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Inoff the Red

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About Inoff the Red

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    Senior Member, Raffle Sponsor 2013

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  1. Just got back from a few days away and i have only just seen the notification of this thread. I will have a read and submit a more considered response later
  2. Well at least she didn't ask for a lemonade top....that is a cruel (but amusing) stunt to pull on a new barman.
  3. I think your accountant is being a bit soft. If you were actively seeking work from other sources and did work for more than one person then HMRC would struggle imho. With regards to a limited company being taxed at source under CIS, a company that pays its tax on time is likely to be granted gross status so deduction at source would not be a problem. Even if the the company was subject to CIS deduction at standard rate you can claim it back through the company's paye scheme.
  4. How do I know this stuff?...All part of the job. Although I am an accountant by profession, I spent 15+ years working in corporate recovery (helping businesses in the s*** to get out of it) and corporate finance (advising on buying/selling companies and stock exchange work). As for the answer to your question, let me try and explain it by going back to first principles (and apologies if this is bit long winded but stick with it). The basis of any contract is offer and acceptance. The basis of the contract is therefore based on what you offered and what was accepted. If your quote is merely a description of the work you will do, when you will do it and the price you are charging then that will form the basis of the contract between you and your customer and it is not open for either party to unilaterally change the terms of that contract. (I have put that bit in bold because it is crucial to understanding potential pitfalls). Referring back to the retention of title issue, if you supplied widgets to a customer who didn't pay, then without informing the customer prior to the contract that you retained title to items supplied until they had been paid for , then you could not legitimately recover those items because that was not an agreed part of the contract. Actually establishing whether a term has been included into a contract can also create difficulties. Merely putting your terms and conditions on an invoice and relying on them to be valid in any contract can be difficult. An invoice is a post contractual document and therefore the terms governing the contract pre-date the invoice. If however, there is a regular course of dealing with a customer then it could be argued that the terms on the reverse of an invoice could be inferred to have been incorporated in future contracts but this could be open to challenge and is, imho, a big risk to take when there are simple ways of avoiding this potential pitfall. To avoid a ruckus about what terms were actually agreed in a contract there are a number of strategies to avoid disputes. Examples are set out below but I appreciate that some of these may be inappropriate/ not worth the ball ache for small owner managed businesses:- 1. Have a formal set of terms and conditions pre printed which are sent out customers with a request to sign and return an acknowledgement of acceptance. A more subtle way of doing this is to enclose a set of T&Cs with a form which is effective a request by the customer to open a credit account with the supplier. Somewhere on the form is a clause to the effect that application for a credit account is acknowledgement of acceptance of the T&Cs. 2. Include the T&Cs on a quote. If they are printed on the reverse side of the quote, make sure that there is reference to them on the face of quote to draw the attention of the reader to the content on the back. Failure to do this could give a reason to dispute their inclusion into a contract. (Again this risk could diminish if there is a regular course of dealing between the parties). As for proof of acceptance of the terms within a contract , the increasing use of email has changed things and if a matter ever got to court then the matter would be decided on the facts. If your quote sets out the terms and price, work to be done including a start date etc then in the absence of anything in writing / email to the contrary if your customer sought to avoid accepting any terms contained therein I think you could argue that the fact that he let you onto site to do the work could be deemed to prove acceptance although it does introduce an element of risk. If circumstances allow and you have had no email acceptance from the customer, then it may strengthen your hand in any future dispute if a day or so prior to starting you send a further email confirming the start date for the work to be done in accordance with and subject to the terms of the quotation. As said previously allowing access to the site may be deemed acceptance of your terms however, if you were merely selling items to a customer which would be delivered to his premises, then without some definitive proof of acceptance then any terms in the quote may be disputed so you would need to weigh up the risk. A further wrinkle in the T&C saga, is when you send a quote with terms of sale and the customer submits a formal order which contains their terms of purchase. Unless challenged by the supplier, the purchasers terms will govern the contract. Hope this helps but please note I am not a lawyer but have sat through countless hours in meetings negotiating contracts etc so I have an idea of basics but I would suggest seeking professional legal advice if you want to establish a robust set of T&Cs. There is a temptation to grab a set of T&Cs from the back of a suppliers invoice and copy those. I have come across a set, written in ultra small print which contained the names of three different companies where, I suspect, someone cribbed a set but didn't do a good enough proof reading job and didn't change the name of the supplier company throughout the T&Cs and someone merely typed what they were given without question. Another company subsequently cribbed the set and again did not do a proper proof reading job. The other danger with cribbing someone else terms is that they may be up to date. If you need T&Cs is there a trade body that can supply a model set?
  5. There is actually a very good guide to statutory demands here:- https://www.gov.uk/statutory-demands As I said in my post, what I was suggesting was a technical breach of the procedure but if received by someone after 5pm on Friday (when most lawyers have knocked off) that has not been through it before it can them cause major stress over the w/e and prompt them to pay to avoid the consequences.
  6. Without wishing to appear pedantic, to have an effective retention of title claim it is important to establish that the clause was incorporated into the contract. Merely putting the ROT clause on an invoice does not work because an invoice is a post contractual document (unless there is a history of trading in which case the clause on an invoice may be valid through course of dealing). For one-off jobs or new customers include the ROT clause in any quote and order confirmation, that way it will be difficult for the customer to argue that it was not part of the contract. You also need to be careful about the wording of ROT clauses so best use something current from t'internet or incur the cost of getting a proper set of T&Cs from a solicitor. Depending on the materials you supply, the wording of the ROT clause can also be crucial. The most favoured clause is the so called "All monies" clause. This gives the right to recover any items you may have supplied if any monies are owing. Without this, it would be necessary to be able to identify any goods supplied to a specific unpaid invoice. For specialist jobs identification of items subject to an o/s invoice may not be a problem. The problem with ROT clauses comes when the work you have done is combined with work done by someone else or if your work is permanently attached to something. So an ROT claim for something bolted to another item would succeed because you can unbolt it. If it is welded onto something else then it would fail. Other tactics:- 1. Send him an invoice for interest for the late payment of a debt plus £70 for admin. 2. Download a Statutory demand form from the Insolvency Service web site. Fill it in with details of your claim and then manually hand it to him or post it through his letterbox after office hours on a friday afternoon. The receipt of a document requiring action within 21 days to avoid the possibility of bankruptcy tends to focus the mind and ruin a weekend for them (this is particularly effective if someone bounces a cheque on you because it is difficult then for the debtor to dispute the debt.) Without judgement the stat demand approach is an abuse of process but it can be an excellent psychological tool to concentrate the debtors mind.
  7. Correct. See clause 5 in Appendix A to the HMRC Guide CIS 340 - A Guide for contractors and subcontractors. But as the OP stated his company only did work for residential customers the CIS question is unlikely to be relevant. In fairness to the new accountant it was a sensible question to ask and it seemed from the original post that the accountant asked whether the OP was making CIS deductions, not that he SHOULD be making CIS deductions. If you are instructing an accountant to prepare tax returns/accounts then, imho, it is an obvious question to ask because it is an added complication that could have an impact on his work load.
  8. If you have an iPad, why bother with Office? The Mac equivalent (Pages/Numbers/Keynote) will open Word/Exel/Powerpoint documents. You can also export from Pages etc into Office format if you wish. I thought that iPads came pre loaded with Pages/Numbers and they are similar to use as Office
  9. Sending your debtors an invoice for the interest on late payment of a commercial debt often acts as a prod to get paid. https://www.gov.uk/late-commercial-payments-interest-debt-recovery/charging-interest-commercial-debt You can legitimately charge interest at 8% over the BofE base rate for the period after the debt should have been paid. There are online calculators where you enter the amount of the debt and date it should have been paid. It will then calculate the interest due and also give the future daily interest cost. The debtor may not pay the invoice for interest but it may persuade them to bring your invoice to the top of the pile. Unfortunately, many organisations will wait until people press for payment before they settle. It is well worth sending monthly statements so they don't think you have forgotten about it. When companies get the message that you will press for payment then you will tend to get paid according to your terms.
  10. I suggest making contact with those regular customers and explain communication issue and apologise for the apparent discourtesy of not returning the call, at least then they may call again with future work instead of thinking you may have retired/got too big for them.
  11. A limited company is a separate legal entity and is owned by the shareholders. How many shares a company issues and the nominal value of those shares is open to the company. You only need issue 1 share with a nominal value of £1 if you wish. The thing to recognise is that share capital is effectively tied into the company. There are ways of getting the money invested in the shares back but it is more complicated than putting money into the business by way of directors/shareholders loan. You could issue 1 share with a nominal value of £0.01 but anyone seeing the company's accounts may not be impressed. Companies bought off the shelf used to have an initial share capital of 100 shares of £1 each, but the number and nominal share value is up to you. If you are transferring your sole trader business into a limited company you need to think about the value of the business and its assets that you are transferring into the company. Another consideration if married, is whether you allocate shares to your other half which could be tax advantageous especially if they are not working. You should seek the advice of an accountant because switching from sole trader to operating through a limited company involves numerous changes, new bank account, new CIS registration, paye registration if you have employees, etc etc
  12. I'm not sure what "paye at equivalent cost to business" means. PAYE is not a cost to the business it is a deduction from an employees gross earnings which is then paid over to HMRC so the cost to the business is nil.
  13. The real protection of trading through a limited company rather than as a sole trader/partnership is that if you make a mistake on a job and a tree drops on someones house any claim would be against the limited company and not against you personally. With regards to VAT, at present the UK has the highest VAT registration limit (£85k) in the EU where the limit is significantly lower (Germany €10,000, France €12,000). This is perceived to give UK businesses an unfair advantage (dubious)while simultaneously depriving the EU of VAT revenue (probably the main reason for future change). In the event that Brexit is thwarted or we are tied into the EU, then brace yourself for the VAT registration limit to come down to levels consistent with other EU countries.
  14. Obviously if your company is a bit wobbly then you wouldn't put money in, but then if that was the case you probably wouldn't get a lease anyway....at least not without a PG that puts you in the same place regarding potential loss.
  15. Well, I could have an interesting debate with that accountant about his view of the tax efficiency of leasing rather than buying with own resources. Was he getting a commission from the finance company for introductions? If there is no other option than leasing is a way of getting stuff but don't forget that the leasing companies factor their costs and profit into the lease payments so there is a cost compared with using own funds.


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