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Governance

Minutes of: Executive Committee Meeting     
Date & Time: Wednesday, June 11, 2003, 9:00 a.m. to 1:34 p.m.
Location: NYSSCPA Offices, 530 Fifth Avenue, Room 1
Presiding Officers: Jeffrey R. Hoops, President
John J. Kearney, President-Elect
Committee Members Present: Sandra A. Napoleon-Hudson,
Vice President
Raymond M. Nowicki, Vice President
Steven Rubin, Vice President
Thomas E. Riley, Secretary
Katharine K. Doran
Neville Grusd
Raymond P. Jones
Nancy A. Kirby
Richard E. Piluso
Louis Grumet, Executive Director
Executive Committee Members Absent Vincent J. Love, Vice President Arthur Bloom, Treasurer
Staff Present: Joanne S. Barry
Lynn T. Chambers
Dennis O’Leary
Alan Schmelkin
Paul L. Sinegal
James A. Woehlke


M I N U T E S

03– G – 0
Call to Order



President Jeffrey Hoops called the meeting to order at 9:00 a.m. by noting that a quorum was present. Executive Committee members and staff then introduced themselves, and Mr. Hoops welcomed new committee members.

03 – G – 1
Approval of Minutes of May 15, 2003 Meeting


Mr. Hoops asked Executive Committee members if they had any changes to the minutes of the May 15, 2003 Executive Committee Meeting. There being none, Mr. Rubin moved that the minutes be approved, and Mr. Riley seconded the motion. The motion passed unanimously. Ms. Doran and Mr. Grusd did not participate in the vote.

03 – G – 2
President’s Report




a. Legislative Update

Mr. Woehlke advised the Executive Committee that its most recent conference call on June 9 may not have met meeting notification requirements under New York law and the Society’s bylaws and, therefore, actions taken during the conference call should be ratified.
Mr. Hoops then read for the record the following summary of the points and actions taken during the June 9 conference call:

The Executive Committee discussed a recent meeting attended by Messrs. O’Leary and McCoy with staff from State Senator LaValle’s office regarding Accountancy Bill 302-B. Others in attendance included lobbyists for the Big 4, representatives of the Coalition for Affordable Accounting, a representative of Majority Leader Bruno’s office, and Bob Kent from the Society’s outside lobbyist firm Pinsky & Jacobs.

Mr. McCoy led the committee through changes made to the bill as a result of the meeting. The committee also discussed such issues as affirmative defense language, gross incompetence and whether auditing should be included as part of the experience requirement.

Upon a vote taken by President Hoops, the committee agreed that there was nothing in the revised bill that it was adamantly opposed to, and it recommended that the Society support the bill as is; however, the committee directed Mr. O’Leary to consult with the Society’s lobbyist whether language regarding non-licensed practitioners and substantial equivalency could be amended. Executive Committee members Grusd, Love, Doran, Hudson and Kirby did not participate in the vote, which numbered 7 in support of the bill. Ms. Hudson and Ms. Kirby announced before leaving the call that they desired the bill to be “stronger” in some respects, but nonetheless supported it.

The committee then discussed at length whether a “same-as” bill should be introduced in the State Assembly. Mr. Hoops cautioned that doing so could result in a substantially amended bill in the Assembly, and possibly alienate the Assembly Speaker. In response to a question, Mr. O’Leary noted that there was no obligation to put forth a “same-as” bill in the Assembly. After further discussion of the issue, the committee by consensus recommended that the Society’s lobbyist approach the Assembly regarding submitting a “same-as” bill as a courtesy; however, not to push the issue.

Mr. Kearney moved to ratify the actions taken at the June 9, 2003 conference call as summarized by Mr. Hoops. Ms. Kirby seconded the motion. The motion passed unanimously. Ms. Doran and Mr. Grusd did not participate in the vote.

b. Real Estate Task Force Update

Messrs. Grumet and Schmelkin provided an update on negotiations for a future Society office location. Several Executive Committee members raised concerns regarding security at one of the locations, and staff agreed to explore the issue and report back.

c. Leadership Conference Update

Mr. Schmelkin provided an update on the Leadership Conference, which was to be held in Saratoga, New York commencing July 13, and distributed a conference schedule.

d. AICPA Governance Task Force

Mr. Hoops reported on the first meeting of the AICPA Governance Task Force by giving a brief summary of its mandate to study the effectiveness of the AICPA Council. He noted that New York pushed for a broader task force mandate to study all aspects of AICPA governance, but the task force was given some leeway to recommend a broader scope. A final task force report was nearing approval.

At this point, Mr. Hoops was called from the meeting and Mr. Kearney presided for a time.

e. Appointment of Policy Task Force

President-Elect Kearney discussed the need for formal Society policies on issues such as conflicts of interest, among others. A brief discussion ensued with respect to conflicts of interest, during which it was noted that a task force of the Board previously examined the issue but did not ultimately recommend a specific policy.

Ms. Kirby moved to authorize the president to appoint a new task force to prepare a conflict of interest policy, among other policies, for Board consideration. Ms. Hudson seconded the motion. There being no objection, the motion passed unanimously. Mr. Hoops did not participate in the vote.

f. Recent Society Comments

Mr. Kearney commended outgoing President, Jo Ann Golden, for her May 16, 2003 comments to the Regents “Proposed Promulgation of Subdivisions (d), (e), (f), and (g) of Section 29.10 of the Rules of the Board of Regents Pursuant to Sections 207, 6504, 6505, 6509, and 7401 of the Education Law Relating to the Definition of Unprofessional Conduct in the Practice of Public Accountancy”.

He also commended the NYSSCPA Task Force on Simplification, chaired by Alan E. Weiner, for its May 27, 2003 comments suggesting alternatives to decrease the complexity in certain sections of the Internal Revenue Code; and the NYSSCPA Auditing Standards and Procedures Committee, chaired by Margaret Wood, for its May 2, 2003 Comments to the Auditing Standards Board on Exposure Draft of Seven Statements on Auditing Standards Related to Audit Risk.

Lastly, Mr. Kearney commended the NYSSCPA Government Accounting and Auditing Committee, chaired by Eugene D. Mahaney, for its May 2, 2003 Comments to the GASB on Exposure Draft, Accounting and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions.

A committee member suggested that commentary be solicited on the issue of workload compression. The committee agreed by consensus to put this issue and suggestion on a future meeting agenda. It was also noted that the Society had been approached by several committees in Washington soliciting input on issues.

g. Bylaws Update

Mr. Woehlke updated the committee on the status of the bylaws revision process, noting that the revisions were included with the June issue of The Trusted Professional. He also noted that the special members’ meeting to handle the bylaw amendments had been called for July 21, 2003. On Mr. Kearney’s suggestion, staff agreed to send a membership-wide e-mail notifying them that the bylaws amendment vote is under way.

h. Strategic Planning Update

Mr. Grumet gave an update on the Society’s strategic planning initiative, including its effect on the Society’s budgetary methods.

03 – G – 3
Executive Director Report

a. Dues Update

Mr. Grumet noted that 63% of dues had been collected as compared to 60% at that time the previous year; however, donations to the COAP program and the Excellence in Accounting Scholarship program were substantially less than collected last year. An e-mail would be generated to dues-paid members thanking them for their timely payments and reminding them of the opportunity to contribute to the programs.

A member noted comparisons between the benevolent fund programs of the AICPA and Society. In the ensuing discussion, staff was asked to explore a closer relationship with the AICPA Benevolent Fund.

b. FAE Update

Mr. Schmelkin updated the committee on FAE. He noted that FAE was substantially ahead of its performance last year at the beginning of May, but had since shown a slight decline. Once the FAE catalog was produced, Mr. Schmelkin anticipated that FAE would show improvement and approach the level of the prior year.

c. Peer Review and Ethics

It was noted that the Task Force on Peer Review and Ethics met and reached the consensus that there should be a mandatory program of practice monitoring for Society member firms.

d. Internal Audit

It was noted that Treasurer Arthur Bloom and outgoing Society Vice President Stephen F. Langowski had previously been asked to make a recommendation concerning an outside internal audit of the Society operations. Mr. Grumet welcomed the initiative.

03 – G – 4
Reimbursement Committee Update

Mr. Nowicki provided an update on behalf of the Travel Reimbursement Subcommittee. The subcommittee consisted of Executive Committee members Nowicki and Doran and Board member Robert S. Peare.

Mr. Nowicki noted that the subcommittee recommended that the travel expense reimbursement policy for NYSSCPA statewide committee and Board members be unified and revised as follows:

• Ground/Air Transportation:

No change from the current policy, that is, ground transportation would be reimbursed at IRS mileage rates when round trip exceeded 150 miles and coach air transportation would be reimbursed when it exceeded 140 miles one way.

• Lodging Costs:

Reimbursed when travel exceeded 140 miles one way, or when travel was less than 140 miles one way but a member had back-to-back consecutive day meetings and felt lodging was necessary. Lodging reimbursed in full when a Society-approved facility was used (e.g., Super 8 Motel), or otherwise limited to $150 per night.

• Other Travel Costs (i.e., meals and incidentals):

Reimbursement recommended when travel exceeded 140 miles one way, limited to Government Services Administration (GSA) per diem rates for Manhattan (2003 rate is $50), or at the GSA rate when a member has back-to-back meetings but less than 140 miles in travel distance one-way.

• Society President Excepted:

Recommended reimbursement for the Society President was not subject to the above limitations, that is, the mileage thresholds do not apply, and travel lodging and meals reimbursement was capped at $400 daily.

Upon a motion made by Ms. Kirby, and seconded by Ms. Doran, the Executive Committee recommended that the Board adopt the revised Travel Expense Reimbursement Policy as presented. The motion passed unanimously. Mr. Hoops and Mr. Grusd did not participate in the vote.

03 – G – 5
Membership Report

Mr. Pape presented the Membership report, which included 187 new members (including 129 new associate members) 22 reinstatements, 28 deaths and 44 resignations. These changes reflected a total membership of 29,681, as compared with 29,598 at that time the previous year.

In the discussion which ensued, it was noted that the New York State Department of Education would no longer provide to the Society a list of newly licensed CPAs with addresses, citing confidentiality concerns.

Conversations would be initiated with the department regarding the continued availability of the list, which was a public record. Also, an official appeal of the decision was being prepared by the Society and would be filed before June 18.

Upon a motion made by Mr. Piluso, and seconded by Ms. Kirby, the Executive Committee unanimously approved the membership report.

03 – G – 6
Chapter Expenditure Policy
After a lengthy discussion, the Executive Committee by consensus directed staff to work directly with the Chapters on guidelines concerning an expenditure policy.
03 – G – 7
Executive Session
The committee entered executive session. Following the Executive Session, Mr. Hoops was directed to communicate the Executive Committee’s action to Ms. Chambers.
Adjournment Upon a motion made by Ms. Kirby and seconded by Mr. Piluso, the Executive Committee adjourned the meeting at 1:34 p.m.

Respectfully submitted,

Thomas E. Riley,
Secretary


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