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Governance
| Minutes
of: |
Executive
Committee Meeting |
|
| Date
& Time: |
Tuesday,
December 17, 2002, 9:02 a.m. to 2:52 p.m. |
| Location: |
NYSSCPA
Offices, 530 Fifth Avenue, Room 1 |
| Presiding Officer: |
Jo Ann
Golden, President |
| Committee
Members Present: |
Jeffrey
R. Hoops, President-Elect
Laurence Keiser, Vice President
Stephen F. Langowski, Vice President
Carol C. Lapidus, Vice President
Ian M. Nelson, Vice President*
Thomas E. Riley, Secretary
Frank J. Aquilino, Treasurer
|
Katharine
K. Doran
Andrew M. Eassa
Neville Grusd
Vincent J. Love
Raymond M. Nowicki
Louis Grumet, Executive Director
|
| Staff
Present: |
Joanne
S. Barry
Lynn Chambers
David Cho
Robert H. Colson
Ernest Markezin
|
Dennis
M. O’Leary
William Pape
Alan Schmelkin
James A. Woehlke
|
* Attended via phone
M I N U T E S
02
– M – 00
Call
to Order
|
Ms.
Golden noted that a quorum was present and called the meeting
to order at 9:02 a.m. |
02
– M – 01
Minutes of October 10, 2002 Executive Committee Meeting
and November 7, 2002 Conference Call
|
Ms. Golden
asked Committee members if they had any corrections to the
minutes of the October 10, 2002 Executive Committee Meeting.
There being none, she declared the minutes approved as written.
Mr. Eassa moved and Mr. Aquilino seconded that the minutes
of the November 7, 2002 Conference Call be approved. The motion
passed unanimously.
|
| 02
– M – 02
President’s Report
|
a.
Bylaws Task Force
Mr.
Woehlke reported that the task force expects to have a preliminary
report by the January Executive Committee meeting. Mr. Hoops
proposed that the Bylaws Task Force consider a process whereby
nominations for AICPA Council members could be finally approved
by the membership. Mr. Woehlke noted that the task force
may propose that the Society formally approve protocols
that the Nominating Committee can use in conducting its
affairs rather than the present approach of passing customs
from one committee to the next verbally.
b.
Chapter President Conference Call
Ms.
Golden gave a report on the conference call with NYSSCPA
chapter presidents. Chapters that participated included
Nassau, Westchester, Buffalo, Rockland and Manhattan/Bronx.
Mr. Keiser and Mr. Pape also participated in the call. Mr.
Keiser said that the next conference call was scheduled
for January 30, 2003.
Ms.
Golden noted that the largest concern was on the relationship
between chapter courses and FAE courses.
Ms.
Golden also expressed the view that a continuity of practice
network be set up in each of the chapters.
c.
Legislative Update
Ms.
Golden reported that she met with the State Education Department
and representatives of the Big 4 accounting firms, accompanied
by Kevin McCoy, Lou Grumet and Jeff Hoops. The representatives
of SED and the Big 4 agreed conceptually to five items on
the NYSSCPA legislative agenda, during the meetings, (1)
scope of practice, (2) extent of the jurisdiction to CPAs
in private industry, (3) registration of all CPA firms,
(4) the concept of temporary practice, and (5) mandatory
CPE for all CPAs.
The Committee turned to a discussion of the Society’s
legislative positions. Mr. Hoops expressed concern that
the Society be careful not to espouse a legislative position
that might hurt members. He was also concerned that new
members of the Board and Executive Committee receive a more
thorough explanation of the Society’s legislative
positions. The Committee also discussed the background of
certain positions currently taken by the Society.
Mr.
Grumet suggested that discussion of strategy for the ensuing
legislative session was premature because the leadership
of the higher education committees of both houses of the
Legislature was still undetermined.
d.
Nominating Committee Report
Mr.
Woehlke noted that the ballots should have been received
by the membership, and that completed ballots were already
being returned. He noted that the Westchester Chapter president
had sent out an email supporting Westchester members on
the ballot and the chair of the CFO Committee had requested
a list of industry members so that he could communicate
with those members about the Nominating Committee ballot.
Since New York State law requires that a member who requests
access to member lists be granted access, provided the use
is for furtherance of a purpose of the organization, the
staff, with the approval of the President, had temporarily
expanded the CFO Committee Listserve to include all members-in-industry
who had provided their email addresses to the Society to
facilitate a communication by the CFO Committee chair. The
Executive Committee ratified this action by consensus.
e.
Peer Review and Ethics Task Force Update
Ms.
Golden noted that she had asked past president Brian Caswell
to serve as the task force chair. She said that the rest
of the task force would probably be named in January.
f.
Real Estate Task Force Update
Mr.
Hoops noted that the task force had not formally met because
the Society’s real estate agent said the market is
falling again so he recommended that the task force delay
further action.
|
02
– M– 03
Treasurer’s
Report
|
Ms.
Golden asked Mr. Aquilino, the treasurer, and Ms. Chambers,
the CFO, to present a report on the Society’s financial
position. Ms Chambers reported that FAE’s actual net
revenue is $1 million ahead of last year. Last year’s
loss was $1.4 million. She highlighted the favorable variance
to budget of $63,000 noting that FAE was on target for its
budgeted loss of approximately $600,000.
The
combined program summary indicated that the Society was
$250,000 ahead of budget for its combined operations which
include FAE, COAP, and the scholarship programs. Cash and
investments were reported as $800,000 over last year due
to the improved performance of FAE and the increase in dues.
Ms. Chambers noted that other liabilities of $118,000 under
FAE included $53,000 in accrued expenses. She further pointed
out that this is the first year expenses such as hotel,
honorariums, and travel had been accrued each month.
Ms.
Chambers reported that the cash flow statement showed a
decrease in FAE interfund liability of $342,000 because
cash coming in was being transferred over to the Society
to cover operating expenses and to reduce the interfund
balance. She noted that while cash and equivalents had been
running at the same level as 2001, they had increased by
$800,000 in November, reflecting the deferred registration,
POP passes, and Fall registration monies received during
the month.
Ms.
Chambers distributed a handout with a number of performance
measures for the Society. Committee members were appreciative
of the new information, but asked that the scale of some
of the indicators be expanded.
A discussion
ensued on the recording of a dues receivable write-off of
$400,000. The Executive Committee, by consensus, also asked
that the moving fund money be segregated in the Opening
Net Assets column. |
| 02
– M – 04
Executive
Director’s Report
|
a.
COAP (Career Opportunities in the Accounting Profession)
Mr.
Grumet reported on plans for an upstate COAP program. He
noted that nothing was yet finalized yet, but that the Society
would continue to develop the idea.
b.
Managing Partners Outreach
Mr.
Grumet reported that, working with Mr. Eassa, he had scheduled
a visit, accompanied by Mr. Pape, to meet 18 managing partners
in the Syracuse area. This was the third such meeting. These
meetings were successful and allowed participating managing
partners to speak out on issues that concerned them. Mr.
Grumet reported that he was also working on a visit to the
Suffolk Chapter.
Pointing
out that 51 members who hold the position of CFO are part
of the Westchester Chapter, Mr. Grumet said he was planning
a CFO meeting in that chapter. |
| 02
– M – 05
Membership
Report
|
a.
Membership Report
Mr.
Pape reported that it was the time of the year to formally
terminate members who had not paid their 2002-2003 dues.
There were 1,633 such members. He noted that many of these
members were out-of-state CPAs, with the largest group from
New Jersey.
Mr.
Pape then presented the full membership report, which included
149 new members (including 71 new associate members), 5
reinstatements, 7 deaths, 11 resignations and 1,633 terminations
for nonpayment of dues. These changes reflected a total
membership of 28,600 as of December 17, 2002. Mr. Love moved
and Ms. Lapidus seconded a motion to approve the Membership
Report. Following discussion, the motion passed unanimously.
One Committee member voiced concern over attrition of the
Society members. Mr. Grumet noted that the Society’s
membership has actually remained constant from one year
to the next, which in this environment is a remarkable sign
of health for a professional Society.
b.
Advancing Career Proposal
The
Executive Committee considered a proposal from Elliot Hendler,
chair of the Membership Committee, that the Society authorize
for a second year the Advance-a-Career membership recruitment
project under the same rules as the first program. The program’s
objective is 100 new associate members. Ms. Lapidus moved
and Mr. Riley seconded a motion to accept the proposal.
The motion passed unanimously. |
02
– M – 06
Medical
Insurance Employee Benefit
|
The
Executive Committee next considered a new staff healthcare
proposal for 2003. The proposal was developed after Aetna,
the current health care provider, recently announced significantly
higher rates for 2003 health care coverage. Ms. Chambers,
Ms. Lawrence, the Human Resources Manager, and Mr. Woehlke
spoke to several carriers and together with Mr. Grumet proposed
a package provided by HealthNet, offering roughly the same
coverage as the current Aetna package with a slight increase
in premiums for the staff. Mr. Aquilino moved and Mr. Hoops
seconded a motion to accept the new health insurance carrier
proposal. The Committee unanimously approved the motion.
Mr.
Eassa moved that in the future the Executive Committee be
given more time to consider a package when a benefit like
this will impact employees. The motion was approved by consensus.
Society staff noted that it would normally present this
type of a proposal with more time to consider it; however,
the current carrier, Aetna, had just provided its quote
the previous week.
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| 02
– M – 07
Committee
Update
|
Mr.
Nelson reported that the number of members serving on committees
increased this year to a total of approximately 2,000 committee
positions filled by about 1,400 individuals. He noted that
the use of conference calls during committee meetings has
also risen. Mr. Nelson urged that the Society should continue
to promote committee service, and suggested a marketing
plan may help.
Mr.
Nelson also reported that the Society has two new committees,
the Global Accounting & Auditing Committee and the Relations
with the Legal Community Committee. He also noted that,
with assistance from Society’s staff, the Management
Tool & Techniques Committee had greatly expanded its
membership. It recently conducted a meeting with 45 people,
30 of whom participated via conference call.
Mr.
Markezin reported that the Society had implemented new procedures
that would facilitate the reenlistment of current members
in all committees.
Ms.
Golden suggested a committee structure organized to ensure
the process of selecting vice chairs for committees is done
around the time the president-elect is first nominated.
|
02
– M – 08
Report
on FAE
|
a.
Trustees’ December 18, 2002 Meeting
Mr.
Schmelkin reported that during the Trustees’ meeting,
staff reported that 3,100 registrants signed up for courses
compared to only 2,550 in the prior year’s second
quarter. POP sales for September through November of this
year equaled 335 books for total sales of $459,000, which
contrasted with entire prior year’s POP sales of 585
books, totaling $823,000.
Mr.
Schmelkin also reported that the FAE Trustees plan to initiate
a new “FAE University” on a trial basis, where
attendees can attend multiple sessions and receive a large
portion of their annual required CPE credit, at three locations
throughout New York State. This program would be offered
in addition to FAE’s traditional CPE programs.
Mr.
Schmelkin reported that a meeting was planned for the following
Friday with Chapter representatives at the Desmond Hotel
in Albany. The meeting was to get suggestions from each
chapter regarding CPE programs and to also see if there
were any new venues or local members that FAE could use
as authors of courses or seminar leaders at future events.
b.
Chapter Pricing
Ms Golden
noted that Mr. Schmelkin was developing a model for chapter
CPE pricing and asked that the Executive Committee review
the model once completed.
|
02
– M – 09
Executive
Session |
The
Executive Committee entered into executive session. No formal
resolutions resulted from these discussions. |
02
– M – 10
Adjournment
|
There
being no further business, the Executive Committee adjourned
at 2:52 p.m. |
Respectfully
submitted,
Thomas E. Riley,
Secretary
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