Bylaws

    AICPA Bylaw Section 360R 


    Implementing Resolutions Under Section 3.6 Committees

    As amended
    January 12, 1988,
    unless otherwise indicated

    Resolved:

        .01    (1) That the following be designated as senior committees and boards:

    • Accounting and review services committee *
    • Financial reporting executive committee *  
    • Assurance services executive committee *
    • Auditing standards board *
    • Board of examiners  
    • Center for audit quality governing board *
    • Employee benefit plans audit quality center executive committee  
    • Forensic and valuation services executive committee *  
    • Government audit quality center executive committee
    • Information management and technology assurance executive committee
    • Management consulting services executive committee * 
    • National Accreditation Commission 
    • Peer review board * 
    • Personal financial planning executive committee * 
    • Private companies practice executive committee * 
    • Professional ethics executive committee *
    • Tax executive committee * 

    Note: * Indicates a senior committee which is authorized to make statements without clearance with the Council or the Board of Directors in matters related to its area of practice.

    [As amended by Council May, 1988 and May, 1991; revised April, 1992; amended October, 1994; revised June, 1996; revised May, 1997; revised October 21, 2003; revised October 24, 2005; revised October 2007; revised May 24, 2010; revised October, 2012.]

        [.02]

    [As amended by Council May, 1988 and May, 1991; revised April, 1992; amended October 24, 1994; revised May, 1997; revised October 21, 2003; revised October 24, 2005; deleted October 2007.]

    Under Section 3.6.2.1 Nominations Committee

    Resolved:

        .03 That the nominations committee shall be chaired by the immediate past chairman of the Board and shall consist of ten additional members serving two-year terms. At the Council meeting held in conjunction with the annual meeting, the Board of Directors, after having considered at least ten candidates, shall recommend five members for election to the nominations committee, each for a two-year term. At any one time, no more than seven members shall be members of Council, and none except the chairman shall be a member of the Board of Directors. Other nominations from the floor shall be permitted. Voting shall be by voice vote of the incoming Council, or, if requested by a majority of those present, by written ballot. A majority vote shall elect. With the exception of its chairman, no member, having served on the nominations committee, shall be eligible again to serve on the nominations committee until the passage of five years.

    [As amended by Council May, 1991; revised May 15, 2000.]

    Further Resolved:

        .04 That the nominations committee shall not select any of its members for positions to be filled by the committee.

    Under Section 3.6.2.2 Professional Ethics Division

    Resolved:

        .05 That in cases where the professional ethics executive committee concludes that a prima facie violation of the Code of Professional Conduct or bylaws is not of sufficient gravity to warrant further formal action, the committee may direct the member or members concerned to complete specified continuing professional education courses, or to take other remedial or corrective action, provided, however, that there will be no publication of such action in the Institute's principal membership periodical and the member concerned is notified of the member's right to reject such direction. In the case of such a rejection, the professional ethics executive committee shall determine whether to bring the matter to a hearing panel of the trial board for a hearing.

    Further Resolved:

        .06 That in cases where there is prima facie evidence of one or more actions by or with respect to a member as described in subparagraphs 7.4.1 through and including 7.4.6 of bylaw section 7.4, the professional ethics executive committee may decide to offer the member or members concerned the opportunity to avoid further investigation and a possible hearing before the trial board by entering into a settlement agreement under such terms and conditions as the committee deems appropriate including but not limited to agreement by the member or members (a) to resign from membership or (b) to complete specified continuing professional education courses and/or to submit to independent preissuance review of some or all financial statements and accountant's reports and/or submit to an accelerated practice-monitoring review, and/or to perform other remedial or corrective action as the committee may determine and/or (c) to submit to disciplinary action with publication by the Institute as provided in Council resolutions under bylaw section 7.6. The committee shall monitor compliance with the settlement agreement and may initiate an investigation where it finds there has been noncompliance.

    [As revised by Council April 28, 2003; revised November 6, 2007.]

        .07 A member's rejection of the terms and conditions of a proposed settlement agreement will not in any way affect the rights of a member under the bylaws and implementing resolutions in any subsequent investigation by the professional ethics executive committee in a hearing before the trial board.

    [As adopted by Council May 26, 1993.]

    Under Section 3.6.2.3 Joint Trial Board

    Resolved:

        .08 That the joint trial board shall consist of at least thirty-six members elected for a three-year term by Council on a staggered basis on nomination of the nominations committee. No member shall serve more than two full successive terms. The size of the trial board shall be determined by the Board of Directors. No member of the Institute's professional ethics division, of a state society ethics committee, or of a state board of accountancy shall be a member of the trial board.

    [As revised by Council June 17, 1996.]

        .09 The trial board shall elect from its membership a chairman and a vice chairman, the vice chairman to serve as chairman during any period of unavailability of the chairman. It shall also elect a secretary who need not be a member.

        .10 The chairman or vice chairman, when acting as chairman, pursuant to the trial board rules of practice and procedure, may appoint from the members of the trial board a panel consisting of not less than three members, which may, but need not, include the chairman to sit as a hearing panel and hear and adjudicate charges against members, or an ad hoc committee consisting of not less than three members of the trial board to consider requests for nonapplication of sections 7.2 and 7.3. Decisions of hearing panels shall be reviewable by the trial board under the conditions and procedures as provided for in Council resolution under section 7.4 of the bylaws.

    [As revised by Council May 15, 2000.]

    Resolved:

        .11 That the trial board is authorized to receive and act on petitions requesting review of a decision of the peer review board terminating a firm's or an individual's enrollment in the practice-monitoring program or of an AICPA peer review committee’s decision terminating a firm’s or an individual's enrollment in another Institute-approved practice-monitoring program. Following such review, the trial board may affirm, modify, or reverse all or any part of the peer review board's or an AICPA peer review committee’s decision, but it may not increase the severity of the peer review board's or an AICPA peer review committee’s sanction.

    [As revised by Council June 17, 1996; revised October 24, 2005; revised November 6, 2007.]

    Resolved:

        .12 That the trial board is authorized to receive and act on petitions requesting review of a decision by the Center for Audit Quality Governing Board which imposed a sanction upon, or denied a reinstatement request by, a member or associate member of the Center for Audit Quality. Following such review, the trial board may affirm or reverse the Board’s decision.

    [As adopted by Council October 24, 2005.]

    Resolved:

        .13 That the trial board may hear and adjudicate charges involving alleged violations of a state CPA society's bylaws or code of professional conduct when there is in force a written agreement for such procedure between the Institute and the state CPA society concerned.

     

    Copyright © 2006-2014 American Institute of CPAs.