EC06 – E – 0
Call to Order

President Riley noted that a quorum was present and called the meeting to order at 9:02 a.m.  He appointed Ms. Fierstein as acting secretary until such time as the secretary arrived.

EC06 – E – 1
Minutes

a.    Approval of Minutes of August 25, 2006, Executive Committee meeting

Mr. Riley asked if there were any comments or corrections to the draft minutes of the August 25, 2006, Executive Committee meeting.  A committee member pointed out that meeting guest Suzanne Jensen was incorrectly referred to as the chair of the Finance Committee, instead of the Audit Committee.  There being no further corrections, the Executive Committee approved the draft minutes as corrected without objection.

b.    Minutes of September 21, 2006, Board of Directors Meeting for Information Only

Mr. Riley referred Executive Committee members to the draft minutes of the September 21, 2006, Board of Directors meeting, which were provided in the agenda materials for information.

EC06 – E – 2
President’s Report

a.    AICPA Update

Mr. Riley reported on the AICPA Council meeting, which was held in Las Vegas, Nevada in October.  He noted several topics of interest from the meeting, including the AICPA’s “Feed the Pig” advertising campaign and developments with the uniform CPA exam.

b.    Town Hall Meetings Update

Mr. Riley updated the Committee on the eleven Chapter Town Hall Meetings that had been held to date.  He noted that the remaining five would be held in the coming weeks. 

c.    Annual Conference Task Force

Mr. Riley mentioned the activities of the Annual Conference Task Force.  An Executive Committee member who served on the task force reported that they preliminarily concluded there was no evidence strongly supportive of reinstating an annual conference.  It was anticipated that a written report of the task force’s finding would be presented to the Board at its December meeting.

d.    FAE Update

Mr. Schmelkin gave an update on the Foundation for Accounting Education, Inc. (FAE), including a recent meeting of FAE’s curriculum committee.  He noted among other things that FAE course registrants had been selecting AICPA-owned programs more frequently, which contrasted with prior years when the number selecting AICPA-owned courses dropped steadily.  It was also announced that FAE had been paid in full for two ads placed in the last two NYSSCPA Annual Dinner commemorative journals benefiting FAE’s COAP Program.

e.    PAC Update

Mr. Riley gave a brief update on the Political Action Committee.

EC06 – E – 3
President-elect’s Report

a.    Quality Enhancement Policy Committee

President-elect Lifson gave a report on the ethics white paper developed by the Quality Enhancement Policy Committee (see item # EC06-E-13).

EC06 – E – 4
Vice Presidents’ Reports

a.    Chapters Update and Review of Chapters Manual

Vice Presidents Piluso and Fierstein reported on recent chapter activity.  Ms. Fierstein also noted that the chapter operations manual was being edited for consistency of tone and language.

b.    Recent Society Comments

Vice President Sohr reported that the following sets of comments had been issued since his last report:

• Comments submitted to the Securities and Exchange Commission by the NYSSCPA SEC Practice and Auditing Standards and Procedures Committees, chaired respectively by Mitchell Mertz and Robert W. Berliner, regarding Securities and Exchange Commission Concept Release [Release 34-54122; File No. S7-11-06] Concerning Management’s Reports on Internal Control over Financial Reporting; dated September 20, 2006; Principal Drafters: Robert W. Berliner, Anthony Chan, Jonathan Elmi, Steve Lehrer, Lorraine A. Leotta, and Bernard H. Newman;
  
• Comments submitted to the AICPA by the NYSSCPA Auditing Standards and Procedures Committee, chaired by Robert W. Berliner, on The Proposed Statement on Standards for Attestation Engagements, Entitled “SSAE Hierarchy”, dated September 20, 2006; Principal Drafters: Robert W. Berliner and Robert N. Waxman;
  
• Comment submitted to the AICPA by the NYSSCPA Auditing Standards and Procedures Committee, chaired by Robert W. Berliner, in support of Exposure Draft of Proposed Statement on Auditing Standards, entitled “Omnibus – 2006”, dated September 20, 2006;
  
• ·Comments submitted to the Securities and Exchange Commission by the NYSSCPA SEC Practice Committee, chaired by Mitchell Mertz, regarding Securities and Exchange Commission Proposed Amendment [Release No. 33-8735; File No. S7-03-06] Concerning Executive Compensation Disclosure, dated October 20, 2006; Principal Drafter, Robert Sohr;
  
• Comments submitted to the House Ways and Means Committee, U.S. House of Representatives, by the NYSSCPA Auditing Standards and Procedures Committee, chaired by Robert W. Berliner, regarding Tax Technical Corrections Act of 2006 HR6264 – Section 7, Amendment Related to the Jobs and Growth Tax Relief Reconciliation Act of 2003 (Repeal of 15% IC-DISC), dated October 31, 2006; Principal Drafter: Mitchell Sorkin;
  
• Comments submitted to the Financial Accounting Standards Board by the NYSSCPA Financial Accounting Standards Committee, chaired by Margaret Wood, regarding Preliminary Views - Conceptual Framework for Financial Reporting: Objectives of Financial Reporting and Qualitative Characteristics of Decision-Useful Financial Reporting Information (File Ref. 1260-001), dated November 13, 2006; Principal Drafters: Robert A. Dyson, Roseanne T. Farley, Sharon S. Fierstein, Fred R. Goldstein, Edward Ichart, Mark Mycio, John J. McEnerney, and Margaret A. Wood; and
  
• Comments submitted to the AICPA by the NYSSCPA Profession Ethics Committee, chaired by Francis T. Nusspickel, regarding Exposure Draft - Omnibus Proposal of Professional Ethics Division Interpretations and Rulings dated September 8, 2006: Proposed Deletion of Rulings Under Rule 101, and Proposed Revision to Interpretation 101-3 under Rule 101: Performance of Nonattest Services: Forensic Accounting Services and Tax Compliance Services; dated November 14, 2006; Principal Drafters: Francis T. Nusspickel, Kevin Bandoian, Melvin Crystal, Arthur Riber, P. Gerard Sokolski, and Ernest Smith.

President Riley commended the comment authors and their respective committees for their work.

EC06 – E – 5
Treasurer’s Report

a.    Financial Statements for Four Months Ending September 30, 2006

Treasurer Grusd reported on the Financial Statements for the four months ending September 30, 2006, noting unrestricted net income of $547,473 which was approximately $52,850 over budget and $237,120 more than reported at the same time last year.  The Executive Committee considered whether FAE’s $577,397 deficit in unrestricted net assets should continue to be reflected in the financial statements. 

The Executive Committee directed staff to develop a plan to address this issue for further consideration by the Executive Committee at a later meeting.  

Mr. Woehlke updated the Executive Committee on the status of the Society’s $500,000 line of credit with the Bank of America by noting that changes to the bank’s line of credit documentation were still being reviewed by the bank.

Mr. Grusd handed out a list of issues relating to a multi-year financial plan and asked Executive Committee members for their feedback.  The Executive Committee by consensus agreed that the plan should be based on five years.

EC06 – E – 6
Secretary’s Report

a.    Nominating Process Update

Secretary Ellis announced the results of the membership vote to determine the members who petitioned to serve on the 2006-2007 NYSSCPA Nominating Committee as follows:

Francis T. Nusspickel, Chair

Peter L. Berlant
Michelle A. Cohen
Jo Ann Golden
Elliot L. Hendler

Norman W. Lipshie

Kevin J. McCoy
Barry B. Seidel

Maryanne M. Winters

Mr. Ellis reminded the Executive Committee that Joseph M. Falbo, Jr. and C. Daniel Stubbs, Jr. would also be serving on the 2006-2007 Nominating Committee as the Board’s designees.

EC06 – E – 7
Executive Director’s Report

a.    Peer Review Update

No report was given.

b.    Dues Update

No report was given.

c.    Member Benefits Program Update

The committee was referred to the agenda materials for this update.

d.   COAP Update

Mr. Grumet mentioned that two new FAE COAP Program venues were anticipated, one at Baruch College and the other at St. John’s University.

e.    Trade Show Update

No report was given.

f.     19^th Floor Improvement Update

No report was given.

g.   Expected Timing for 2007 Employee Benefits Program
       Approvals

Mr. Grumet summarized a recent RFP process conducted by staff in anticipation of 2007 employee benefits program approvals.  The Executive Committee by consensus approved of staff’s recommendation to engage Mercer Health & Benefits to broker the program.

EC06 – E – 8
Operations Division Committee Reports - Membership Committee Report

Joseph Schlegel, Chair of the Membership Committee, gave a report on the activities of the Membership Committee.  Topics of discussion including dues reductions, chapter involvement and students.  On behalf of the Executive Committee President Riley commended the Membership Committee for its work and thanked Mr. Schlegel for the report.

EC06 – E – 9

Development of the Profession Division Oversight Committee Report

Stuart Kessler, Chair of the Development of the Profession Division Oversight Committee, gave a report on the oversight committee and its constituent committees.  Mr. Kessler also expressed frustration with the name and scope of the committee, suggesting that a Furtherance Committee be reinstituted to include former board members to report directly to the Executive Committee.  In the ensuing discussion, several noted that furtherance was traditionally done by organization boards.  The Society’s strategic planning process was referenced as an example.

On behalf of the Executive Committee President Riley thanked Mr. Kessler for his report.  Mr. Ellis agreed to follow up with the Development of the Profession Division’s constituent committees regarding their oversight and to report back to the Executive Committee on his findings.

EC06 – E – 10
Tax Division Oversight Committee Report

Susan Schoenfeld, Chair of the Tax Division Oversight Committee (TDOC), gave a report on TDOC, its constituent committees and division activities including conferences, tax policy, and publications.  On behalf of the Executive Committee President Riley thanked Ms. Schoenfeld for her report. 

EC06 – E – 11
Bylaws Task Force Preliminary Report

This matter was discussed at the adjourned meeting held on November 17, 2006.

EC06 – E – 12
Governance Subcommittee Report

This matter was discussed at the adjourned meeting held on November 17, 2006.

EC06 – E – 13
Ethics White Paper

Mr. Lifson presented the ethics white paper on behalf of the QEPC, which he chairs.  He summarized the process by which the white paper had been developed, noting the QEPC’s collegial interplay with, and input from, the NYSSCPA Professional Ethics Committee (PEC).  Mr. Lifson then walked the committee through the white paper point by point, during which a number of items were discussed.

Mr. Lifson moved to approve forwarding the white paper to the full Board of Directors for action at its December meeting; provided that the report be adjusted at the discretion of the president-elect if the Professional Ethics Committee presented benign additional commentary on leaves of absence, recusal and disciplinary guidelines.  Ms. Fierstein seconded the motion.  After discussion, Mr. Falbo moved to amend the main motion by including self-recusal and disclosure as additional topics for additional comment by the Ethics Committee.  Ms. Fierstein seconded the motion to amend, which passed unanimously. It was noted that if Mr. Lifson thought additional Executive Committee input would be helpful following the receipt of PEC commentary, the committee would willingly reconvene. The vote on the amended motion passed unanimously.  Mr. Grusd did not participate in the votes.

EC06 – E – 14
Committee and Board Reimbursements Rates

Mr. Markezin provided background on the Committee and Board Member Travel Reimbursement Policy. He explained that the limitations on reimbursement for lodging, meals and incidentals were set periodically by the Executive Committee with reference to the United States General Services Administration’s (GSA) per diem rates for Manhattan as a benchmark.  He then summarized the existing policy and rates, which included a cap on lodging costs of $200 whenever a Society-approved facility such as the Yale Club was not used, and a cap on meals and incidentals of $51.  He noted escalating lodging costs in Manhattan since the last time the Executive Committee set the rates and suggested that an average rate of $230, derived from the GSA tables for the U.S. fiscal year 2007, be used as the new cap on lodging costs, excluding tax.  Additionally he suggested that the GSA rate for meals and incidentals in Manhattan for U.S. fiscal year 2007 of $64 also be approved as the new cap for meals and incidentals.

Mr. Falbo moved to approve that the recommended changes to the Travel Reimbursement Policy, including a $230 cap on lodging costs per diem, before taxes, and a $64 cap on meals and incidentals. Ms. Fierstein seconded the motion.  During discussion, the Executive Committee agreed by consensus to the review the GSA rates every year for any changes to the caps.  After discussion the motion passed unanimously.

EC06 – E – 15
Member Benefits – Pearl Insurance Dental and Vision Plus Care Program

Mr. Pape presented the recommendation by the Member Benefits Committee to endorse a schedule-of-service dental insurance program to be underwritten by the United State Life Insurance Company and administered by Pearl Insurance Company (Pearl).   Mr. Pape then presented the recommendation by the Member Benefits Committee to endorse a discount program for dental, vision, chiropractic and hearing plans to be administered and managed by Best Benefits and marketed by Pearl.  Mr. Piluso moved to approve both endorsements, and Mr. Ellis seconded the motion.  The motion passed unanimously.

EC06 – E – 16
Approval of Conference Venue for 2008 and 2009 – Turning Stone Resort

Mr. Schmelkin presented a proposal from the Turning Stone Resort in Verona, New York, to host the 2008 and 2009 Society Leadership Conferences.  Mr. Schmelkin summarized the proposed dates as follows:

2008: Sunday Reception and Dinner, July 13 through             lunch on Tuesday, July 15; and

2009:  Sunday Reception and Dinner, July 12 through
            lunch on Tuesday, July 14

Mr. Schmelkin noted that the proposal for both years included a room rate of $119.00 per night (two nights total), plus an all-inclusive meal package including breaks and cocktail receptions for $208.00.  The total cost per member would be $446.00.  Mr. Schmelkin compared this pricing to the 2006 conference at the Gideon Putnam, which was $613 per member, and to the 2005 conference at the Sagamore, which ranged from $756 to $840 per member.  Mr. Schmelkin noted that in addition to the favorable pricing, the resort had newer, more-modern facilities and spa conveniences.  He reminded members that the 2007 Leadership Conference at the Gideon Putnam would be the last year of a multi-year contract at that venue.

Mr. Sohr moved to approve the Turning Stone Resort as the venue for the 2008 and 2009 Society Leadership Conferences, and to authorize the Executive Director to finalize a contract based on the proposal from the resort.  Mr. Falbo seconded the motion.  The motion passed unanimously.  Mr. Grusd did not participate in the vote.

EC06 – E – 17
Approval of Continued Hodgson Russ Lobbying Engagement

Mr. Grumet referred executive committee members to the proposed engagement letter with lobbyist Hodgson Russ, LLP (Fred Jacobs, Partner). He then presented a summary of the Society’s relationship with the firm, noting that Hodgson represented the Society in connection with accountancy legislation and other matters before the New York State Assembly.

In the ensuing discussion, it was suggested that Mr. Jacobs attend a future Board of Directors’ meeting to provide perspectives on his lobbying efforts on behalf of the Society.

Mr. Piluso moved to approve the continued engagement of Hodgson Russ for the purpose of lobbying in connection with accountancy legislation and other matters before the New York State Senate.  Mr. Lifson seconded the motion.  The motion passed unanimously.  Mr. Grusd did not participate in the vote.

EC06 – E – 18
Membership – Definition of Retired

The Executive Committee discussed a recommendation from the Membership Committee to implement a definition for the “retired’ membership dues classification.  The recommendation would have specified retired members as those who were aged 62 or older and working fewer than twenty hours per week.  After discussion of the recommendation, it was suggested that the proposed definition be changed to members over the age of 62 who work 1,000 hours or less per year. 

Mr. Falbo moved to adopt a definition for the “retired’ membership dues classification as members over the age of 62 who work 1,000 hours or less per year.  Mr. Lifson seconded the motion.  The motion passed unanimously.  Mr. Grusd did not participate in the vote.

EC06 – E – 19
Membership Report

Mr. Pape presented the Membership Report as of November 15, 2006 which included 327 new members (including 57 CPA candidate and 145 student associate members), 9 reinstatements, and 39 resignations and 54 deaths. These changes reflected a total membership of 29,813 as compared with 30,589 at approximately the same time the previous year.

Ms. Fierstein moved to approve the Membership Report, and Mr. Ellis seconded the motion.  The motion passed unanimously. 

EC06 – E – 20
Executive Session

The Executive Committee held an Executive Session.

EC06 – E – 21
Adjournment

The Executive Committee agreed by consensus to adjourn the meeting to Friday, November 17, 2006 at 10:30 a.m. to address items EC06 – E – 11 (Bylaws Task Force Preliminary Report) and EC06 – E – 12 (Governance Subcommittee Report).  The meeting ended at 3:14 p.m.