may be recovered from you;
• lodgements may be withheld until outstanding fees are paid; and
• we may suspend work, refuse to release documents or cease acting where invoices remain unpaid.

We reserve the right to review fees where:

• the scope changes;
• information is incomplete or delayed;
• unexpected complexity arises;
• additional work becomes necessary; or
• additional due diligence or compliance work is required.

Recurring Subscription Services

Where we arrange, administer or pay for software subscriptions, licences, cloud services, technology platforms or similar recurring services on your behalf, you authorise us to recover those costs through recurring billing arrangements.

Charges may include:

• software subscription fees;
• administration fees;
• transaction processing fees; and
• applicable taxes.

You remain responsible for all subscription charges incurred until the relevant subscription is cancelled and all applicable notice periods have expired. Subscription providers may impose minimum billing periods, notice periods or prepaid charges which remain payable after a cancellation request is received.

Cancellation requests must be provided in writing and may be subject to notice periods imposed by the relevant provider or billing platform.

We reserve the right to suspend or terminate software access where recurring charges remain unpaid.

13. Anti-Money Laundering, Counter-Terrorism Financing and Client Due Diligence

To comply with our legal, regulatory and professional obligations, including obligations relating to anti-money laundering, counter-terrorism financing, sanctions compliance, fraud prevention, client due diligence, ongoing monitoring and suspicious matter reporting, we may be required to verify your identity and conduct due diligence checks before accepting an engagement and at any time during the course of our engagement.

These checks may be carried out on you, your directors, partners, trustees, officeholders, beneficial owners, authorised representatives and any other persons connected with the engagement whom we reasonably consider relevant for due diligence purposes. They may include:

• verifying identity documents and other identifying information;
• confirming corporate, ownership and control information;
• identifying beneficial owners and persons exercising effective control;
• obtaining information regarding business activities, source of funds, source of wealth, transaction purpose, nature of business activities or other matters relevant to our risk assessment processes; and
• screening against relevant databases and information sources, including sanctions, politically exposed persons (PEP), adverse media and other risk-related sources.

The nature and extent of due diligence undertaken may vary depending on the nature of the client, engagement, services provided and the risks identified by us.

You consent to and authorise us to collect, use, disclose and verify information for these purposes, including through third-party identity verification, screening and due diligence providers where appropriate.

We may rely on information obtained from government agencies, public registers, commercial databases, identity verification providers, screening providers and other third-party sources when conducting due diligence and risk assessments. We do not guarantee the accuracy or completeness of information obtained from those sources.

You agree to provide all information, documents and assistance reasonably requested by us for these purposes and within the timeframes we reasonably require. You must also promptly notify us of any material changes to ownership, control, management, trustees, officeholders, authorised representatives, beneficial owners or other information relevant to our due diligence obligations.

We may delay, suspend or refuse to commence or continue services where required information, identity verification information or supporting documentation is not provided, is incomplete, cannot be independently verified, or is not provided within the timeframe we reasonably require.

We may decline to accept a new client or engagement where, in our reasonable opinion, the client, engagement or associated risks cannot be appropriately managed or are inconsistent with our legal, regulatory, professional or risk management requirements. We may also cease acting for an existing client, terminate or suspend an engagement, or impose additional conditions on the engagement where the client, engagement or associated risks subsequently become inconsistent with those requirements or where concerns identified through our due diligence processes cannot be satisfactorily resolved.

Where additional due diligence, verification procedures, investigations or ongoing monitoring activities are required beyond those ordinarily contemplated by the engagement, we may charge additional fees at our standard hourly rates or another agreed fee arrangement.

Nothing in this engagement letter limits any obligation we may have to report suspicious matters or other relevant information to a regulator, law enforcement agency, professional body, court, tribunal or other competent authority. This may apply despite any duty of confidentiality owed to you and may continue to apply even where we have declined to act, suspended services, ceased acting or offboarded you as a client.

Where required or permitted by law, we may be prohibited from informing you that a suspicious matter report has been made, that information has been disclosed, or that enquiries or investigations are being undertaken by us or any authority.

We may retain records relating to identity verification, client due diligence, risk assessments, monitoring activities, investigations and reporting obligations for as long as required by law, regulation, professional standards, insurance requirements or our legitimate business and risk management requirements.

14. Regulatory Reporting and Disclosure

We may be required by law, regulation, professional standards or government authority to disclose information relating to you or your affairs to regulators, law enforcement agencies or other authorities. Where permitted by law, we may notify you before making such disclosure. In some circumstances we may be prohibited from notifying you.

15. Privacy and Confidentiality

We handle personal information in accordance with applicable privacy laws and our Privacy Policy.

Our Privacy Policy is available on our website.

We will treat information obtained through the engagement as confidential except where:

• authorised by you;
• required by law;
• required by professional standards;
• required by regulators;
• necessary to protect our legal rights; or
• necessary to comply with taxation, anti-money laundering or other regulatory obligations.

16. Cloud Computing and Technology Platforms

To provide our services, we use various cloud-based software platforms and technology providers.

These may include accounting systems, document management systems, client portals, communication platforms, electronic signing providers, workflow systems, marketing systems and data storage providers.

Information may be stored, processed or accessed outside Australia.

By engaging us, you consent to the use of such systems where reasonably necessary for the provision of services.

We take reasonable steps to ensure providers maintain appropriate privacy and security standards.

Software Platforms and Third-Party Services

We may recommend, implement, administer or facilitate access to third-party software, applications, cloud platforms and technology providers.

While we may assist with implementation, training, support or administration, we do not control those providers and are not responsible for their performance, availability, security, pricing, functionality or ongoing suitability.

Your use of those services remains subject to the provider’s terms and conditions.

17. Electronic Communications

We may communicate with you electronically, including by email, client portals, electronic signing platforms, messaging systems and other digital technologies.

While we take reasonable precautions, electronic communications may not be secure, error-free, intercepted, corrupted, delayed or lost.

By corresponding with us electronically, you acknowledge and accept these risks.

18. Cyber Security and Payment Fraud

Cybercrime and payment fraud risks continue to increase.

We will not notify changes to our bank account details solely by email.

If you receive any communication advising amended payment instructions, you must independently verify the change by telephone before making payment.

You acknowledge that cyber security incidents may occur despite reasonable security measures.

Where electronic communications, client systems or third-party systems are compromised through circumstances outside our reasonable control, we are not liable for resulting delays, interruptions, unauthorised access or loss, except to the extent required by law.

Force Majeure

We are not responsible for delays, interruptions or failures arising from events beyond our reasonable control including:

• cyber incidents;
• technology failures;
• internet outages;
• government system failures;
• natural disasters;
• industrial action;
• acts of terrorism;
• utility failures; or
• failures of third-party service providers.

19. Third Party Information

In providing services, we may rely on information obtained from third parties including financial institutions, government agencies, software providers, trustees, employers, advisers and service providers.

We do not guarantee the completeness or accuracy of information supplied by third parties.

20. Professional Standards and Regulatory Reviews

We may be subject to reviews conducted by professional bodies, regulators, insurers or quality assurance programs.

This may include reviews conducted by CPA Australia, Chartered Accountants Australia and New Zealand, the Tax Practitioners Board, insurers or other regulatory bodies.

You authorise us to make relevant files available where required for these purposes, subject to confidentiality obligations.

21. Conflicts of Interest

Where a conflict of interest arises, we will assess the circumstances and determine appropriate safeguards.

Where a conflict cannot be appropriately managed, we may decline or cease acting.

We will disclose relevant information necessary for you to make an informed decision regarding continuation of the engagement.

22. Intellectual Property

Unless otherwise agreed in writing, all intellectual property rights in methodologies, templates, models, working papers, processes, systems, tools and materials developed by us remain our property.

Payment of fees does not transfer ownership of our intellectual property.

23. Records and Working Papers

Working papers, calculations, templates, methodologies, file notes, risk assessments and internal records created by us remain our property.

You retain ownership of information and source documents provided by you.

We may retain copies of documents provided to us for legal, professional, regulatory, insurance and risk management purposes.

24. Record Retention

We generally retain records relating to engagements for at least seven years following completion of the engagement and longer where required by law, professional standards, regulatory requirements, insurance requirements or risk management considerations.

After this period, records may be securely destroyed without further notice.

25. No Legal Advice

Unless expressly agreed in writing, we do not provide legal advice.

Any comments made regarding legal matters are provided for general information purposes only and should not be relied upon as legal advice.

Where appropriate, we may recommend that you obtain independent legal advice.

26. Limitation of Liability

Our liability is limited by a scheme approved under Professional Standards Legislation.

To the maximum extent permitted by law, we are not liable for indirect, consequential, incidental, special or punitive losses, including loss of profits, business opportunities or goodwill.

Nothing in these terms excludes any rights that cannot be excluded under law.

Director Responsibilities

Directors, trustees, partners and officeholders remain responsible for ensuring compliance with taxation, superannuation, ASIC and other statutory obligations applicable to their entities.

Our engagement does not transfer those responsibilities to us.

27. Refusal of Instructions

We may decline to act on any instruction where, in our reasonable opinion:

• the instruction is inconsistent with applicable law, professional standards or regulatory obligations;
• we have insufficient information to properly perform the work;
• the instruction creates an unacceptable legal, regulatory, professional, reputational or commercial risk; or
• we reasonably believe additional specialist advice should be obtained.

We will endeavour to discuss the reasons with you where appropriate and permitted by law.

28. Suspension and Termination

Either party may terminate the engagement by written notice.

We may suspend or terminate an engagement where we reasonably believe a client, representative or associated person has engaged in abusive, threatening, discriminatory, harassing or otherwise inappropriate conduct towards our personnel.

We may immediately suspend or terminate services where:

• fees remain unpaid;
• requested information is not provided;
• identity verification requirements are not satisfied;
• we identify unacceptable legal, regulatory, reputational or commercial risks;
• continuing to act would breach our legal or professional obligations;
• there is a breakdown in trust or cooperation necessary to perform the engagement; or
• concerns identified through our due diligence processes cannot be satisfactorily resolved.

Termination does not affect rights or obligations accrued before termination.

Fees for work performed up to termination remain payable.

29. Complaints

If you are dissatisfied with our services, please contact the Director responsible for your engagement in the first instance.

We are committed to addressing concerns promptly, fairly and professionally.

If your concerns are not resolved, you may lodge a complaint with the Tax Practitioners Board.

Information regarding the TPB complaints process is available at:

https://www.tpb.gov.au/complaints

Additional information regarding your rights and our obligations is contained in our TPB Information for Clients document.

30. Governing Law

These terms are governed by the laws of New South Wales, Australia.

The parties submit to the non-exclusive jurisdiction of the courts of New South Wales.