Contract Sample-5
CERTIFIED PUBLIC ACCOUNTANT AUDIT AND CERTIFICATION SERVICES AGREEMENT
ARTICLE 1 - PARTIES
1.1. Certified Public Accountant
Name Surname / Title: ………………………………………………..
Address: ………………………………………………..
Chamber of Commerce: ………………………………………………..
Chamber Registration Number: ………………………………………………..
Seal Number: ………………………………………………..
Tax Office / Tax Number: ………………………………………………..
Phone: ………………………………………………..
Email: ………………………………………………..
KEP Address: ………………………………………………..
henceforth "YMM" .
1.2. Business Owner / Company / Taxpayer
Trade Name / Name and Surname: ………………………………………………..
Address: ………………………………………………..
Tax Office / Tax Number: ………………………………………………..
Trade Registry Number / MERSIS Number: ………………………………………………..
Phone: ………………………………………………..
Email: ………………………………………………..
Registered Electronic Mail Address: ………………………………………………..
Authorized Person: ………………………………………………..
From now on, he/ "the Business Owner" .
The Certified Public Accountant (CPA) and the Business Owner will be referred to collectively "Parties," and individually "Party .
ARTICLE 2 - DEFINITIONS
In this agreement;
2.1. Certification Service: In accordance with Law No. 3568 and related legislation, this includes the review and certification of annual income or corporate tax returns, along with their attached financial statements, declarations, and other certification processes agreed upon by the parties, in compliance with the legislation.
2.2. Audit Work: The processes of reviewing, comparing, reconciling, evaluating, testing, and verifying documents and records, which form the basis of the certification service,
2.3. Supporting Documents: Ledgers, declarations, inventory records, payrolls, bank records, invoices, contracts, management decisions, financial statements, and other supporting documents.
2.4. Declaration Letter: A signed statement from the Business Owner confirming in writing the accuracy and completeness of the information and documents submitted to the Certified Public Accountant.
2.5. Report / Certification Report: The certification report or opinion prepared by the Certified Public Accountant in accordance with the legislation and to be submitted to the relevant authorities.
It expresses.
ARTICLE 3 - PURPOSE OF THE AGREEMENT
The purpose of this agreement is to review, audit, and certify the Employer's annual income or corporate tax return, attached financial statements, notifications, and other agreed financial and tax transactions for the relevant accounting period, within the framework of applicable legislation; and to regulate the rights, obligations, and responsibilities of the parties regarding the performance of these services.
ARTICLE 4 - SCOPE OF THE AGREEMENT
4.1.
The Certified Public Accountant (CPA) shall perform the following services under this agreement:
a. Review of income or corporate tax returns,
b. Evaluation of financial statements and declarations attached to the return from a legal perspective,
c. Auditing of accounting records and documents deemed necessary,
d. Identification of tax risk areas and evaluation of compliance with legislation,
e. Preparation of the certification report,
f. Other certification or audit tasks to be undertaken with the written agreement of the parties.
4.2.
The certification process must be based on an audit. A purely formal certification cannot be carried out without an audit basis.
4.3.
The scope of the service under this contract, the subject of certification, and the relevant accounting period are specified below:
Contract Date: ………………………………………………..
Contract No: ………………………………………………..
Accounting Period: ………………………………………………..
Subject of Certification: ………………………………………………..
ARTICLE 5 - METHOD OF PERFORMANCE OF THE SERVICE
5.1.
The Certified Public Accountant (CPA) will conduct the work under this agreement within the framework of relevant legislation, professional rules, professional ethical principles, generally accepted accounting principles, and auditing approaches.
5.2.
A Certified Public Accountant (CPA) may perform the service personally, or, while maintaining supervision and responsibility, may have it carried out by their own colleagues or support staff.
5.3.
Without the written consent of the Certified Public Accountant (CPA), the work covered by the contract cannot be transferred to another CPA or professional, nor can a duplicate certification relationship be established for the same period.
5.4.
The Certified Public Accountant's (CPA) review is based on the records and documents submitted, the statements made, and the available verification sources. This service does not constitute an absolute and unlimited guarantee.
ARTICLE 6 - OBLIGATIONS OF THE CERTIFIED PUBLIC ACCOUNTANT
Certified Public Accountant (CPA);
6.1. To perform the tasks covered by this contract with the necessary care, diligence, and professional diligence
6.2. To inform the Employer in writing or electronically if it observes any violations, deficiencies, contradictions, or risks related to legislation,
6.3. To protect the information and documents provided by the Employer, within the scope of confidentiality obligations,
6.4. To retain working papers, notes, and audit reports that are required to be kept by law for the legally mandated period,
6.5. Not to share commercial, financial, and tax information obtained during the course of service with third parties, except in cases of legal obligation
6.6. The company will prepare the certification report in accordance with legal deadlines, provided that all information and documents are submitted to it completely and on time
He/She accepts and undertakes.
ARTICLE 7 - RIGHTS OF THE CERTIFIED PUBLIC ACCOUNTANT
Certified Public Accountant (CPA);
7.1. Requesting all necessary ledgers, documents, records, contracts, bank transactions, electronic data, inventory information, and supporting documents required for the service
7.2. The right to request written explanations, management statements, and additional information when deemed necessary
7.3. Suspending the service or refraining from preparing a report if incomplete, contradictory, misleading, or unverifiable information is provided
7.4. Requesting timely payment of fees and expenses as stipulated in the contract
They have rights.
ARTICLE 8 - EMPLOYER'S OBLIGATIONS
Business Owner;
8.1. He/She is personally responsible for keeping the accounts, ensuring the accuracy of records, properly creating and maintaining ledgers, and the accuracy of the documents on which they are based
8.2. The Certified Public Accountant shall provide all requested information and documents completely, truthfully, and within the specified timeframe
8.3. The Certified Public Accountant acknowledges that all legal and financial responsibility rests with him/her if any forgery, deception, collusion, or inaccuracy is found in the records and documents submitted to him/her
8.4. The company will evaluate the warnings, findings, and recommendations made by the Certified Public Accountant within a reasonable time and make the necessary corrections
8.5. The certification process will ensure that managers, accountants, finance officers, and other personnel work in cooperation with the Certified Public Accountant
8.6. He/she will confirm the accuracy of the information used in the preparation of the declaration and financial statements by means of a written statement
He/She accepts and undertakes.
ARTICLE 9 - PROCEDURE FOR DELIVERY OF DOCUMENTS AND INFORMATION
9.1.
The Employer shall submit the documents and information covered by the contract to the Certified Public Accountant no later than the following dates:
- Interim financial statements: ………………………………………………..
- Final balance sheet: ………………………………………………..
- Inventory and counting results: ………………………………………………..
- Working files forming the basis of the declaration: ………………………………………………..
- Management statement: ………………………………………………..
9.2.
Documents may be delivered physically, via secure electronic mail, registered electronic mail (KEP), or through a digital data transfer system agreed upon by the parties.
9.3.
In the event of a delay in document submission, the Certified Public Accountant cannot be held responsible for the consequences arising from legal deadlines, to the extent that the delay is not due to their own fault.
9.4.
The Employer is responsible for any tax risks, penalties, interest, report delays, or failure to certify that may arise due to incomplete or late submission of information and documents.
ARTICLE 10 - EMPLOYER'S DECLARATION
10.1.
The Client agrees to provide a written statement containing the following points at the end of the certification process or upon request by the Certified Public Accountant:
a. All information and documents submitted are accurate and complete,
b. No significant transactions have been left unrecorded,
c. No significant matter that could affect the tax outcome has been concealed,
d. The tax return and financial statements are consistent with commercial and financial reality.
10.2.
If this statement is not provided, the certified public accountant may refrain from preparing the audit report or may note this separately in the report.
ARTICLE 11 - INDEPENDENCE AND CONFLICT OF INTEREST
11.1.
The Certified Public Accountant declares that there is no situation in the performance of the service that would compromise their independence or call their impartiality into question.
11.2.
If any situation arises during the contract period that could affect their independence, the Certified Public Accountant shall immediately inform the Client.
11.3.
The client may not give instructions that would compromise the independence of the Certified Public Accountant; request the preparation of a report that is contrary to the truth; or request a transaction that is contrary to the legislation.
ARTICLE 12 - CONFIDENTIALITY
12.1.
The parties shall protect all trade secrets, production information, financial data, customer records, contracts, financial statements, tax planning, and other confidential information learned under this agreement.
12.2.
Except in cases required by law, a Certified Public Accountant (CPA) may not disclose information and documents belonging to the Client to third parties.
12.3.
The client may not publish the Certified Public Accountant's working methods, fee structure, opinion notes, and internal evaluations to third parties without permission.
12.4.
The confidentiality obligation continues even after the termination of the contract.
ARTICLE 13 - WAGES
13.1.
The service fee agreed upon under this contract is ……………… TL / USD / EUR + VAT
13.2.
The payment method is as follows:
- Advance payment on contract date: ………………………………………………..
- Interim payment: ………………………………………………..
- Final payment: ………………………………………………..
13.3.
Unless otherwise agreed, the full fee becomes due prior to delivery of the certification report.
13.4.
VAT is not included in the price. Tax liabilities apply separately according to legislation.
13.5.
Stamp duty and other financial obligations arising from the preparation of the contract equally by the parties / by the Employer / as separately agreed upon .
ARTICLE 14 - ADDITIONAL EXPENSES
14.1.
Out-of-town travel, accommodation, notary fees, shipping, use of specialized software, third-party expert opinions, special reconciliation processes, international communication expenses, and similar costs are not included in the contract price and must be borne by the Employer.
14.2.
These expenses are collected against documentation or invoices/receipts.
ARTICLE 15 - DEFAULT IN PAYMENT
15.1.
If the client fails to pay the agreed fee or expenses on time, the Certified Public Accountant may suspend the service, in whole or in part.
15.2.
In case of default, the Certified Public Accountant reserves the right to pursue legal action to collect the debt.
15.3.
Delivery of the certification report is not mandatory before payment; however, the certified public accountant may, at their discretion, postpone the report until after payment.
ARTICLE 16 - LIABILITY REGIME
16.1.
The liability of the Certified Public Accountant is limited to damages arising directly from their own fault and the failure to properly perform the services under the contract.
16.2.
The Certified Public Accountant cannot be held responsible for the consequences arising from false, misleading, incomplete, or inaccurate documents and information provided by the Business Owner; events concealed through fraud; collusive transactions; matters left off the books; or misleading statements.
16.3.
The Certified Public Accountant (CPA) reserves the right to seek recourse against the Client to the extent that it is held liable to the public administration, private individuals, or third parties for concealed actions that, despite exercising the necessary professional care and diligence, could not be uncovered through reasonable auditing techniques.
16.4.
The business owner is also responsible for any incomplete or erroneous actions taken by their own staff, accounting department, financial advisor, or third-party consultants.
ARTICLE 17 - SUSPENSION OF WORK
A certified public accountant may cease operations in the following cases:
a. Failure to provide information and documents on time,
b. Submission of false or misleading documents,
c. Forcing the certified public accountant to act in violation of regulations,
d. Non-payment of fees and expenses,
e. The emergence of a situation that compromises independence.
In this case, the Certified Public Accountant (CPA) will inform the Client in writing. If the discrepancy is not rectified within a reasonable time, the contract may be terminated.
ARTICLE 18 - DURATION OF THE AGREEMENT
18.1.
This agreement enters into force on ../../…. and is valid for at least …….. years / until the end of the relevant accounting period .
18.2.
either party gives written notice of termination at least …….. months prior to the expiration of the contract, the contract shall be deemed extended for another year under the same conditions. The fee for the new period shall be determined separately in writing.
ARTICLE 19 - TERMINATION
19.1.
Either party may terminate the contract immediately if there are justifiable reasons arising from the law.
19.2.
The following circumstances are considered valid grounds for termination:
a. The client submitting false documents,
b. The certified public accountant's clear violation of professional rules,
c. Non-payment of fees,
d. Serious breach of the obligation to provide information and documents,
e. Cessation of operations, bankruptcy, or liquidation of one of the parties.
19.3.
In ordinary terminations other than those for just cause, the terminating party shall provide written notice at least …….. months in advance
ARTICLE 20 - CONSEQUENCES OF TERMINATION
20.1.
The Certified Public Accountant (CPA) has the right to request fees in proportion to the work completed and the work done up to the termination date.
20.2.
The employer shall also pay reasonable expenses incurred up to the termination date.
20.3.
The Certified Public Accountant (CPA) will return the original documents delivered to him/her up to that date, provided that the fees and expenses are paid; however, working notes and internal audit papers may remain with him/her within the framework of legislation and professional rules.
ARTICLE 21 - FORCE MAJEURE
Events beyond the control of the parties, such as natural disasters, war, terrorism, fire, prolonged system failure, epidemics, official bans, and collapse of communication infrastructure, are considered force majeure. In the event of force majeure, the affected party shall immediately notify the other party. Obligations are suspended during the force majeure period.
ARTICLE 22 - NOTIFICATION
22.1.
The addresses of the parties as written in this agreement are their legal addresses for service of process.
22.2.
Address changes 7 days . Otherwise, notifications sent to the old address will be considered valid.
22.3.
Notifications sent via registered electronic mail (KEP), notary public, registered mail with return receipt, and written confirmation email are considered valid evidence.
ARTICLE 23 - EVIDENCE AGREEMENT
The parties' commercial books and records, financial statements, e-mail correspondence, registered electronic mail (KEP) transmissions, delivery receipts, reconciliation records, bank statements, and legally compliant electronic data may be used as evidence in disputes.
ARTICLE 24 - RESOLUTION OF DISPUTES
Option 1 – Chamber Arbitration Board Based
The parties agree to first resort to the arbitration/conciliation mechanism of the relevant Chamber of Certified Public Accountants in case of disputes arising from this agreement. If a solution cannot be reached, the Courts and Enforcement Offices of …………………… shall have jurisdiction.
Option 2 – Direct Jurisdiction
The Istanbul (Central) Courts and Enforcement Offices shall have jurisdiction over any disputes arising from this agreement .
ARTICLE 25 - ENTRY INTO FORCE AND COPIES
25.1.
This agreement consists of 25 articles and has been drawn up in two copies and signed on ../../….
25.2.
The parties acknowledge that they have received a copy of the agreement.
BUSINESS OWNER / COMPANY
Title:
Authorized Person:
Signature:
CERTIFIED PUBLIC ACCOUNTANT
Name Surname / Title:
Signature:
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