For valuation engagements

An appraisal engagement letter that fixes the intended use

Almost every dispute about a valuation is a dispute about what it was for. The engagement letter is where that is decided, in advance, in one sentence.

A value is meaningless without its purpose. The same asset is worth different amounts for a sale, a tax filing, a matrimonial settlement, an insurance claim and a set of accounts, and a report prepared for one of those is misleading if it is used for another.

So the appraisal letter does something the others do not: it names the intended users, and it says plainly that nobody else may rely on the report. That single clause prevents most of the trouble in valuation work.

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Appraisal engagement letter

The full letter as a PDF, written for the United States, covering intended use, the standard of value and the scope of work.

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No email required. Or fill one in and we will complete it for you.

The five things a valuation letter must fix

  1. 1

    The intended use, and the intended users

    Both, by name. The report is prepared for a stated purpose and for stated users, and the letter says that no other party may rely on it and that it may not be used for any other purpose.

  2. 2

    The standard of value

    Fair market value, fair value, investment value, liquidation value — these are different numbers with different definitions, and the client will not distinguish them unless you do.

  3. 3

    The effective date

    A valuation speaks as at a date, which is frequently not the date of the report. Say both, and say that events after the effective date are not reflected.

  4. 4

    The scope of work, and its limits

    What you will inspect, what you will accept from management, what you will not verify. A desktop valuation and a full appraisal are different engagements and should never be confused in correspondence.

  5. 5

    The report type and who may see it

    Detailed, summary or calculation. Restrictions on distribution, publication and attachment to any document, together with what happens if the client wants that.

The appraisal engagement letter

Written for United States. The download is the same text as a PDF you can put on your letterhead.

[Firm letterhead]

[Date]

[Client name]
[Client address]

Dear [Client contact],

The engagement

We will estimate the [standard of value] of [describe the subject asset, business or interest, including the percentage interest and whether it is controlling or marketable] as at the effective date of [date].

Intended use and intended users

The valuation is prepared solely for [the stated purpose] and solely for the use of [named intended users]. It may not be used for any other purpose, and no other party may rely on it.

The report may not be distributed, published, quoted from, or attached to any other document, in whole or in part, without our prior written consent.

Scope of work

Our work will include [document review, management interviews, inspection or its absence, market and industry research, and the approaches to value we expect to consider].

We will rely on financial and other information provided by management without auditing or verifying it. This is not an audit, a review or a compilation, and we express no assurance on any financial information.

The effective date

Our conclusion will be as at [date]. Events occurring after that date are not reflected, and we have no obligation to update the report for anything that happens afterwards unless separately engaged to do so.

The report

We will issue [a detailed report / a summary report / a calculation of value], which will set out the information relied on, the assumptions and limiting conditions, the approaches considered, and our conclusion. A calculation of value is not a conclusion of value and the report will say so.

Fees

Our fee is [amount] in US dollars, invoiced [when] and payable within [number] days. Our fee is not contingent on the conclusion reached, on the occurrence of any transaction, or on any other outcome. Testimony, deposition and any update are charged separately at [rate].

Confidentiality and retention

We keep the engagement and the information you provide confidential except where the law, a court or our professional body requires disclosure. We hold information in accordance with applicable state privacy law and retain our file for [number] years.

Agreement

Please sign and return a copy before we begin.

[Name], [Firm name]

Agreed by [Client name]:

Signature ______________________ Date ____________

Before you use this

Supplied as-is, with no guarantee. These templates are general information, not legal advice, and not a substitute for it. Have your own legal adviser review and adapt one to your practice and your jurisdiction before you put it in front of a client. FirmHello accepts no responsibility or liability for any use made of them.

How valuations get misused

Repurposed by the client

A valuation prepared for internal planning appears in a transaction. The intended-use clause is what makes that the client's problem rather than yours.

A calculation quoted as a conclusion

The two have different scopes and different reliability. If the letter does not distinguish them, the summary email will not either.

The date nobody noticed

Value as at a date twelve months before the report was read, in a market that moved. Say the effective date twice.

Questions about appraisal engagements

Can the report be shared with a lender or a buyer?

Only if they were named as intended users, or you consent in writing afterwards. Adding a user usually means reconsidering the scope, because a party relying on the report may need more than the original one did.

Can an appraisal fee be contingent on the value reached?

No. It is prohibited by valuation standards and it destroys the credibility of the work. The letter states that the fee is not contingent for exactly that reason.

What is the difference between a calculation and a conclusion of value?

A calculation applies agreed procedures to reach a calculated value and is narrower in scope; a conclusion of value reflects the full analysis the standards require. They are not interchangeable, and the report must say which it is.

Do we need to inspect the asset?

It depends on the standard, the purpose and the asset. What matters for the letter is that the scope says clearly whether you will, because a desktop valuation that reads like a full appraisal is the easiest kind of report to attack.

The letter is the easy half

Sending it, getting it back signed, and finding it again in two years is the half that eats the week. That is what the portal is for.

No card and no sales call. If you would rather tell us about your firm first, use the longer form.