Davies Allen PC
Engagement Letter for Initial BOI Report Preparation
Dear Client:
This letter is to confirm our understanding of the terms and objectives of our engagement and the
nature and limitations of the services we will provide. Please read this letter carefully, as it is
important to both Davies Allen (“Firm”) and each of the entities for which you have requested Initial
BOI reporting (“Client”) that you understand and accept the terms under which we have agreed to perform
our services, as well as Management’s responsibilities under this agreement.
Services
You have asked for our firm’s assistance to help you submit Client’s initial Beneficial Ownership
Information (“BOI”) report to the Financial Crimes Enforcement Network (“FinCEN”), as required under
the Corporate Transparency Act (“CTA”). The BOI report is required to be submitted using FinCEN’s
electronic filing system. For reporting companies in existence prior to January 1, 2024, the BOI
report is due no later than January 1, 2025, and for reporting companies created on or after
January 1, 2024, the BOI report is required to be filed within 90 days after their formation
or registration.
It is important that your company’s specific facts and circumstances be considered to assess the
applicability of the CTA-related provisions given the current guidance as promulgated. You have asked
for our assistance to help you with your determination whether an exemption may apply to your entity
or whether any relationships constitute “beneficial ownership.”
Our limited advisory services for purposes of filing your initial BOI report under the terms of this
agreement will be performed based on our professional judgment as accountants given the facts provided
to us and the CTA provisions as currently promulgated. As we are not attorneys, we will not be rendering
any legal advice or providing legal interpretation as part of this engagement.
Client agrees to provide us with all the required information and documentation deemed necessary to
comply with applicable CTA regulations for your entities, all beneficial owners, and if applicable, the
company applicant(s), for purposes of your BOI report filing.
In connection with the performance of our limited services, we will rely on the accuracy and
completeness of the information and documentation provided by Client and your representatives. As Firm
will not audit, review, or otherwise verify the information and documentation you provide, we cannot
provide assurance on the accuracy and completeness of the information provided.
Further, as we are not attorneys, we will not be responsible for making any legal determinations
that may be required or for certifying or opining on your company’s compliance with the CTA.
Management Responsibilities and Representations
It is our understanding that Management has designated qualified individuals with suitable skills,
knowledge and/or experience, preferably within senior management, to be responsible and accountable
for overseeing the specified limited advisory services and the filing of Client’s initial BOI report
performed as part of this engagement. By your signature below, you acknowledge that Management agrees
to evaluate the adequacy of, and accept responsibility for, the results of all the services performed
as part of this agreement.
By your signature below, you represent, certify, and warrant to Firm that all information provided
to us for purposes of this engagement will be true, correct, and complete, and agree that Firm may rely
solely, without independent verification, on the accuracy and completeness of the information provided.
As our services are limited in nature, our engagement cannot be relied on to disclose errors, fraud, or
noncompliance with laws and regulations that may exist.
Client also understands and acknowledges that the Firm’s advisory services are limited in nature
per the terms of this agreement and will be performed as accountants and not attorneys, and as such,
the Firm will not be rendering any legal advice. Therefore, Management accepts responsibility to engage
separate legal counsel to assist in addressing any legal issues that may arise, which would include,
but not be limited to, legal advice or interpretation with respect to determining if an exemption applies
to the nature of your entity or whether certain legal relationships constitute “beneficial ownership.”
Client acknowledges and understands that under the terms of this agreement, Firm will not be responsible
for providing any further services related to Client’s ongoing requirement to update and/or correct BOI
reports with FinCEN. Management accepts full responsibility for monitoring all reportable changes for
its company and beneficial owners (e.g., changes to beneficial owners’ details or other information previously
submitted) and for ensuring such updates are filed in a timely manner.
Fees
$400 Per Entity
Other Matters
Client acknowledges the importance of accurate and honest representation and agrees to indemnify Firm
from any liability arising from misrepresentation by Management.
Very truly yours,
________________________
Davies Allen PC