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Ash, Solicitor
Category: Law
Satisfied Customers: 10914
Experience:  Solicitor with 5+ years experience
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Madam, I established a Limited Liability Company in August

Resolved Question:

Dear Sir/ Madam,
I established a Limited Liability Company in August 2015, providing consultancy services - more specifically I setup the company to be able to work as a Contractor for Investment Funds.
I hired an Accountant (Income Made Smart LLP) on 22 April 2016 to provide certain accounting, tax return, company administration and registered office services to my Ltd Company. We agreed on a weekly flat fee.
At the kick-off meeting (prior contracting) we went through the contract terms including their fees- I talked to their Sales representative and an accountant was also present to discuss technical details if necessary. the meeting took over 1.5 hours and we went into details about everything.
I understood on that meeting that the fees are due from the start of their Services, which is being the "Commencement Date" per the contract, which according to my reading is the date on which I signed their contract (i.e 22 April 2016). I asked at the meeting whether I can expect with any other charges than these fees they said no.
Now we are in dispute over their first invoice issued to my company which covers a period of 8 October 2015 to date and they say that they provided services from when my company started trading and I first paid salary to myself (i.e that date being the date of their reconciliation job started).
As opposed to what I was explained at our kick-off meeting which was : that this flat fee has been designed specifically for companies like mine (contractors paying one monthly salary/dividend and their expense structure is also straight forward since consultancy firms usually have travel expenses only)and so, which companies have few historical accounting records only. Therefore - and in return to the low flat fee they offer - they only request that i trade with them for a minimum of 5 months.
Now they ask their fees retrospectively and their invoice states "start up fee" which supposed to cover to bring my company's accounting records up to date - which, as I said before, I have not agreed to and I understood would be covered anyway.
The contract terms are not specific in relation to defining the Commencement Date : "..means the date from which any Service is provided.."
The Service is defined in a list in the Annex of the Main Terms and Conditions.
There is an additional sentence on the fees which I think is important:
"the accounting and payroll fees are a fixed annual charge for the services listed above. [i.e in the annex]. Fees are broken down into an optional weekly or monthly payment plan for the convenience of your company cash flow."
Although I think this sentence does not define again the service period - but I would like to be sure I understand it correctly and it has not been drafted in a way which can be used against me in front of the court.
Also, since I refused to pay their invoice and I terminated the contract, I still expect they will give their claims for the full fee to a credit collecting company and it will probably go to court. Therefore I also would like to know what are my possibilities, where can I get free legal service and where can I submit a complaint about their behavior (professional bodies vs Court etc). If this case gets to court, what could be the the highest possible charges (eg interests and legal charges) I would have to pay in case I lose. The invoice is about 1500 pounds and I am willing to pay only 500 pounds so I dispute 1000 pounds.
Many thanks for your answer in advance and if you could help with legal firm contacts specialized for such disputes, I would be also grateful for that.
Best regards
Submitted: 3 months ago.
Category: Law
Expert:  Ash replied 3 months ago.

Hello Krisztina my name is ***** ***** I will help you.

What is it you wan to achieve please?

Customer: replied 3 months ago.
Hello Alex, Many thanks for your reply. At this stage I cannot decide about the premium service. First I would like to understand a couple of basic legal terms / understanding together the extracted terms and - based on your answer I can hopefully better decide which way to go further. Is that fine with you? thanks, Krisztina
Customer: replied 3 months ago.
I kindly need you to brief me about the case, translate/ make me understand the wording of the contract terms re commencement date and services start from and the options if it goes to court and possible charges. thanks
Expert:  Ash replied 3 months ago.

Sure, which bits dont you understand?

Customer: replied 3 months ago.
1. Start of service: is that the calendar date (i.e contract signature date) or the date of the first financial document they worked with.
2. Annual fee: how can the contract be understood in this regard: did I sign something to pay ahead (and again from the date of contract or retrospectively) for 12 months?
3. Does it matter in front of the court what has been discussed at the pre-contracting meeting ? How can i prove it? I only sent emails to the accountant in which i described what exactly we agreed on due to my understanding and why I refused to pay them. They never argued the first bit and never replied to my reference to the personal meetings - especially that for me the contract terms are not specific and could be translated in different ways.
Customer: replied 3 months ago.
4. What are the accompanying charges to go to court? who pays what? what if I lose what do I have to pay?
5. Which bodies can I turn to with my complaint about the assumed overcharging?
Expert:  Ash replied 3 months ago.

That is when the service, whatever that is starts. It does not have to be the date you signed, it can be a future date.

The annual fee is the amount specified in the contract or it will be set out somewhere in a schedule. It can only be a few from when the contract service date starts. It is for 12 months.

It makes no difference what was discussed pre contract, it only matters what is in the actual contract. If we're in any doubt you could have taken advice.

As the dispute is for £1000 then it would be a small claim. Costs are very limited. They are an issue fee for the claim and trial hearing fee. If you lose you have to pay them.

You can complain to trading standards or the consumer ombudsman for over charging.

Can I clarify anything for you about this today please?


Customer: replied 3 months ago.
please - You say only the contract matters but what happens if it is not straight forward or specific?
I don't understand your clarification on the service start date: are you saying that based on the contract terms (I copied the exact wording in my first question block) it cannot be identified ? how will the court then decide if the contract is not specific - after all this is the subject of the dispute.Also not clear your explanation on the annual fee. I understand that the annum is 12 months. My question rather related to the wording of the contract i.e. whether it defined the 12 months starting from the service date?thanks again, Krisztina
Expert:  Ash replied 3 months ago.

The judge will look at the contract and make a determination where there is a dispute.

Start date is the agreed date the contract will start or the contract date if no other date is specified.

Annual fee is the fee due for the year, 12 months from the date of contract.

Does that clairfy?

Customer: replied 3 months ago.
it is more clear now, thanks. If I lose, am I obliged to pay penalty interests (what interest rate in general is taken into account is it the central banks 's rate?) the unpaid amount of the invoice?
this is my last question. thanks
Expert:  Ash replied 3 months ago.

Generally around 4%.

The bank rate is currently 0.5%

Does that clairfy?

Ash, Solicitor
Category: Law
Satisfied Customers: 10914
Experience: Solicitor with 5+ years experience
Ash and other Law Specialists are ready to help you
Customer: replied 3 months ago.
Thank you.

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