Terms and Conditions as of 21 April 2026

The Terms and Conditions for Roesgaard Godkendt Revisionsaktieselskab (‘Roesgaard’) are applicable when we provide advisory services and issue reports and other declarations with and without assurance. This applies to any and all engagements.

Advisory services

Roesgaard complies with the ethical rules for auditors in all contexts. This comprises the principles of integrity, objectivity, professional competence and due care, confidentiality and professional conduct.

When Roesgaard issues reports and other declarations, our signatory auditors are subject to the Danish Executive Order on Approved Auditors’ Reports (Erklæringsbekendtgørelsen), the Danish Act on Approved Auditors and Audit Firms (Revisorloven), applicable standards, opinions from FSR – Danish Auditors, the Technical Audit Committee and special legislation. The Danish Executive Order on Approved Auditors’ Reports etc. regulates reports issued with assurance in accordance with the standards on auditing, extended reviews and reviews.

When we issue reports and other declarations pertaining to company law, we perform our work in accordance with the International Standard on Assurance Engagements or the International Standards on Auditing as well as additional requirements under Danish auditing legislation.

Some of the provisions of the Danish Act on Approved Auditors and Audit Firms also apply to reports without assurance in accordance with the standards on agreed procedures and compilation of financial statements.

Roesgaard stores reports and other declarations with related working documents for five years from the date of signature. These will normally be deleted five years after the final engagement with the client.
 

Duty of confidentiality

Roesgaard is subject to the rules on a duty of confidentiality and will not disclose or exploit confidential information of which we may become aware as part of the engagement. This applies to partners and employees of Roesgaard as well as to other advisers, consultants and external lawyers who are engaged to assist with the advisory services so that the engagement can be performed, see Article 6(1)(b) and (f) of the General Data Protection Regulation.

However, the duty of confidentiality may be breached in those situations in which we are required to disclose confidential information in accordance with applicable law.
 

Customer Due Diligence and Anti-Money Laundering Regulations

As part of assurance engagements and other services, we are required by law to maintain up-to-date knowledge of our clients and relevant key individuals. We therefore collect identity and verification information, as well as certain additional information about the client, beneficial owners, and members of management in accordance with anti-money laundering regulations. As part of this process, we must, among other things, determine whether any individuals are politically exposed persons (PEPs) or closely related/associated persons. This may involve obtaining separate declarations and supplementary documentation. The purpose is to ensure a high level of transparency and compliance with the regulations to which we are subject.

In addition, we are required to obtain documentation relating to the registration of transactions, investigations, and any reports made in cases where there is suspicion of money laundering or terrorist financing and such suspicion cannot be disproved. Information collected pursuant to the Danish Anti-Money Laundering Act is generally stored for five years after the termination of the client relationship.

Our clients must keep Roesgaard continuously informed of any material matters and must exchange information, data, and documents in good faith to the extent relevant for the performance of the agreement.

In connection with assurance engagements, we are, among other things, subject to the provisions of the General Data Protection Regulation (GDPR) regarding responsible data processing. However, we are also bound by the confidentiality provisions set out in Section 30 of the Danish Audit Act, and therefore we may not disclose collected personal data to third parties. This does not apply where we are required by law to disclose information, including, for example, in cases of suspected money laundering. In accordance with the GDPR, data subjects have the right to access the information recorded about them and to have any inaccuracies corrected.

We are also obliged to report to the Danish Money Laundering Secretariat if there is suspicion that a company is being used for money laundering or terrorist financing. We are, among other things, required to report unlawful shareholder loans, including in cases where such loans have been regularised for tax purposes or repaid, and to notify the Danish Business Authority via www.virk.dk of any discrepancies between actual beneficial owners and those registered in the CVR register.
 

Conflicts of interest

We do not provide advisory services in cases in which Roesgaard or its employees have a particular personal or financial interest in the outcome of the case. Nor do we provide advisory services in cases in which Roesgaard or its employees are simultaneously adviser for or have previously, in the same case, advised other parties that have such an interest.

If such a conflict of interest arises or comes to the attention of Roesgaard after the consultancy agreement has been entered into, we will inform the client thereof as soon as possible and terminate the consultancy agreement. Roesgaard will not incur any liability for such termination.
 

Fee and invoicing

The fee is set as stated in the agreement letter.

In the absence of any other agreement, the fee is based on hours spent on the basis of itemised time accounting. The fee is, moreover, determined at our discretion, taking into due account a number of factors such as the importance and value of the case, the nature and scope of the work we perform and the liability connected with the case. Roesgaard will not demand a higher fee than what can be regarded as reasonable.

In addition to the fee, reimbursement of reasonable and documented disbursements may be required, outlays for travelling, overnight accommodation and meals in connection with work on site as well as duties and fees to public authorities etc.

Fees to subsuppliers engaged by Roesgaard are invoiced as outlays. By agreement, the same applies to fees to independent suppliers that we refer our clients to if we do not have sufficient in-house competence.

On commencement of an engagement, Roesgaard will, upon request, provide information about the size of the fee if this is possible according to the nature of the engagement. This is always done with due consideration for the contents of the agreement, including the agreed distribution of work. We always encourage our clients to consider what they can do themselves to make our collaboration more efficient. If the fee cannot be specified, the hourly rates used will be stated.

As a consequence of the principles of calculating fees based on hours used, our clients always have the option to terminate our engagement in accordance with the appliable rules. The engagement will then be settled based on the hours used at the time in question.

Invoicing will be done at the end of each month. We may demand advance payment, depending on the nature of the engagement.

Our terms of payment are net 14 days. If the payment deadline is not met, interest will be charged in accordance with the provisions of the Danish Interest on Overdue Payments Act (Renteloven). If the terms of payment are not complied with, Roesgaard will be entitled to terminate the agreement.

The fee is indexed annually.

Roesgaard does not receive funds held on trust.

On completion of an engagement – or on termination of the collaboration with the client – where e-conomic has been used, we reserve the right, after prior notification, to re-invoice a fee for digital storage via an archive licence in e-conomic. The current storage period is five years, and the archive licence is settled as a one-off payment.
 

Use of reports

Reports and other declarations issued by us may only be used as part of the original document, and written permission must be obtained from us for the use of a report subject as an appendix to prospectuses or similar documents. This also applies if reference is made to Roesgaard in a prospectus or the like.

Translated reports may only be used together with the full translated annual report or other translated reporting subject. All translated statements must be approved by us.
 

Limitations of liability

Roesgaard and our authorised signatory auditors are liable when we provide advisory services and issue reports with and without assurance in accordance with the general provisions of Danish law, however, subject to the following limitations of liability:

Roesgaard and our authorised signatory auditors/employees are not liable for indirect loss or consequential loss, including loss of goodwill, image, earnings, profits or data.

The liability in damages for Roesgaard and our authorised signatory auditors/employees is limited to an amount corresponding to three times Roesgaard’s fee excluding VAT for a one-off service and three times Roesgaard’s fee excluding VAT for the past six months prior to the liability-triggering event for an ongoing service.

Roesgaard and our authorised signatory auditors/employees cannot be held liable for any loss incurred as a result of false, misleading or incomplete information, data or documentation provided by other parties than Roesgaard.

Roesgaard and our authorised signatory auditors/employees cannot be held liable for drafts and oral discussions.

Roesgaard and our authorised signatory auditors/employees do not undertake any liability to other parties that use the advisory services provided by Roesgaard to one of our clients.

Roesgaard is not liable for any loss or damage caused by cyberattacks, hacker attacks, IT crashes and other similar events.

Roesgaard and our authorised signatory auditors/employees are not liable for any errors made by independent suppliers to which Roesgaard refers, just as Roesgaard and our authorised signatory auditors/employees are not liable for any errors made by subsuppliers engaged by Roesgaard.

Roesgaard and our authorised signatory auditors/employees are not liable for matters attributable to the client’s own fault or if the client fails to provide correct information about the case. It is the client’s responsibility to ensure the accuracy and completeness of the information provided for our use. This also applies to greenwashing.

The above limitations of liability apply regardless of whether the damage or loss is due to ordinary or gross negligence.
 

Force majeure

In case of force majeure, our obligations under the agreement between us will be suspended.

Force majeure can be defined as an external and unforeseen extraordinary event or situation that we should or could not reasonably have foreseen. For example, epidemics or large-scale cyberattacks that could not have been prevented despite State of the art.

At Roesgaard, we do our utmost to mitigate all forms of downtime, and we have implemented technical and organisational security requirements based on recognised industry standards and State of the art.
 

Result of advisory services and assistance

The result of the assistance and advisory services provided by Roesgaard is exclusively meant for you and must not be distributed to other parties.

We use our expertise in our provision of assistance and advisory services, and our responsibility is consequently to provide assistance and advice based on information provided by you.

Since a compilation engagement is not an assurance engagement, we are under no obligation to verify the accuracy or completeness of the information you provide to us for the purposes of the engagement or to otherwise obtain evidence that would allows us to express an audit or review opinion on the outcome of the assistance and the advisory services in the form of financial information.

We will perform the engagement to compile financial statements in accordance with the International Standard on Related Engagements ISRS 4410, Compilation Engagements. In accordance with ISRS 4410, when undertaking the engagement, we will comply with relevant provisions of the Danish Act on Approved Auditors and Audit Firms and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (the IESBA Code of Ethics), including principles of integrity, objectivity, professional competence and due diligence.

Your responsibility is consequently to ensure the accuracy and completeness of the records, documents, reports, statements and other information that you provide to us. Furthermore, the formats of the financial statements etc. is the responsibility of the management.
 

Governing law and venue

The agreement letter, including these terms and conditions, is governed by Danish law, and any dispute arising in connection with the agreement must be settled by the ordinary courts with Horsens District Court as the court of first instance.
 

Conclusion

We would be happy to review and elaborate on the agreement letter if you so wish. If the above is in accordance with your expectations for the terms and conditions for a collaboration with us, we look forward to receiving the enclosed copy of the agreement letter.