Two agreements M-Penny is adding to the audit and tax-filing services, for merchants, CPAs and auditors to read before they take effect.
DRAFT · NOT IN FORCE · 10 OCTOBER 2026
They are with M-Penny’s advocate for review. M-Penny is not collecting anybody’s agreement to them, nothing on the platform depends on them, and no engagement is governed by them.
They are published here early so that every party — the merchant whose books are audited or filed, and the professional who does the work — can read what is proposed and say so if it is wrong. When the review is finished, each will get its own version and effective date, and agreement will be asked for from that date onward.
Six agreements already govern this work: a merchant accepts M-Penny’s Tax Filing Terms or Audit Terms; a CPA accepts the Reviewer Policy and NDA; an auditor accepts the Auditor Network Terms and then confirms independence for each engagement.
Read together, those six leave two things out.
1. The merchant has no agreement with the auditor. The merchant contracts with M-Penny, the auditor contracts with M-Penny, and the auditor confirms independence to M-Penny. But M-Penny is not the auditor — the opinion is signed by the auditor and addressed to the merchant’s members. The auditing standards require the terms of an audit to be agreed with the client and recorded in an engagement letter. Draft D below is that letter.
2. Nobody is appointed to file. Accepting M-Penny’s Tax Filing Terms engages M-Penny’s service; it does not appoint anybody as the merchant’s agent for a return submitted under their own KRA PIN. Draft E below is that appointment.
BETWEEN THE MERCHANT AND THE AUDITOR · PRESENTED BY M-PENNY
An agreement between the business being audited and the auditor who will sign the opinion. M-Penny arranges it, presents it and records it. M-Penny is not a party to it and is not the auditor.
The auditor audits the financial statements for the period, under the IFRS for SMEs standard and the International Standards on Auditing, to obtain reasonable assurance that they are free from material misstatement and to express an opinion.
An audit is not a guarantee. It is not designed to find every misstatement or every instance of fraud, and a clean opinion is not an assurance that a business is solvent or well run.
⚠ Records on M-Penny are the merchant’s own records. The auditor audits what the merchant recorded. M-Penny’s software does not verify or vouch for any entry, and the figures it produces are not a substitute for the merchant’s responsibility for them.
The merchant pays the audit fee to M-Penny under its Audit Terms; M-Penny pays the auditor’s share. The auditor’s remuneration is not contingent on the opinion given or on any outcome. The merchant pays the auditor nothing further.
The auditor has confirmed, for that specific engagement, that it is independent of the merchant and holds no interest that would compromise its objectivity — and must say so at once if that changes.
Routine communication, records and the report are routed through M-Penny. This does not limit the auditor’s duty to speak to the merchant directly — on fraud, on a breach of the law, on going concern, or on anything the auditor judges must be raised with those charged with governance. The auditor may require direct access at any time.
The auditor keeps its audit file for at least seven years, and receives the merchant’s information as a data controller in its own right.
FROM THE MERCHANT · TO BE FINALISED
⚠ One question has to be answered before this can be finished: who is the merchant’s tax agent for a return submitted under their own KRA PIN — M-Penny, or the CPA who reviews it? It carries consequences for licensing and for who answers to KRA, so it is with the advocate rather than guessed at. The draft below says the Agent throughout so that either answer can be adopted without rewriting it.
The merchant appoints the Agent to prepare and submit the one return and period they ask for, from the records they keep on M-Penny. It is not a standing authority over their tax affairs and does not extend to any other return, period, objection, appeal or correspondence.
| The figures | The merchant confirms the records on M-Penny are complete and accurate, and that they have disclosed anything not in them that affects the return — income received off the platform, assets, or amounts withheld. |
|---|---|
| The review | The merchant reviews the prepared return before it is submitted. Accepting it is their confirmation that they have. |
| The obligation | Nothing in the appointment moves the merchant’s own duty to file, to pay, or to keep records. |
Prepares the return from the records, applies the rates and rules in force, has it reviewed by a CPA where the service includes that, submits it once the merchant has accepted it, and hands back the filed return and its acknowledgement.
It does not audit the records, does not verify them against third parties, and does not advise on whether a transaction should have been recorded differently unless that is asked for as separate advice.
The appointment can be withdrawn at any time. Withdrawing it does not undo a return already submitted. The records needed for the return are shared with the reviewing CPA, who is under a confidentiality undertaking with M-Penny and deals with the merchant only through M-Penny.
M-Penny is a trading style of Natcrest Holdings Company Ltd, Nairobi, Kenya. M-Penny facilitates audit and tax-filing work and is not the auditor of record and not the signatory of any audit opinion. This page is a draft published for comment: it creates no obligation on anybody, and no agreement to it is being collected. Comments to support@mpenny.ke. Governed by the laws of Kenya.