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Governance

Minutes of: Executive Committee Special Meeting, held pursuant to notice emailed January 30, 2004     
Date & Time: Wednesday, February 4, 2004, 9:07 a.m. to 9:27 a.m.
Location: Meeting held via conference telephone
Presiding Officer: Jeffrey R. Hoops, President
Executive Committee Members Present: Vincent J. Love, Vice President
Sandra A. Napoleon-Hudson,
Vice President
Raymond M. Nowicki, Vice President
Steven Rubin, Vice President
Arthur Bloom, Treasurer
Thomas E. Riley, Secretary Katharine K. Doran
Nancy A. Kirby
Louis Grumet, Executive
Director




Executive Committee Members Absent

John J. Kearney, President-Elect
Neville Grusd

Raymond P. Jones
Richard E. Piluso


Staff Present: William Pape
Paul L. Sinegal
James A. Woehlke


M I N U T E S

04 – B – 0
Call to Order

Noting that a quorum was present, President Jeffrey Hoops called the meeting to order at 9:07 a.m.

04 – B – 1
Recommendation of Finance Committee of Firm to Conduct Internal Control Study







Mr. Bloom briefly summarized the process by which the Finance Committee evaluated firms to conduct a review of NYSSCPA and FAE internal controls.

Mr. Bloom stated that in the first week of November, 2003, a solicitation notice was posted on the website, e-mailed to all statewide as well as chapter-based committee members, e-mailed to all chapters’ leadership, and submitted for publication in the December issue of The Trusted Professional. In response, 28 firms requested a complete copy of the solicitation and proposal requirements, and six replied by the January 16, 2004 deadline.

Mr. Bloom then noted that the Society’s Finance Committee discussed the proposals and peer reviews at its January 21 meeting, and selected the following three firms for an in-person interview: 1) Reminick & Aarons; 2) Loeb & Troper; and 3) McGladrey & Pullen, LLP.

Mr. Bloom reported that that after careful deliberation, the Finance Committee recommended that the Executive Committee approve the selection of the firm Loeb & Troper, which specialized in non-profit organizations.

A discussion ensued regarding the large disparity in bids for the engagement and the Finance Committee’s due diligence investigation of each firm. Mr. Bloom noted that the Finance Committee reviewed such documentation as peer review reports and had asked for clarifications with respect to each firm’s proposals.

One member asked if the Finance Committee were aware of any potential conflicts-of-interest that existed in selecting Loeb & Troper, and Mr. Bloom responded in the negative.

In response to a question regarding payment of the fee, Mr. Grumet noted that there was enough of a budget surplus that the fee could be paid from general Society funds.

Another member asked if the Executive Committee had directed the Finance Committee to obtain approval of its recommendation by the Audit Committee. The committee determined that they had not so directed the Finance Committee.

Mr. Riley moved to approve the recommendation of the Finance Committee to engage the firm Loeb & Troper for a Society and FAE internal controls engagement, and further, to authorize and direct Treasurer Arthur Bloom to sign the engagement letter. Ms. Napoleon-Hudson seconded the motion. The motion passed unanimously.

04 – B – 2
Cancellation of February Meeting

After a brief discussion of the agenda for the February 11, 2004 Executive Committee meeting, the Executive Committee agreed by consensus to cancel the meeting.


04 – B – 3
Adjournment

There being no further business, President Hoops declared the meeting adjourned at 9:27 a.m.

Respectfully submitted,

Thomas E. Riley,
Secretary


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