Exhibit 2: Compilation of Financial Statements Not Intended for Third-Party Use
Illustrative Engagement Letter or Letter to Management

[ Appropriate Salutation ]

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.

1. We will perform the following services: We will compile, from information you provide, the [ monthly, quarterly or other frequency ] financial statements of XYZ Company for the year 20XX. A compilation is limited to presenting in the form of financial statements information that is the representation of management. We will not review or audit the financial statements and, accordingly, will not express an opinion or any other form of assurance on them. The financial statements will not include a report.

Based upon our discussions with you, these financial statements have been designed to meet your needs in managing your business. Accordingly, these statements are for management’s use only and are not intended for third-party use.

Material departures from generally accepted accounting principles (or an other comprehensive basis of accounting) may exist and the effects of those departures, if any, on the financial statements may not be disclosed. In addition substantially all disclosures required by generally accepted accounting principles (or an other comprehensive basis of accounting) may be omitted. [T he accountant may wish to identify known departures. ] Notwithstanding these limitations, you represent that you have knowledge of the business that allows you to place the financial information in the proper context. Further, you represent and agree that the use of the financial statements will be limited to members of management with similar knowledge.

[ The financial statements are intended solely for the information and use of (include list of specified parties) and are not intended to be and should not be used by anyone other than these specified parties. ] Optional

2. We will also [include discussion of other services. ] Optional

Our engagement cannot be relied upon to disclose errors, fraud or illegal acts that may exist. However, we will inform the appropriate level of management of any material errors that come to our attention and any fraud or illegal acts that come to our attention, unless clearly inconsequential.

[ We are not independent with respect to (name of entity) ] If applicable

[ In view of the limitations described above, you agree not to take, or assist in, any action seeking to hold us liable for damages due to any deficiency in the financial statements we prepare and you agree to hold us harmless from any liability and related legal costs arising from any third-party use of the financial statements in contravention of the terms of this agreement… ] Optional

[ Our fees for these services… ] Optional

If the foregoing is in accordance with your understanding, please sign the copy of this letter in the space provided and return it to us. [ If the letter to management form of documentation is elected and a signed agreement is not to be returned, delete this sentence and substitute the following: If the foregoing is not in accordance with your understanding, please notify us. ]

Sincerely yours,

[ Signature of accountant ]

[ If applicable: ]
Accepted and agreed to:
XYZ Company




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