Incorpro provides a range of professional services to Irish limited companies. Our services fall into two main categories:
One-Off Services
Services provided on a single-engagement basis, typically with a one-time fee. These include:
Ongoing Accounting Services (Subscription)
Comprehensive accounting and compliance services provided on a monthly subscription basis through one of our Packages. These services include bookkeeping, VAT compliance, payroll, financial statements, company secretarial, and corporation tax services, as specified in the selected Package.
These Terms and Conditions apply to all services. Where specific terms apply only to subscription-based Ongoing Accounting Services or only to one-off services, this is clearly indicated. The Service-Specific Terms (Sections 12-20) provide additional terms applicable to each individual service.
In these Terms and Conditions, unless the context otherwise requires:
In the event of any inconsistency between documents, the following order of precedence shall apply (highest to lowest):
These Terms and Conditions shall prevail over website content, marketing material, or platform descriptions unless expressly stated otherwise in writing signed by a director of Incorpro.
Incorpro provides both One-Off Services and Ongoing Accounting Services. The scope of each service is defined by the service description provided at the time of purchase or subscription.
One-Off Services
One-Off Services are provided as specified in the service description at the time of purchase. These include company registration, registered address, nominee secretary, and other individual services. The scope, deliverables, and any limitations are set out in the Service-Specific Terms (Sections 18-20) and on the MyIncorpro Platform.
Ongoing Accounting Services
Ongoing Accounting Services are subscription-based and include bookkeeping, VAT return preparation and filing, payroll processing, management accounts, annual financial statements, and corporation tax return preparation, as specified in the selected Package. The specific limits and inclusions for each Package (Contractor, Startup Basic, Startup Standard, etc.) are detailed on our website at www.incorpro.ie/bookkeeping-services.
General
All Services are provided based solely on the information supplied by the Client. Incorpro has no duty to audit, verify, or independently confirm the accuracy or completeness of information provided.
Unless otherwise agreed in writing, Ongoing Accounting Services do not include:
Any services outside the scope of the selected Package will be quoted and invoiced separately.
Note: This section applies to Ongoing Accounting Services (subscription Packages) only. One-Off Services are not subject to Package limits.
Each Ongoing Accounting Package has defined limits including maximum annual turnover, maximum monthly transactions, and maximum payroll participants. These limits are specified in the Package-specific terms and on the MyIncorpro Platform.
If your business activity exceeds these limits, you will be notified and may be upgraded to an appropriate Package.
Package limits are measured using data recorded within the MyIncorpro Platform, including transaction counts, payroll records, and turnover figures derived from uploaded or connected financial data. Incorpro's determination of Package usage based on platform data shall be final unless manifestly incorrect.
The current description, limits, and pricing of each Ongoing Accounting Package are set out on the Incorpro website and within the MyIncorpro Platform and may be updated from time to time.
One-Off Services
Ongoing Accounting Services (Subscription)
Payment Default
In the event of a failed or overdue payment:
Important: Incorpro accepts no responsibility for filing deadlines missed, penalties incurred, or any other consequences arising during any period of suspension or non-payment.
To enable Incorpro to provide Ongoing Accounting Services, the Client must:
Important: Where information or documentation is not provided in accordance with the timelines set out above, Incorpro shall not be responsible for late filings, penalties, interest, or enforcement actions arising as a result.
Handover to Successor Accountants
Incorpro has no obligation to liaise with, provide information to, or assist successor accountants unless separately agreed in writing and subject to any applicable fees. Professional clearance letters will be responded to in accordance with ICAI guidelines.
Upon termination of Services:
Important: Incorpro is not responsible for any data loss caused by the Client's failure to export or download data within the access period. The Client is responsible for maintaining their own records and backups.
Note: This section applies to Ongoing Accounting Services (subscription Packages) only.
Upgrades
Downgrades
Responsibilities of the Accountants
Our responsibility is to complete your month end close process and produce monthly Management Accounts for the Company.
As part of this process we will reconcile the bank accounts, debtors and creditors based on the information that you supply to us.
Your Responsibilities relating to Bookkeeping
To enable us to carry out our work, you agree:
You will keep us informed of material changes in your circumstances that could affect your financial position. If you are unsure whether the change is material or not, please let us know so that we can assess the significance or otherwise.
We will prepare your bi-monthly VAT returns on the basis of the information and explanations supplied by you. Based on the information that you provide to us, we will tell you how much you should pay and when.
If appropriate, we will initiate payment instructions for VAT liabilities and repayment claims where tax has been overpaid. We will not advise on the interest and penalty implications if VAT is paid late.
Where specialist advice is required in certain areas, we may need to seek this from or refer you to appropriate specialists. We will only do this when instructed by you.
Your Responsibilities relating to VAT
VAT payers cannot delegate these legal responsibilities to others.
You are no less responsible for errors in unapproved returns, submitted on the basis of the information provided to and processed by us, than if you had confirmed your approval of the returns.
Even though you are engaging us to help you meet your VAT obligations, you are still legally responsible for:
Failure to do any of the above may lead to penalties and/or interest.
To enable us to carry out our work you agree:
You will keep us informed of material changes in circumstances that could affect your obligations, for example:
You are responsible for ensuring the appropriate VAT rates are applied to sales. Where there is any uncertainty in this area, you are responsible for conducting further research and/or seeking third party tax advice in this regard.
You are responsible for bringing to our attention any errors, omissions or inaccuracies in your returns that you become aware of after the returns have been submitted in order that we may assist you to make a voluntary disclosure.
PAYE Work
We will prepare your PAYE returns so that each payroll run meets the employment tax requirements of the Revenue Commissioners.
We will issue you with the following for each pay period:
Your Continuing Obligations to Us
In order to allow us to provide you with the most efficient and accurate payroll bureau service, you accept that you have the following responsibilities:
Your Responsibilities relating to PAYE
Employers cannot delegate these legal responsibilities to others.
You are no less responsible for errors in unapproved returns, submitted on the basis of the information provided to and processed by us, than if you had confirmed your approval of the returns.
Even though you are engaging us to help you meet your payroll obligations, you are still legally responsible for:
Failure to do any of the above may lead to penalties and/or interest.
Payroll Service Exclusions
Payroll services do not include:
Your Duties and Responsibilities as Directors
The duties and responsibilities of directors in relation to the preparation of the financial statements are set out in Parts 5 and 6 of the Companies Act 2014 ('the Act') and include the following.
As directors of the Company, under the Act, you are responsible for preparing financial statements of the Company for each financial year which give a true and fair view and which have been prepared under the relevant financial reporting framework.
As directors, you must not approve the financial statements unless you are satisfied that they give a true and fair view of the assets, liabilities, financial position as at the end of the financial year, and the profit or loss of the company for the financial year.
In preparing the financial statements, you are required to:
Adequate Accounting Records
You are responsible for ensuring that the Company keeps or causes to be kept adequate accounting records which:
Scope of the Accountant's Work
We will compile the annual financial statements for your approval based on the accounting records maintained by you and the information and explanations given to us by you.
Our work will not be an audit of the financial statements in accordance with Auditing Standards. Consequently, our work will not provide any assurance that the accounting records or the financial statements are free from material misstatement, whether caused by fraud, other irregularities or error.
We have a professional duty to compile financial statements that conform with the relevant financial reporting framework from the accounting records and information and explanations given to us.
If the Company is eligible to file abridged financial statements with the Registrar of Companies, we shall assist the directors in the compilation of these abridged financial statements, based upon the statutory financial statements, for approval by the Directors.
We shall provide assistance to the company secretary by preparing and lodging the Annual Returns (Form B1) and any Changes of Directors/Secretary forms (Form B10) and related documents with the Registrar of Companies.
In order to allow us to assist you in preparing returns for the Registrar of Companies, it is necessary that you have taken the steps to ensure that abridged financial statements will be available to be annexed to the annual return prior to the appropriate deadline.
In order to allow us to carry out the above services, all books, records and explanations requested by us must be submitted to us on a timely basis.
In respect of each accounting period of the Company, we shall prepare, for your consideration and approval the Company's corporation tax computation and complete its corporation tax return (Form CT1) based on information supplied to us by you or others on your behalf.
We shall also prepare the subsidiary forms required by self-assessment. The self-assessment forms, together with the supporting corporation tax computations, will be sent to you for approval and signature prior to submission to the Inspector of Taxes (in iXBRL format if required).
We shall advise you as to appropriate payments of corporation tax and the dates they are due.
Revenue Enquiries
If the Company is selected for enquiry by the Revenue Commissioners, we shall agree separate terms of engagement. The supplementary engagement letter will include responsibilities and fees as appropriate.
Your Responsibilities
You shall be responsible, unless otherwise agreed in this engagement letter, for all other returns, including returns relating to PAYE/PRSI, and returns of employee expenses and benefits.
We shall be pleased to advise you on matters relating to the Company's corporation tax liability, the implications of particular business transactions and on other taxation matters which you refer to us. Such services will be subject to separate terms of engagement.
Specialist Tax Areas
Certain specialist areas, such as R&D Tax Credits, require specific expertise and detailed claim preparation. Where you wish to pursue such claims, we can discuss whether this falls within your current package or requires a separate engagement with appropriate terms and fees.
Scope of Service
Incorpro provides a professional company registration service for the formation of private limited companies in Ireland. This includes the preparation and submission of all required incorporation documents, reservation of company name, payment of the Companies Registration Office (CRO) filing fee, and facilitation of identity verification in accordance with legal requirements.
Verification of Client Information
Incorpro reserves the right to verify all information and documentation supplied by clients for the purpose of company incorporation. This includes, but is not limited to, verification of directors, shareholders, and company officers. Clients must ensure that all information provided is accurate and complete. Any falsified, misleading, or incomplete information may result in immediate suspension or termination of the registration process without refund, or further charges due to increased workload.
AML and Due Diligence Requirements
Incorpro is legally obliged to comply with Anti-Money Laundering legislation and associated Know-Your-Customer (KYC) obligations. We reserve the right to request additional identification, proof of address, or other supporting documentation deemed necessary for AML purposes. Failure to provide such documentation upon request may result in the refusal or termination of the service.
Proof of Right to Use Registered Address
Where a company's registered address differs from that of its directors, Incorpro reserves the right to request documentary proof of the company's lawful entitlement to use such address, including but not limited to a lease agreement, or service contract. Incorporation cannot proceed until satisfactory evidence has been provided, or a change is made to the address.
Non-Resident and Section 137 Bond Requirements
Where none of the proposed directors are resident within the European Economic Area (EEA), the client must either appoint at least one EEA-resident director or procure a valid Section 137 Bond in accordance with the Companies Act 2014. The bond must be arranged prior to incorporation and maintained for the required duration. Incorpro can assist with the acquisition of a Section 137 Bond through our partner providers upon request.
Processing Time and Completion
Upon receipt of all duly executed documentation and satisfactory verification, the incorporation process typically completes within two to three business days, subject to CRO processing times. Delays arising from incomplete documentation, verification issues, or client inaction are outside Incorpro's control.
Refund Policy
Refund requests are considered on a case-by-case basis. If material work has already been undertaken — including but not limited to name reservation, document preparation, verification checks, or communication with the CRO — Incorpro reserves the right to issue only a partial refund or no refund at all.
Post-Incorporation Support
Following successful incorporation, Incorpro provides post-registration guidance, which may include tax registration, RBO (Register of Beneficial Owners) filing, and other optional services. These services are governed by separate terms or Packages and are not automatically included unless expressly selected during the registration process.
Service Exclusions
The company registration service does not include:
Incorpro does not guarantee any particular tax outcome, repayment, liability reduction, approval by Revenue or the CRO, or avoidance of penalties. All filings are subject to acceptance by the relevant authority and may be queried, amended, or rejected at the authority's discretion.
Where filings are submitted based on information provided by the Client, Incorpro accepts no responsibility for outcomes arising from incomplete, inaccurate, or misleading information.
Tax legislation, Revenue practice, and regulatory requirements change frequently. Advice given at any point in time is based on the law and practice then in force and should not be relied upon if circumstances or legislation have changed.
Access to the MyIncorpro Platform is provided on an "as available" basis. Incorpro does not guarantee uninterrupted, error-free, or secure access to the platform at all times.
Incorpro shall not be liable for:
Where planned maintenance is required, Incorpro will endeavour to provide reasonable advance notice and schedule maintenance outside of normal business hours where practicable.
Incorpro shall not be liable for any failure or delay in performing its obligations where such failure or delay results from events beyond its reasonable control, including but not limited to:
Where a force majeure event occurs, Incorpro will use reasonable endeavours to resume services as soon as practicable and will keep the Client informed of progress.
These terms of engagement and the attached schedules are governed by, and shall be construed in accordance with, Irish law.
The courts of the Republic of Ireland will have exclusive jurisdiction in relation to any claim, dispute or difference concerning these terms of engagement and any matter arising from it.
Each party irrevocably waives any right to object to any action being brought in those courts, to claim that the action has been brought in an inappropriate forum, or to claim that those courts do not have jurisdiction.
Client Identification
As with other professional services firms, we are required to identify and verify our clients for the purposes of the Republic of Ireland anti-money laundering legislation. We may request from you, and retain, such information and documentation as we require for these purposes and/or make searches of appropriate databases.
If we are not able to obtain satisfactory evidence of your identity, we may not be able to proceed with the engagement.
Money Laundering and Terrorist Financing Reporting
External accountants and tax advisers are designated persons under the Criminal Justice (Money Laundering and Terrorist Financing) Acts 2010 to 2018 (as may be amended from time to time) and, as such, partners and staff in accounting firms must comply with this legislation which includes provisions that may require us to make a money laundering disclosure in relation to information we obtain as part of our normal accounting or taxation work.
We are prevented from informing you when such a disclosure is made or the reasons for it because of the restrictions imposed by the "tipping off" provisions of the legislation.
Other Reporting Obligations
We have a duty under Section 59 of the Criminal Justice (Theft and Fraud Offences) Act 2001 to report to An Garda Síochána in circumstances where information or documents indicate that certain offences under that Act may have been committed by a client, its management or employees.
Under the Criminal Justice Act 2011, we also have a duty to report certain offences, set out in the schedules to that Act, to An Garda Síochána.
Where you give us confidential information we confirm that we shall at all times keep it confidential, except where we are required to disclose that information by law, by our insurers, or by ethical or other professional regulations relevant to our engagement.
Conflicts of Interest
We are not aware of any conflict of interest which would prevent us from accepting this assignment. However, if we become aware of any conflict of interest in our relationship with you or in our relationship with you and another client, we will inform you, unless we are unable to do so because of our confidentiality obligations.
If a conflict arises, we have safeguards that can be implemented to protect the interests of different clients. If conflicts are identified which cannot be managed in a way that protects your interests, we will decline the engagement to provide such services.
During and after our engagement, you agree that we reserve the right to act for other clients whose interests are or may compete with or be adverse to those of the Company, subject to our obligations of confidentiality and the safeguards set out above.
You and Incorpro Limited shall each ensure that they comply at all times with their obligations under applicable Data Protection Legislation.
Data Controller
Where Incorpro acts as data controller for its own purposes, including in the performance of this engagement, administration and billing purposes, business development purposes, and/or compliance with its legal obligations, Incorpro will manage personal data in accordance with the privacy statement on our website.
This may include sharing Client Data with its associated entities and third party service providers, where necessary or incidental to performing this engagement.
Data Processor
Where Incorpro acts as the Company's data processor, Incorpro processes Client Data on the Company's behalf.
The Company warrants that it has all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to Incorpro for the duration and purposes of the engagement.
Our Commitments
In relation to any Client Data processed in connection with the performance of our obligations, we shall:
We shall not accept responsibility if you act on advice previously given by us without first confirming with us that the advice is still valid in light of any change in the law or in your circumstances. We shall accept no liability for losses arising from changes in the law, or the interpretation thereof, that occur after the date on which the advice is given.
We will perform the engagement with reasonable skill and care. Other than where we are prohibited by law from limiting our liability, our aggregate liability in respect of services provided to you shall in all cases (whether in contract, tort or otherwise) be limited to an amount equal to five times the fees paid by you for such services prior to the relevant claim arising.
To the extent permitted by law we shall not be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising.
We will observe and act in accordance with the Bye-laws and Regulations and Code of Ethics of the Institute of Chartered Accountants in Ireland and will accept instructions to act for you on this basis.
In particular you give us the authority to correct errors made by Revenue if we become aware of them.
We will not be liable for any loss, damage or cost arising from our compliance with statutory or regulatory obligations.
The requirements are also available online at www.charteredaccountants.ie/Professional-Standards/Bye-laws-and-Regulations.
Reliance on Advice
Any material or report prepared by us as part of this assignment, or other advice or information we provide to you as part of our service are for your sole use, and not for any third party to whom you may communicate them, unless we have expressly agreed in the terms of engagement that a specified third party may rely on our work.
We accept no responsibility to third parties, including any group company to whom the terms of engagement is not addressed, for any report prepared by us or any other advice, information or material produced as part of our work for you which you make available to them.
We retain all intellectual property rights in any document or other materials prepared by us during the course of carrying out the engagement.
You are not permitted to use our advices, our name or trademarks in any statement or document you may issue unless our prior written consent has been obtained, except where such statements or documents are required to be made public in accordance with applicable law.
Our Right to Terminate
We reserve the right to withdraw from the engagement at any time with immediate effect on written notice to the Company.
In the event of termination of our engagement, we will endeavour to agree with you the arrangements for the completion of work in progress at that time, unless we are required for legal, regulatory or ethical reasons to cease work immediately. In that event, we will not be required to carry out further work and shall not be responsible or liable for any consequences arising from termination.
Immediate Termination
Incorpro reserves the right to terminate Ongoing Accounting Services immediately if:
These Terms and Conditions, together with any Package-specific terms and any written variations agreed between the parties, constitute the entire agreement between Incorpro and the Client.
These Terms supersede all prior discussions, correspondence, negotiations, representations, warranties, or agreements (whether written or oral) relating to the subject matter.
No variation of these Terms shall be effective unless made in writing and signed by or on behalf of both parties, or communicated through the MyIncorpro Platform in a manner that requires acknowledgement.
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
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