Terminating an engagement on the chartered accountant's initiative: 2026 template and guide

Quick answer. A chartered accountant may unilaterally terminate an engagement if a legitimate ground is established (persistent non-payment, conflict of interest, AML suspicion, refusal to cooperate from the client). The procedure requires a reasonable notice period (two to three months in practice), notification by registered letter with acknowledgement of receipt (LRAR), the prompt return of the documents belonging to the client and final invoicing up to the effective date. The legal framework rests on articles 141 to 169 of decree n° 2012-432 of 30 March 2012 (the code of conduct, notably article 156 on just and reasonable grounds), supplemented by the AML duties under article L.561-2 of the French Monetary and Financial Code.

The firm-client relationship has grown more complex in recent years under three converging trends: the generalisation of electronic invoicing on 1 September 2026, the tightening of Tracfin oversight (chartered accountants transmitted around 720 suspicion declarations in 2024, and statutory auditors around 141, according to Tracfin's 2024 report on declaring professions), and the continuous rise of civil litigation targeting firms. In this context, terminating an engagement without formalism exposes the firm to a double risk: disciplinary sanction before the regional disciplinary chamber of the Order, and a contractual liability action from the former client.

At Hayot Expertise, a firm registered with the French Order of Chartered Accountants of Paris Île-de-France, we handle file takeovers within the confraternal-letter framework of article 163 of decree n° 2012-432. A termination notified by simple email, without an organised handover, can leave the annual tax return package unfinished a few weeks before the filing deadline: this guide formalises the procedure that avoids this kind of situation.

The chartered accountant is not an ordinary service provider: they exercise a regulated profession governed by Ordinance n° 45-2138 of 19 September 1945, supplemented by decree n° 2012-432 of 30 March 2012 on the conditions of practice, whose articles 141 to 169 form the code of conduct in force (decree n° 2007-1387 of 27 September 2007 has been repealed since 1 April 2012).

Three principles shape the ability to terminate an engagement:

1. Independence and integrity (articles 145 and 146 of the code of conduct): if a situation compromises the professional's independence, article 157 requires ending the contract, and the termination becomes an obligation rather than a mere option.
2. Duty to advise and continuity: article 156 of the code of conduct requires terminating while striving not to harm the client: the chartered accountant must warn the client in time to allow them to organise the handover.
3. Return of the client file: documents belonging to the client are handed back as soon as the engagement ends, as the client remains their owner, whether or not there is a fee dispute; only a tightly framed retention of the firm's own unpaid work is admitted, after informing the president of the regional council of the Order (article 168).

For a complete overview of the applicable professional framework, see our dedicated article on the obligations 2026 d'un expert-comptable à Paris as well as the catalogue des missions de l'expert-comptable.

The Code of Conduct does not provide an exhaustive list, but disciplinary practice and case law have identified six grounds that are regularly accepted.

Citable factual atom. Chartered accountants have been subject to the suspicious-transaction reporting duty since the NRE law n° 2001-420 of 15 May 2001; ordinance n° 2009-104 of 30 January 2009 (transposition of the 3rd anti-money-laundering directive) recast the framework into the current article L.561-2 of the French Monetary and Financial Code, where they appear at 12°.

Specific case of non-payment#

Non-payment is the most frequently invoked ground. For it to support an ethically defensible termination, three cumulative conditions must be met: invoicing consistent with the engagement letter, prior formal notice sent by registered letter with deadline (15 to 30 days), and no serious challenge of the fees. Otherwise, a termination for non-payment may be reclassified as a wrongful termination.

Here is the procedure recommended by professional ethics and practice when a termination becomes necessary.

1. Internal decision and qualification of the ground. The chartered accountant formalises in writing the chosen ground and gathers the documents that establish it (unpaid invoices, formal notices, correspondence), to avoid impulsive terminations.
2. Prior formal notice (non-payment, failure to produce documents). Reasonable deadline of 15 to 30 days, by LRAR, clearly stating the consequences in case of non-regularisation.
3. Notification of the termination by LRAR. Effective date, succinct and non-defamatory ground, reminder of the notice period and of the firm's return commitments.
4. Information to the regional Order when the termination occurs during a statutory engagement (contractual audit, assurance certificate, statutory audit mission). For a standard contractual engagement, informing the Order is not mandatory but remains recommended in tense situations.
5. Preparation of the handover file. Inventory of documents, trial balance as of the effective date, interim accounting situation, pending declarations and their deadlines, passwords and software access.
6. Physical or digital return of the file. Hand-over minutes signed by both parties, archiving of items proprietary to the firm (permanent file, working notes).
7. Final invoicing pro rata temporis under the engagement letter, without any termination penalty (unless an express and reasonable clause exists).
8. Administrative closure: deactivation of accesses, transmission to the successor firm if appointed (article 163 of the code of conduct), retention of the working file for ten years, a professional usage aligned with article L.123-22 of the French Commercial Code (five years for AML documents, article L.561-12 of the Monetary and Financial Code).

The template below is designed for a contractual engagement covering bookkeeping and preparation of annual financial statements. It must be adapted to each situation (audit, statutory audit, ad-hoc advisory, court expertise). Copy-pasting without personalisation is a trap: case law sanctions terminations drafted in vague or stereotyped terms.

``` [Firm corporate name] [Address] [Postcode : City] SIREN [xxx xxx xxx] Registered with the French Order of Chartered Accountants : Region [xxx]

[Client corporate name] For the attention of [title, name of the director] [Address]

[City], [date]

Registered letter with acknowledgement of receipt n° [La Poste tracking number]

Subject: notification of termination of the engagement letter dated [date]

Dear Sir or Madam,

Under the engagement letter signed on [date], our firm has been assisting you with the following services: [bookkeeping / financial review / preparation of annual financial statements / tax return package / other].

In accordance with articles [X and Y] of our engagement letter and with the Code of Conduct of chartered accountants, we hereby notify you of our decision to terminate this engagement as of [effective date, with notice period of N days].

This notice is grounded on [factual ground, dated and documented: for example, non-payment of invoices n° X, Y, Z despite our formal notice of [date]].

We confirm our commitment to:

• close an accounting situation as of [effective date];
• hand over to you, within [N days] from this letter, all of the documents belonging to you;
• respond to your future adviser's requests to ensure a smooth technical handover;
• keep our working file for the customary ten-year period.

Our final fee statement as of the effective date will be sent to you by separate invoice.

We remain available to organise a handover meeting at our offices or by video conference.

Yours faithfully,

[Surname, first name of the signing chartered accountant] Chartered accountant registered with the Order under n° [xxxxxx] ```

To go further on drafting from the client's side (the mirror of this procedure), our lettre de résiliation de l'expert-comptable côté client details the symmetrical obligations of the client.

The handover to the successor firm is itself regulated: article 163 of decree n° 2012-432 organises the succession between firms. The successor informs the predecessor that they are taking over the file and makes sure the fees owed to them have been settled; the predecessor facilitates, with the client's agreement, the transmission of the file. This is the basis of the confraternal letter, which Hayot Expertise uses on every file takeover.

Termination for AML suspicion#

When a suspicion of money laundering or serious tax fraud emerges in the course of the engagement, the procedure is twofold. The firm must first file a suspicion declaration to Tracfin via the ERMES portal, without informing the client (tipping-off prohibition, article L.561-18 of the French Monetary and Financial Code). Only then can the termination be notified, using neutral terms: "persistent difficulties in carrying out the engagement" or "impossibility to maintain our professional independence". Any mention of the suspicion in the LRAR would constitute a criminal offence.

One scenario makes termination mandatory rather than optional: where the chartered accountant cannot identify the client or the beneficial owner, or cannot fulfil the due-diligence duties (articles L.561-5 and L.561-5-1 of the French Monetary and Financial Code), article L.561-8 prohibits carrying out any transaction and establishing or continuing the business relationship: the accountant must end it where it already exists, while considering whether a suspicion declaration is warranted (article L.561-15). This is the only scenario where the law itself imposes the termination.

One caveat applies: article L.561-8 carves out the persons listed in points 12 and 13 of article L.561-2, chartered accountants included, where their work relates to court proceedings or to giving legal advice. Outside those two cases, being unable to identify the client or to obtain information on the purpose of the business relationship means the relationship must not be entered into, or must be ended.

Termination of a statutory audit engagement#

The statutory auditor's mission is statutory and nominative for six financial years. Resignation is only admissible on legitimate grounds exhaustively listed by article 28 of the statutory auditors' code of ethics: illness, conflict of interest, serious breach by the audited company that makes the mission impossible. It is declared to the Haute Autorité de l'Audit (H2A) through its portal, without causing harm to the audited entity. A resignation without a legitimate ground exposes the auditor to disciplinary sanctions.

Termination during an ongoing DGFiP tax audit#

If the client is under a tax audit at the time of termination, the firm must guarantee the continuity of the duty to advise until the end of the audit or organise a documented handover with the successor firm. A brutal termination in the middle of a procedure may be qualified as a serious breach of the duty to advise and trigger the firm's civil liability.

Termination during an assurance certificate or compilation engagement#

For these standardised engagements (approved professional standards of the Order of Chartered Accountants), the firm must ensure that the termination does not occur during the report-issuance phase, which must either be completed or expressly resumed by the successor firm.

• Underestimating the notice period. A fifteen-day notice close to a tax or social-security deadline is almost always reclassified as a wrongful termination.
• Invoking a general right of retention. No retention is possible over documents belonging to the client; only the firm's own completed and unpaid work may be retained, after informing the president of the regional council of the Order (article 168); it is better to secure unpaid fees through a payment-injunction procedure.
• Notifying by simple email. Email does not provide a certified date and lacks the probative force of an LRAR.
• Mentioning the Tracfin suspicion in the LRAR. Absolute prohibition, criminal sanction.
• Omitting to return the parts of the permanent file that belong to the client. Common confusion between the firm's permanent working file (firm's property) and items provided by the client (to be returned).
• Forgetting to archive the file for ten years. This professional-usage period runs from the date of termination, independently of any retention by the client.

In professional practice, three grounds come up most often in terminations on the firm's initiative. First, non-payment for more than 90 days, particularly frequent at the end of a cash crunch among young structures. Second, client opacity around certain operations likely to fall within the AML scope: atypical flows with at-risk jurisdictions, refusal to provide supporting evidence on asset disposals, repeated inconsistencies between filings and banking flows. Lastly, loss of trust with governance: contact person changing every three months, contradictory instructions, pressing requests for adjustments outside the accounting framework.

Our conviction: the LRAR is never enough on its own to secure a termination. It must be combined with an evidence file that holds up in court (time-stamped unpaid invoices, exchanged emails, meeting minutes), a proposed successor firm where possible, and a documented handover of the client file. This level of formalism protects the firm during the period when its civil liability can still be sought: five years from knowledge of the damage (article 2224 of the French Civil Code).

To benchmark the fees applicable in an incoming engagement letter (and thus limit the risk of future non-payment), our simulateur de tarif expert-comptable and our fourchettes de tarifs expert-comptable 2026 give the orders of magnitude observed on the Paris market.

Hayot Expertise tip. Before any termination, organise a physical or video meeting with the client to formalise the breakdown of the relationship and try one last regularisation. This meeting often leads to an agreement (staggered payment of unpaid invoices, adjustment of the engagement scope) that avoids termination. When it remains unavoidable, the meeting becomes additional evidence of your good faith and of your compliance with the duty to advise.

• Termination on the chartered accountant's initiative is governed by articles 141 to 169 of decree n° 2012-432 (the code of conduct), in particular article 156 (just and reasonable grounds).
• Six grounds are regularly accepted: non-payment, conflict of interest, loss of independence, AML suspicion, refusal to cooperate, major disagreement.
• The LRAR with two-to-three-month notice is the rule for contractual engagements; an email alone is not enough.
• Prompt return of the client file; only the firm's permanent file remains with the firm.
• In case of AML suspicion, report to Tracfin before terminating, without mentioning the suspicion in the LRAR.
• The statutory audit mission follows a specific regime: resignation on legitimate grounds (article 28 of the auditors' code of ethics), declared to the H2A.
• Working-file retention runs ten years from the termination date, as a professional usage aligned with article L.123-22 of the French Commercial Code.

Official sources#

• Conseil national de l'Ordre des experts-comptables : déontologie
• Légifrance : décret n° 2012-432 du 30 mars 2012
• Légifrance : code de déontologie, articles 141 à 169 du décret n° 2012-432
• H2A : déclarer une démission de mandat de commissaire aux comptes
• Légifrance : Code monétaire et financier, article L.561-2
• Légifrance : article 156 du décret n° 2012-432 (interruption de la mission)

Need personalised advice on terminating an engagement or starting a new accounting partnership? Samuel HAYOT and the Hayot Expertise team welcome you in the 8th arrondissement of Paris. Book a 10-minute discovery call to discuss your situation, call us on 06 51 47 43 92 or send an email to contact@hayot-expertise.fr. The firm handles file takeovers under the confraternal-letter framework of article 163 of the code of conduct and can help you organise a clean handover, whether you are based in Paris, in the Île-de-France region or elsewhere in France.