| |
|
Governance
| Minutes
of: |
Executive
Committee Meeting |
|
| Date
& Time: |
Wednesday, June 16, 2004, 9:02 a.m. to 12:25
p.m. |
| Location: |
NYSSCPA
Offices, 530 Fifth Avenue, Room 1 |
| Presiding Officer: |
John
J. Kearney, President |
| Executive
Committee Members Present: |
Stephen
F. Langowski, President-Elect, (Acting Secretary
for this meeting)
Peter L. Berlant, Vice President
Katharine K. Doran, Vice President*
Andrew M. Eassa, Vice President
Arthur Bloom, Treasurer |
Deborah
L. Bailey-Browne
Andrew Cohen
Neville Grusd
Nancy A. Kirby
Raymond P. Jones
Louis Grumet, Executive
Director |
| Executive
Committee Members Absent |
Richard
E. Piluso
Raymond M. Nowicki, Secretary
|
|
| Staff
Present: |
Joanne
S. Barry
Lynn T. Chambers
Robert H. Colson
Xiomara Fox
|
Ernest
J. Markezin
William Pape
Alan Schmelkin
Paul L. Sinegal
|
| Guest: |
Carol C. Lapidus |
|
*participated
via phone
M I N U T E S
| 04
– F– 0
Call to Order
|
Noting
that a quorum was present, President Kearney called the meeting
to order at 9:02 a.m. He then designated President-elect Langowski
to serve as acting Secretary in Mr. Nowicki’s absence. |
| 04
– F– 1
Minutes
|
a.
Approval of Minutes of May 13, 2004 Meeting
Mr.
Kearney asked Executive Committee members if they had any
changes to the minutes of the May 13, 2004 meeting. There
being none, Ms. Doran moved to approve the minutes, and
Mr. Bloom seconded the motion. The motion passed unanimously.
Mr. Jones did not participate in the vote.
b.
Ratification of Changes to Minutes of February 4, 2004 Conference
Call
Mr.
Kearney pointed out that at the April 21, 2004 full Board
meeting, Mr. Bloom had suggested additional wording to the
minutes of the February 4, 2004 Conference Call, specifically
that the words “and peer reviews” be added to
end of the last sentence of the sixth full paragraph. The
added language, Mr. Kearney noted, would result in the following
amended sentence:
“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 and peer reviews.”
Mr.
Kearney stated that although the Board duly noted the suggestion,
the Executive Committee would need to ratify the amendment.
Ms.
Kirby moved to ratify the change, and Ms. Doran seconded
the motion. The motion passed unanimously. Mr. Jones did
not participate in the vote.
|
| 04
– F – 2
President’s Report
|
a.
AICPA Update
President
Kearney gave a report on the AICPA spring meeting of Council,
which was held in Scottsdale, Arizona. He noted several
meeting highlights, including the passage of a resolution
supporting peer review transparency which was very similar
to that which the NYSSCPA supported. Mr. Kearney also reported
that although recommendations of a task force on the Roles
and Responsibilities of Council were not adopted as a whole,
Council did support its members taking an oath of responsibilities
and fairly presenting the endorsed views of Council.
Mr.
Kearney noted that New York’s at-large member of Council,
Herbert Schoenfeld, made a request that Council consider
expanding its at-large membership, and Council responded
that it would consider doing so.
A discussion
ensued regarding initiatives by New York State Attorney
General Spitzer to look at accounting practices and audits
of non-profit companies. Mr. Kearney stated that because
similar initiatives were gaining ground in a number of states,
the issue became an important topic of debate among Council
members.
b.
Office Relocation
Messrs.
Grumet and Schmelkin updated the Executive Committee on
the relocation of the Society’s offices to Three Park
Avenue, noting that the move was anticipated to take place
sometime after Labor Day. Upon a committee member suggestion,
staff agreed to put together a floor plan and possibly pictures
of the new offices for display at the leadership conference.
c.
2004 Leadership Conference Update
Mr.
Kearney reminded committee members that the leadership conference
was scheduled to take place at the Sagamore Resort, on Bolton
Landing, New York, from July 11-14, 2004. A tentative schedule
was distributed to committee members and all were encouraged
to attend.
d.
Presidential Committee Appointments
Mr.
Kearney announced appointments to the Audit, Finance and
Policy Committees as follows:
Audit Committee:
Warren
Ruppel, Chair
NYC Comptroller's Office, New York, NY
David
C. Ashenfarb
Schall & Ashenfarb CPAs LLC, New York, NY
Bonnie
J. Chambers,
Risk & Insurance Mgmnt. Society Inc. New York, NY
Mark
P. Hettler
Fagliarone Group CPAs P.C., Syracuse, NY
Henry
J. Krostich,
Krostich & Krostich LLP, Roslyn Heights, NY
Finance Committee:
Arthur
Bloom, Chair
Marks Paneth & Shron LLP, New York, NY
Michael
P. Bronstein
Loews Corporation, New York, NY
Steven
Edelman,
West Glen Communications, Inc., New York, NY
Thomas
R. Emmerling
Dopkins & Company LLP, Williamsville, NY
Alan
D. Kahn
The AJK Financial Group, Syosset, NY
Leon
M. Metzger
Paloma Partners Management Co., Greenwich, CT
Rita
M. Piazza
Marden Harrison & Kreuter CPAs P.C., White Plains, NY
David
C. Rosenzweig
Rosenzweig & Maffia LLP, New York, NY
Patricia
G. Wright
Starr & Company LLC, New York, NY
Policy Committee for Peer Review and Ethics:
Stephen
F. Langowski, Chair
KPMG LLP, New York, NY
Brian
A. Caswell
Caswell & Associates CPAs P.C., Phoenix, NY
Vincent
J. Love
Kramer Love & Cutler LLP, New York, NY
Michael
L. McNee
Marks Paneth & Shron LLP, New York, NY
Robert
E. Sohr
Retired, Deloitte & Touche, New York, NY
Maryann
M. Winters
Sirchia & Cuomo LLP, Syracuse, NY
Margaret A. Wood
Grant Thornton LLP, New York, NY
|
04
– F – 3
President-elect’s Report
|
Legislative
Update
President-elect
Langowski gave a report on the Society’s legislative
initiatives, noting that the Society-sponsored accountancy
bill, which had passed the New York State Senate, was still
pending approval by the New York State Assembly.
Mr.
Langowski stated that legislative initiatives in New York
have fostered a sense of common ground between the Society
and the Big Four, and expressed encouragement that the well-working
relationship would continue.
|
04
– F – 4
Vice Presidents’ Reports
|
a.
Report on Chapters
Vice
Presidents Doran and Eassa gave reports on chapters.
Mr.
Grumet reminded the committee that the Board in the coming
fiscal year would be looking at the performance of the six
most-recently formed Society chapters to see whether they
should be continued.
The
Executive Committee by consensus approved a motion calling
for staff to investigate the financial feasibility of merging
the Young CPA Forum with the Leadership Conference, instead
of maintaining the forum as a Chapter event. Staff was directed
to develop a plan in consultation with the Finance Committee
to present to the Executive Committee at a later date.
b.
Recent Society Comments
Vice
President Berlant noted that the following Society comments
had been issued:
-
May 19, 2004 Letter to the Honorable George E. Pataki,
Governor, State of New York, from NYSSCPA President Jeffrey
R. Hoops, CPA, regarding Proposal to Curtail Administrative
Hearing Rights for New York State Taxpayers, as proposed
in Part L of Budget Bill S. 6060-A/A. 9560-A;
-
May 28, 2004 redistribution to the Internal Revenue Service,
National Taxpayer Advocate, of comments made by the NYSSCPA
Tax Oversight Committee, currently chaired by Stephen
P. Valenti, regarding Tax Simplication; originally distributed
to members of Congress and other interested parties on
May 27 2003; Principal Drafters: Alan E. Weinder, M. David
Bahr, Sheldon Barasch, Arthur Bloom, Joseph L. Charles,
Alan Dlugash, I. Jay Safier, and Harold K. Wiebusch; and
-
Comments submitted to the New York State Department of
Taxation and Finance by the NYSSCPA Multistate and Local
Taxation Committee, chaired by Mark Levin, regarding New
York State Unemployment Insurance Regulations; dated May
28, 2004; Principal Drafters: Adam Lambert and Steve Valenti.
Mr.
Berlant commended the committees and drafters for their
outstanding work.
Mr.
Cohen noted that the AICPA recently made changes to an exposure
draft based upon comments submitted by the NYSSCPA Accounting
and Review Services Committee.
|
04
– F – 5
Secretary’s Report
|
Mr.
Markezin gave the Secretary’s Report on behalf of
Secretary Nowicki. Mr. Markezin summarized a recommendation
of the Committee Operations Committee, chaired by Secretary
Nowicki, to reclassify the Relations with Legal Community
and Cooperation with Community Businesses committees from
the industry division to the operations division. After
discussion, the Executive Committee by consensus directed
that the recommendation be sent back to the Committee Operations
Committee for further examination.
Mr.
Markezin reported on three main objectives that the Committee
Operations Committee had agreed to pursue during the 2004-2005
fiscal year: revision of the committee’s CAP, coordination
with chapters and committee report cards.
Mr.
Markezin lastly announced that the Committee Operations
Committee determined that the Management Tools and Techniques
Committee should be disbanded indefinitely for want of participation.
|
04
– F – 6
Executive Director’s Report
|
a.
Dues Update
Mr.
Grumet reported that dues for fiscal year 2004-2005 were
continuing to come in at a good pace.
b.
E-Mind Update
Mr.
Grumet reported that the Society’s arbitration over
a contractual dispute with e-Mind was complete, pending
final submission of each party’s papers in support
of their respective positions. Mr. Grumet reported that
a decision would be issued following the submission of those
papers.
c.
Additional reports
1.
Support for Michael Urbach Award
The
Executive Committee discussed an initiative by the Council
of Community Services of New York State, Inc. (“CCSNYS”)
to get more CPAs on non-profit corporation boards. Mr. Grumet
informed the committee that as part of that initiative,
the CCSNYS had created the Michael Urbach award to recognize
outstanding service by a CPA on non-profit boards of directors,
and had sought assistance form the NYSSCPA to identify potential
award recipients. He noted that service on at least three
non-profit boards was a prerequisite to award consideration.
In response to a question, Mr. Grumet stated that monetary
assistance was not sought for the award, but merely assistance
in identifying recipients.
Mr.
Langowski moved that the Society support the Michael Urbach
Award by assisting the CCSNYS identify potential award recipients
from among qualified CPAs. Mr. Eassa seconded the motion.
The motion passed unanimously. Ms. Doran did not participate
in the vote.
2.
CAMICO Endorsement Contract
Vice
President Eassa, who chairs the Society’s Professional
Liability Insurance (“PLI”) Committee, reported
that the PLI committee recommended by consensus that the
Society renegotiate its five-year exclusive endorsement
contract with CAMICO Mutual Insurance Company, which was
due to expire at the end of the calendar year 2004. Mr.
Eassa stated that a task force of the PLI committee would
be working closely on this issue for a formal recommendation
and report to the Executive Committee in August.
3.
Career Opportunities in the Accounting Profession
Member
Relations Director William Pape gave an update on the Career
Opportunities in the Accounting Profession program (“COAP”),
noting that COAP events scheduled to take place during the
summer 2004 were progressing well.
|
04
– F – 7
Review of Nominating Committee Protocols – One
Year Later
|
Mr.
Kearney gave a brief summary of the process that went into
the adoption of a protocol system whereby the Society’s
nominations committee would select candidates for service
as Society officers, Board members and members of AICPA
Council.
After
a review of the current nominating committee protocols,
Ms. Kirby moved that the Executive Committee recommend full
Board approval in July of the existing protocols for use
during the 2004-2005 fiscal year. Mr. Berlant seconded the
motion. The motion passed unanimously. Ms. Doran and Messrs.
Grusd and Cohen did not participate in the vote.
|
04
– F– 8
Member Benefits
|
Mr. Kearney introduced
guest Carol Lapidus, Member Benefits Committee Chair, to
present recommendations of her committee to endorse several
new Society member benefits.
Ms. Lapidus began
by noting that the Member Benefits Committee had been formed
a year ago to identify and evaluate membership benefits
which would meet the needs of Society members and enhance
membership. She noted that the committee embarked upon its
charge by conducting a survey of Society members regarding
the types of benefits they would like the Society to offer.
Ms. Lapidus stated that the results of the survey provided
the necessary direction regarding benefit types and priorities.
She added that the committee was continuing to explore other
areas of member benefits which would make Society membership
even more valuable.
Ms. Lapidus then
presented a summary of each proposed benefit. (A full summary
of each program is attached to the full set of minutes as
Exhibit A.)
a. Insurance
Programs:
1) Senior
Term Life – Marsh Affinity Group Services (US Life,
underwriter)
Ms.
Lapidus reminded committee members that based upon a Member
Benefits Committee recommendation, the Executive Committee
had approved rate increases for the Society’s frozen
term-life insurance program in October 2003. She noted that
the Senior Term Life Insurance program was being offered
as a cheaper alternative for qualifying enrollees in the
frozen term-life program. (A summary of Senior Term Life
Insurance Program details is attached to the official set
of minutes as Exhibit A.)
Ms.
Bailey-Browne moved that the Executive Committee approve
the recommendation of the Member Benefits Committee to endorse
the Senior Term Life Plan, and further moved that the Executive
Committee recommend full Board approval of the endorsement.
Mr. Langowski seconded the motion. The motion passed unanimously.
2)
Life Line Screening – Marsh Affinity Group Services
Ms.
Lapidus provided a brief summary of the Life Line Screening
service, offered through Marsh Affinity Group Services,
which is designed to help individuals become aware of an
undetected health problem and guide them to seek follow-up
care with their personal physician. (A summary of service
details is attached to the official set of minutes as Exhibit
A.)
Ms.
Bailey-Browne moved that the Executive Committee approve
the recommendation of the Member Benefits Committee to endorse
the Life Line Screening service, and further moved that
the Executive Committee recommend full Board approval of
the endorsement. Mr. Berlant seconded the motion. The motion
passed unanimously.
3)
Umbrella Policy Endorsement – GEICO Insurance Company
Ms.
Lapidus gave a brief summary of the Society’s automobile
insurance program offered through GEICO. She noted that
although umbrella coverage was already available to the
Society’s automobile program participants as an unendorsed
GEICO option, an official endorsement of GEICO’s umbrella
coverage could strengthen the overall member benefit, allow
for better marketing of the program and provide increased
revenue to the Society in the form of sponsorship fees.
A committee
member noted that GEICO does not write insurance policies
in New Jersey, and suggested that the committee explore
ways to offer similar alternative benefits to Society members
living in New Jersey through collaboration with the New
Jersey State Society of CPAs. Ms. Lapidus agreed to bring
the suggestion back to the Member Benefits Committee for
exploration.
Ms.
Kirby moved that the Executive Committee approve the recommendation
of the Member Benefits Committee to endorse GEICO’s
umbrella insurance program, and further moved that the Executive
Committee recommend full Board approval of the endorsement.
Mr. Eassa seconded the motion. The motion passed unanimously.
4)
Dental Insurance – Marsh Affinity Group Services (US
Life, underwriter)
Ms.
Lapidus summarized the dental insurance program, noting
that the program would utilize a provider network called
Careington International, which has 21,000 dental providers
nationwide. In response to a question, Ms. Lapidus stated
that the Member Benefits Committee was satisfied with the
geographic spread of the Careington network throughout the
New York upstate, downstate, and tri-state regions. (A summary
of dental insurance program details is attached to the official
set of minutes as Exhibit A.)
Mr.
Grusd moved that the Executive Committee approve the recommendation
of the Member Benefits Committee to endorse the dental insurance
program, and further moved that the Executive Committee
recommend full Board approval of the endorsement. Mr. Berlant
seconded the motion. The motion passed unanimously.
b. CPA Review Courses
1)
MicroMash (Pass Matrix Learning Systems)
Ms.
Lapidus provided a summary of the MicroMash CPA Review Course
and the discounts associated with it.
A discussion
ensued regarding an offer by MicroMash to award five free
complete programs to Society members based upon criteria
the NYSSCPA may desire. A suggestion was made that qualifying
criteria for free programs be vetted by FAE’s scholarship
committee. The Executive Committee by consensus agreed to
recommend this approach to the FAE Trustees.
Mr.
Berlant moved that the Executive Committee approve the recommendation
of the Member Benefits Committee to endorse the MicroMash
CPA Review Course with the added recommendation that qualifying
criteria for free programs be vetted by the Society’s
scholarship committee, and further moved that the Executive
Committee recommend the full Board’s approval. Mr.
Bloom seconded the motion. The motion passed unanimously.
c.
Hardware/Software
1)
Hewlett Packard Accounting Discount Program
Ms.
Lapidus summarized a program available to accountants and
accounting clients which provides savings on direct purchases
from Hewlett Packard. She noted that although the program
does not provide revenue to the Society, it does provide
members meaningful discounts of up to ten percent.
Ms.
Doran moved that the Executive Committee approve the recommendation
of the Member Benefits Committee to endorse the Hewlett
Packard accounting discount program, and further moved that
the Executive Committee recommend full Board approval of
the endorsement. Mr. Eassa seconded the motion. The motion
passed unanimously.
|
04
– F – 9
Membership Report
|
Mr.
Pape presented the membership report which included 165
new members (including 104 new associate members), 4 reinstatements,
14 deaths, and 49 resignations. These changes reflected
a total membership of 30,386 as of June 16, 2004, as compared
with 29,681 at the same time the previous year.
Mr.
Berlant moved to approve the membership report, and Mr.
Eassa seconded the motion. The motion passed unanimously.
Ms. Doran and Messrs. Cohen and Grusd did not participate
in the vote.
|
04
– F – 10
Adjournment
|
There being no further business,
Ms. Bailey-Browne moved to adjourn, and Mr. Eassa seconded
the motion. The motion passed unanimously and the Executive
Committee adjourned at 12:25 p.m. |
Respectfully
submitted,
Stephen F. Langowski, President-elect
Acting Secretary
|
|