Minutes

01 - F - 0 Call to Order Ms. Newman-Limata noted that a quorum was present and called the meeting to order at 9:45 a.m.

01 - F - 1 Minutes of the May 10, 2001, Meeting and July 6, 2001, Conference Call

Ms. Newman-Limata asked if there were any corrections to the draft May 10, 2001 meeting minutes. There were no corrections and, therefore, she declared the minutes approved as written. Regarding the July 6 conference call minutes, however, the Executive Committee directed that the minutes be redrafted in accordance with instructions provided during the discussion.

The Executive Committee prospectively approved the posting of Board and NYSSCPA Executive Committee Minutes on the NYSSCPA.ORG website.

01 - F - 2 President's Report

a. Revised Meeting Schedule

Ms. Newman-Limata noted that the Board and Executive Committee meeting schedules needed to be adjusted to accommodate the inclusion of a strategic planning process.

b. Benevolent Fund Update

The Board of the Benevolent Fund met in Hershey, PA, on June 9, 2001. It considered two applications for assistance; one included a disabled person who had built up overwhelming credit card debt. The suggestion had arisen that the Society collaborate with a bar association and offer credit counseling to Society members. The board also determined that it should postpone any further discussion of dissolution of the Benevolent Fund for at least a year.

c. Global Credential Update

Ms. Newman-Limata recognized Ms. Golden who discussed the AICPA's global credential project. Ms. Golden has been appointed to a special AICPA task force to guide the development of additional research on the global credential. She noted that at the AICPA Council meeting in May, there was some skepticism about the validity of the global credential research. The task force has representatives from New York, Indiana, and California. The AICPA selected the Roper polling firm to conduct the research. The group will meet August 8 to review the survey document.

Ms. Newman-Limata noted that presentations on the global credential would be occurring throughout the state during August and September.

d. Report on Annual Conference/Leadership Forum

The attempt to combine in Hershey, PA, the annual conference and the leadership forum was unsuccessful. There were only 25 people who attended the annual conference part of the event. In 2002, the annual conference portion of the event will be eliminated.

The committee entered into executive session at this point to discuss future leadership conferences.

The committee came out of executive session and directed staff to explore locating future leadership conferences in Saratoga Springs, NY, and Cooperstown, NY. Regarding the 2002 conference, since a hotel contract had already been signed for a conference in June, the Executive Committee asked the staff to explore moving the conference to July.

e. Recent Society Comments

Ms. Newman-Limata reported on the two comment projects prepared by the Professional Ethics Committee since the June Board meeting. Overall, the process appears to be working, but a concern was raised over who should prepare comments. The Executive Committee discussed the comment approval process, but no action was taken.

f. Update on Strategic Planning Committee

Ms. Newman-Limata reported on the steps taken to initiate a strategic planning process, based on the American Society of Association Executives' CEO Conference that she and Mr. Grumet had attended. She discussed the composition of the Strategic Planning Committee, which is being chaired by Mr. Huefner and includes representation from all oversight committees and nearly all chapters. Mr. Hatfield asked to have members added to the group so that it includes at least one member from every chapter. No formal action was taken regarding this request. Ms. Newman-Limata took the matter under advisement.

g. Update on Relocation Committee

Ms. Newman-Limata reminded the Executive Committee that the lease on the Society's premises terminates in 2004. The search for new space will depend on the result of the strategic plan. Steve Baum is heading the relocation committee. Also, Mr. Huefner will be asked to participate so as to link the office location decision to the Society's strategic plan.

h. Board of Directors' Manual

Ms. Newman-Limata recognized Mr. Woehlke who described the Board of Directors' Manual. He circulated the pending manual's table of contents. Committee members suggested adding a section on parliamentary procedure.

i. State Board Dinner

Representatives for the State Board for Public Accountancy (SBPA) declined the invitation to have a joint dinner for the SBPA and the Society's Board. The reason given is a concern about compliance with the open meetings law. The Society's president and president-elect and SBPA chairperson and vice-chairperson, however, will be meeting at the SBPA's November meeting. The SBPA chairman encouraged as many Society board members as so desire to attend state board meetings. The next state board meeting is on September 12 in a conference room at the International Airport in Albany, NY.

01 - F - 3 Executive Director's Report

Mr. Grumet began his report by discussing some staff restructuring under consideration. The first change he is contemplating is to not fill the vacancy opened by the retirement of Ms. Lamazor, the Member Relations Director. Instead, he would separate the function into a committees area and a chapters and member recruitment area to be headed by two assistant directors, who would report directly to the executive director. (The Society conducts a number of recruitment activities, all of which are chapter-based activities.) In addition, Mr. Grumet wants to add a position that would address the quality of all communications being sent to the Society's leadership or over the signature of an officer or other Society leader. All of these staff changes would be done within the current budget. The consensus of the Executive Committee was that the staff changes were within Mr. Grumet's authority and that leadership permission to proceed was not required.

a. Insurance Update

Mr. Grumet provided an overview of the members insurance programs. Mr. Hatfield suggested that we also explore a business liability package for small firms.

b. Legislative Update

Mr. Grumet noted that the New York State legislature had passed a "bare-bones" budget to satisfy the minimum requirements necessary to obtain a release from escrow of State legislative salaries. He laid out two scenarios regarding the Society-supported accountancy bill, one of which would lead to the legislature's taking up the Uniform Accountancy Act (UAA) bill, and the other resulting in the legislature's effectively adjourning, which would kill the bill this year. If the latter scenario occurs, he proposed that the Board revisit the entire UAA initiative, perhaps choosing to seek introduction of several bills each containing part of the UAA rather than continue pushing for a single, comprehensive bill.

c. PAC Update

As of the date of the meeting, Mr. Grumet reported that the PAC had a fund balance of nearly $250,000.

d. E-Mind Update

Mr. Grumet reported that E-Mind appears to be evolving its marketing efforts and this may indicate the beginning of a different type of relationship with E-Mind.

e. Resolution of the Committee on Higher Education

Mr. Grumet presented a resolution, which the Committee on Higher Education requested that the Executive Committee consider. The resolution called for a new requirement that professors teaching accounting in registered accounting programs be licensed CPAs. Several committee members were troubled by the requested resolution, indicating it was outside the power of the Society to effect this change in academia. Mr. Grumet suggested that a letter over Ms. Newman-Limata's signature could be sent to Board of Regents Chancellor Carl Hayden. The Executive Committee opposed both the resolution and Mr. Grumet's suggestion by consensus. Ms. Newman-Limata and Mr. Grumet indicated they would visit the committee and recommend alternatives to the action requested by the committee.

01 - F - 4 Society Policies This matter was deferred to a future meeting.

01 - F - 5 Membership Statistical Report

Mr. Pape, Assistant Director, Member Relations, reported on the process of comparing the Society's membership list to the list of licensees provided by the State Education Department. He then presented the membership report, which included 250 new members (including 48 new associate members), 54 reinstatements, 105 resignations, and 63 deaths. In addition, there was a reduction due to an administrative adjustment of 17. These changes reflected a total membership of 29,839 as of August 7, 2001. Ms. Fierstein moved that the Membership report be accepted and Mr. Aquilino seconded the motion. Following discussion, the motion was unanimously approved.

01 - F - 6 Member Insurance RFP

Mr. Grumet gave the background of the recommendation by the Members Insurance Committee to hire the law firm of Wilson, Elser, Moskowitz, Edelman & Dicker to prepare a request for proposals (RFP) in the area of medical insurance. Mr. Langowski moved to approve the engagement of Wilson Elser to prepare such RFP and authorize Mr. Grumet to execute any documents necessary to carry out the intent of his motion. Ms. Lapidus seconded. Following discussion, the motion was unanimously approved.

01 - F - 7 Hall of Fame Procedures

Ms. Newman-Limata reminded the Executive Committee of the Board direction to revise the guidelines governing the Hall of Fame and report back to the Board. Discussion ensued resulting in the following recommended changes:

Mr. Langowski moved that the above plans for a revised Hall of Fame selection process be forwarded to the Board for further consideration and approval. Mr. Aquilino seconded. Following discussion, the motion was unanimously approved.

01 - F - 8 Designation of NYSSCPA Representative to CAMICO Board

Mr. Nelson moved and Ms. Fierstein seconded the following resolution:

RESOLVED, that Mr. Lou Grassi be and hereby is redesignated to serve as the representative for the NYSSCPA on the board of directors of the CAMICO Insurance Company. Following discussion, the resolution was unanimously approved

01 - F - 9 Financial Matters

a. Audit Presentation

Ms. Newman-Limata recognized Mr. Allen Fetterman, Chair of the Audit Committee, to report on the recently completed audit. He praised the work of the members of the Audit Committee, Rosemarie Barnickel, Ronald Benjamin, Jo Ann Golden, Michael McNee, and Thomas Riley. Mr. Fetterman then introduced the Society's auditors, Ms. Julie Floch, partner, and Lynda Feldman, of Richard A. Eisner & Company.

Mr. Fetterman noted that the Audit Committee had voted to eliminate a number of the consolidating schedules from the final audit report and highlighted the fact that the PAC had met the prerequisites that would require the consolidation of the PAC for financial reporting purposes.

Mr. Fetterman then turned the discussion over to Ms. Floch who provided an overview of the audit.

Regarding the Audit Committee's recommendation to eliminate all consolidating schedules, except the "Consolidating Schedule of Activities," the Executive Committee approved the recommendation by consensus.

Ms. Floch then discussed the management letter. The first issue raised by the auditors was an inadequate tracking of fixed assets for purposes of computing depreciation. Ms. Newman-Limata assigned to Mr. Aquilino and Mr. Fetterman the responsibility to oversee the implementation of a fixed asset schedule so that this comment does not repeat in the next year's audit. The second consideration related to the expensing of service agreements. The third item also related to the computation of depreciation. The fourth consideration related to the preparation of Collection-Activity Reports. The fifth consideration related to the reporting of CPE revenue. Ms. Newman-Limata asked if the current revenue recognition policy is adequate in the auditors' opinion. They indicated that it is sufficient.

The final consideration related to the consolidation of the Political Action Committee. The Executive Committee concurred with the Audit Committee's and auditors' recommendation that the PAC's financial information be consolidated with the Society's by consensus. The Executive Committee agreed to meet by conference call when the PAC audit is completed to make the final recommendation to the board of the consolidated statements.

b. Financials for One Month Ended June 30, 2001

Ms. Chambers reviewed the financial statements for June 30, 2001.

c. Ratification of Action of Sharon Sabba Fierstein in Signing Bank Resolutions for Chapters

Ms. Golden introduced the following resolution which was seconded by Ms. Lapidus and, following discussion, was unanimously approved:

Whereas, to conduct its business, each NYSSCPA chapter requires a checking account; and

Whereas, each such account is an account owned by the NYSSCPA; and

Whereas, the Secretary and staff of the NYSSCPA have accommodated the chapters' banks by executing the documents necessary to open such accounts and provide authorized signatures;

Now, therefore, be it resolved that the actions of the Secretary, the Executive Director and the staff in preparing and signing any documents necessary to open NYSSCPA checking accounts for use by the chapters or to update authorized signature cards for such accounts are hereby ratified and confirmed.

01 - F - 10 FAE Matters

a. FAE Discount Program Update and Trustees' Conference Call Regarding POP

Mr. Schmelkin reported that the FAE Trustees had acted to replace the VIP program with a revised POP program similar to the one used during the 1998-1999 and 1999-2000 CPE reporting years.

b. Status of CLE Application and Course Approvals

Mr. Schmelkin noted that FAE has had a number of approvals of individual courses for continuing legal education (CLE) credit. These have been for courses targeted not only to CPAs but to CPAs and attorneys. There has as yet been no response to FAE's appeal of the CLE Board's denial of FAE's request for recognition of accredited provider status.

c. Schedule of FAE Trustees Meetings

Committee members were referred to the meetings schedule included as part of the President's report for a schedule of FAE Trustees' Meetings.

01 - F - 11 Appointment of Ian Nelson as an At-Large Member of the PAC Board of Trustees

Ms. Fierstein moved and Ms. Golden seconded a motion to appoint Mr. Nelson to be an at-large member of the Board of Trustees of the New York State Society CPA PAC, Inc. After discussion, the motion was unanimously approved.

01 - F - 12 Executive Session The committee entered into executive session. No action was taken during or after executive session.

01 - F - 13 Adjournment

Ms. Newman-Limata asked if there was any further business to come before the meeting. There being none, the meeting adjourned at 3:10 p.m.

Respectfully submitted, Sharon S. Fierstein Secretary