BOIR ADVISORY GROUP

We appreciate the opportunity to work with you. To minimize the possibility of a misunderstanding between us, we are setting forth pertinent information about the services we will perform for you. We refer to this letter as an engagement letter.

 We will prepare the Beneficial Ownership Interest Report (BOIR) filing for your organization with the Financial Crimes Enforcement Networks in order for you to comply with the Corporate Transparency Act. We will not audit or otherwise verify the data you submit, although we may ask you to clarify some of the information.

 It is your responsibility to maintain, in your records, the documentation necessary to support the data used in preparing these this report, including but not limited to legal business name, taxpayer identification number, state of organization or registration and the business address. Additionally for EACH  owner the full legal name, date of birth, residential address, driver’s license number (copy of front and back required) or a copy of the owners passport, and ownership percentage. If you have any questions as to the type of records required, please ask us for advice in that regard. It is also your responsibility to carefully examine and approve your BOIR statement before the report is filed. We are not responsible for the any misinformation provided or inadequately supported documentation, nor for resulting penalties.

Our fee does not include responding to inquires or examination by the authorities. However, we are available to represent you and our fees for such services are at our standard rates and would be covered by a separate engagement letter.

As your ADVISOR, we collect:

 •                Information provided by you from documents, and discussions.

As your ADVISOR, we are required to keep all information about our engagement confidential, so we will not disclose any information about you unless we have your approval or are required/permitted by law. This applies even if you are no longer a client.  

As your ADVISOR, we are committed to the safekeeping of your confidential information, and we maintain physical, electronic, and procedural safeguards to protect your information.

Federal law has extended the attorney-client privilege to some, but not all, communication between client and client’s ADVISOR. The privilege applies only to non-criminal tax matters that are before the IRS or brought by or against the U.S. Government in federal court. The communications must be made in connection with tax advice. Communications solely concerning the preparation of a tax return will not be privileged.

In addition, your confidentiality privilege can be inadvertently waived if you discuss the contents of any privileged communication with a third party, such as a lending institution, a friend, or a business associate. We recommend that you contact us before releasing any privileged information to a third party.

If we are asked to disclose any privileged communication, unless we are required to disclose the communication by law, we will not provide such disclosure until you have had an opportunity to argue that the communication is privileged. You agree to pay all reasonable expenses that we incur, including legal fees, which are a result of attempts to protect any communication as privileged.

It is our firm’s policy to retain copies of your returns for four years, after which they will be destroyed.

Liability

The client is responsible for payment of all penalties, and interest.  

E-Filing & Electronic Communications

Your BOIR report will be electronically filed with the authorities.

Your report is e-filed, our firm must electronically transmit your return to the authorities (rather than you). We will provide you a copy of the BOIR report for your review prior to electronic transmission. After you have reviewed the report, you must provide us with a signed authorization indicating that you have reviewed the report and that, to the best of your knowledge, you believe it is correct. We cannot transmit the returns to the authorities until we have the signed authorization. 

Please note that while our firm will use our best efforts to ensure that your report is successfully transmitted to the appropriate authorities, we will not be financially responsible for electronic transmission or other errors arising after your report has been successfully submitted from our office. We are not responsible for the length of time it takes the authorities to process your report.

 Fees for our services will be at our standard rates plus computer charges and out-of-pocket expenses. Payment for service is due when rendered and interim billings may be submitted as work progresses and expenses are incurred. We reserve the right to stop work on any account that is 30 days past due, in accordance with our firm’s stated collection policy. A late payment charge of 1.5 percent per month will be assessed on any balance that remains unpaid after deduction of current payments, credits, and allowances after 30 days from the date of billing. This is an annual percentage rate of 18 percent. We may bill you on an interim basis prior to completion of any engagement.

Limitation of Liability

The client hereby indemnifies this firm, its partners, principals, employees, and agents, and holds them harmless, from all claims, liabilities, losses, and costs arising in circumstances where there has been a misrepresentation by the client, employees or agents, regardless of whether that person was acting in a manner adverse to the client's interests.

In recognition of the relative risks and benefits of this agreement to both the client and the advisory firm, the client and the advisory firm have discussed and have agreed on the fair allocation of the risk between them. As such, the client agrees, to the fullest extent permitted by law, to limit the liability of the advisory firm to the client for any and all claims, losses, costs, damages of any nature whatsoever so that the total aggregate liability of the advisoryfirm to the client shall not exceed $1,000 or three times the advisory firm's total fee for services rendered under this agreement, whichever is greater. The client and the advisory firm intend and agree that this limitation apply to all liability of cause of action against the advisory firm, however alleged or arising, unless otherwise prohibited by law. In no event shall the advisory firm be liable for punitive or consequential damages.

 All claims relating to the performance of the services rendered under this agreement must be asserted within 1 year of the delivery of the work product contemplated under this engagement or they will be time-barred as a matter of law.

 If any dispute arises among the parties, they agree to first in good faith settle the dispute by mediation administered by the American Arbitration Association (AAA) under its Rules for Professional Accounting and Related Services Disputes. All unresolved disputes shall then be decided by final and binding arbitration in accordance with the Rules for Professional Accounting and Related Services Disputes of the AAA. Fees charged by any mediators, arbitrators, or the AAA shall be shared equally by all parties. IN AGREEING TO ARBITRATION, WE BOTH ACKNOWLEDGE THAT IN THE EVENT OF A DISPUTE OVER FEES CHARGED BY THE ACCOUNTANT, EACH OF US IS GIVING UP THE RIGHT TO HAVE THE DISPUTE DECIDED IN A COURT OF LAW BEFORE A JUDGE OR JURY AND INSTEAD WE ARE ACCEPTING THE USE OF ARBITRATION FOR RESOLUTION.  

Termination of Services

This engagement ends upon delivery of the project as determined under the scope of this agreement. Follow up communications or responses to inquiries shall not be construed as a continuation of the engagement. Any subsequent services will be considered a separate engagement and will be confirmed in a separate engagement letter.

 Client acknowledges and agrees that we are not required to continue work in the event of client's failure to pay on a timely basis for services rendered, if the client is unresponsive to our request for documents, doesn't provide the required information in a timely manner or exhibits behavior we deem unethical. Client further acknowledges and agrees that in the event we stop work or withdraw from this engagement due to the client's violation or failure of performance of client's responsibilities in this engagement letter, we shall not be liable for any damages that occur as a result of our ceasing to render services. Client shall be liable for payment of our fees for the time spent working on this engagement at our standard rates should we end the engagement as described in this paragraph.

If any provision of this letter is unenforceable, the remaining provisions shall be enforced to the fullest extent possible. If any provision of this letter is deemed overbroad or unreasonable by a court of law, such provision shall be given effect to the maximum extent possible by narrowing or removing that aspect of the provision found overbroad or unreasonable, and enforcing the remaining portions to the fullest extent permissible under the law.

You have the final responsibility for the BOIR report and, therefore, you should carefully examine your completed report before either providing us with a signed authorization to electronically transmit your returns to the authorities.

We are pleased to have you as a client and look forward to a long and mutually satisfying relationship.

Sincerely,

Jerry Dressel, CPA