Bookkeepers and accountants often deliver incorrect legal contracts

Bookkeepers and accountants are experts in numbers, not in law. Nevertheless, they regularly provide entrepreneurs with contracts, general terms and conditions, or GDPR provisions. This often works well for simple matters such as payment terms, but with custom work—liability, employment law, consumer law—you run the risk of documents that offer little to no protection. Therefore, have legal documents drafted or reviewed by a legal expert, not by your accountant.

Why does an accountant deliver incorrect contracts?

For many entrepreneurs, an accountant or bookkeeper is the first point of contact. It is therefore logical that they are asked to quickly arrange a contract, general terms and conditions, or a data processing agreement. The problem lies not in unwillingness, but in specialization: preparing good annual accounts requires different knowledge than writing a legally sound contract.

In practice, accountants and bookkeepers often take a model document from an online database or a previous file for this purpose, which they modify slightly. That is where the first risk lies: a general model rarely aligns with the specific business processes, industry, and risks of your company.

Contracts and terms and conditions are custom-made

Good general terms and conditions must align optimally with your practical business processes. Not only because they are then easier to apply in practice, but primarily because they provide you with the best possible legal protection. A standard model rarely does that.

Take a force majeure clause. A standard clause often only regulates a temporary suspension of obligations, but not the long-term consequences. Suppose a supplier can no longer deliver a specific product due to an international boycott. Must he deliver it two years later, when the boycott is lifted? And what if the purchase price has risen sharply in the meantime? A simple model clause can thus create precisely the situations against which it was supposed to protect you.

The same applies to limitations of liability, retention of title, notice periods, and provisions regarding consumer law. Minor differences in wording have major consequences here.

Which documents go wrong most often?

• General terms and conditions that do not align with the working method or are not declared applicable correctly.
• Employment contracts with outdated or invalid provisions, for example regarding probationary periods, non-competition, or the chain rule.
• Liability clauses that are too broad or, conversely, void.
• GDPR and processor agreements that do not align with how personal data is actually processed.

An accountant is not a lawyer

A tax lawyer can often still provide accounting advice, but this does not apply to most legal professionals – and conversely, far from all accountants and bookkeepers are legal specialists. Certainly not in niches such as employment law or liability law. Moreover, the law is constantly evolving: due to new legislation and changing case law, a document that was correct a few years ago is sometimes outdated today.

A striking comparison: you wouldn't ask an accountant to make your website GDPR-compliant. So why would you have your most important contracts drafted by an accountant? We have no doubt that an accountant can arrange your payment terms. But as soon as it concerns limiting your liability, consumer law provisions, or specific matters such as security rights, a legal specialist becomes necessary.

Who is liable if the contract is defective?

Many entrepreneurs assume that an error in a provided contract is automatically the advisor's problem. That is not necessarily the case. Whether a bookkeeper or accountant can be held liable for a defective legal document depends on the agreements made, the duty of care, and the circumstances of the case. Moreover, it is not self-evident that an accountant's professional liability insurance covers legal advisory work.

In other words: in practice, as an entrepreneur, you often bear the brunt of the damage caused by a defective contract, even though you thought you were well covered. A brief legal check beforehand is almost always cheaper than a dispute afterwards.

Choose secure, tailor-made contracts

We have long been urging bookkeepers and accountants not to deliver contracts or documents that are incomplete or outdated. And as soon as it becomes clear that the entrepreneur's situation requires a tailored approach, to refer that entrepreneur to a legal specialist.

Do you use standard employment contracts or general terms and conditions that you once received from your bookkeeper or accountant? If so, have them checked at least once. We can often make timely adjustments; sometimes we have to take corrective action once a dispute has already arisen. A preliminary check prevents you from running into this.

Frequently Asked Questions

Is a bookkeeper or accountant allowed to draft legal contracts?

There is no legal prohibition: in principle, anyone may draft a contract. The question is whether it is wise. It can work for standard documents, but for custom work—liability, employment law, consumer law—the legal specialization to adequately protect you is often lacking.

Is a template contract from the internet safe enough?

A model contract is a starting point, not a finished product. It does not take into account your specific business processes, industry, or risks and may contain provisions that are outdated or even invalid. Always have a model reviewed before using it.

Can I hold my accountant liable for a faulty contract?

Sometimes yes, but that is not automatic. It depends on the agreements, the duty of care, and whether the damage is demonstrably the result of the error. Furthermore, an accountant's professional liability insurance by no means always covers legal advisory work. Have your situation assessed before assuming that you are covered.

What should I do with contracts I am already using?

Have them checked. Employment contracts and general terms and conditions, in particular, quickly become outdated due to new legislation and case law. A review exposes weak points before they lead to a dispute.

Have your contracts checked or drafted

Are you unsure whether your contracts, employment agreements , or general terms and conditions truly protect you? Our legal experts are happy to review them and draft tailor-made documents where necessary. We are also at your service for advice regarding employment law or an ongoing dispute.

Schedule a no-obligation intake or view our legal assistance for entrepreneurs.

Denian Wielhouwer, CEO MKB Juristen