MINUTES. Texas State Board of Public Accountancy November 14, 2002

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1 MINUTES Texas State Board of Public Accountancy November 14, 2002 The Texas State Board of Public Accountancy met from 10:00 a.m. until 12:32 p.m. on November 14, 2002, at 333 Guadalupe, Tower III, Suite 900, Austin, TX A notice of this meeting containing all items on the agenda was filed with the office of the Secretary of State at 2:42 p.m. on November 1, (TDR # ) (ATTACHMENT 1) Board Billy M. Atkinson, CPA K. Michael Conaway, CPA, Presiding Officer Marcela E. Donadio, CPA Kimberly M. Dryden, Assistant Presiding Officer Gwen B. Gilbert, CPA, Secretary Carlos Madrid Jr. Robert C. Mann, CPA, Treasurer Reagan S. McCoy, Esq. Catherine J. Rodewald Edward L. Summers, Ph.D., CPA Board Edwardo B. Franco, Melanie Thompson, CPA, Others Present Richard M. Forrest, CPA, Esq. Gary McIntosh, CPA Robert R. Owen, CPA Ismael Castillo Karen Davis Erin Ediger Paul Gavia, Esq. Rande Herrell, Esq. Alan Hermanson, CPA Donna Hiller Jean Keith Eric Marin, Esq. Patrick Myers, Esq. William Treacy I. Mr. Conaway, presiding officer, called the meeting to order at 10:00 a.m. Ms. Eyeington moved to excuse the absences of Mr. Franco and Ms. Thompson. Mr. Atkinson seconded the motion, and it passed unanimously. II. III. Ms. Gilbert moved to approve the minutes of the September 26, 2002 Board meeting as presented and amended. Ms. Eyeington seconded the motion, and it passed unanimously. Mr. Conaway, presiding officer, reported that the Executive Committee did not meet, but presented the following information on the committee s behalf: A. No executive session was held. B. Mr. Conaway reported on the following NASBA/AICPA matters: 1. Mr. Treacy reported on the September 27, 2002 signing of the Professional Mutual Recognition Agreement between Canada, Mexico and the U.S. in Washington D.C. 2. Mr. Conaway reported on NASBA s annual meeting on October 6-9, 2002 in New Orleans, LA. Mr. Conaway reported that he has assumed the office of NASBA s chair for Mr. Conaway reported on correspondence from NASBA regarding the Uniform Accountancy Act. D. Mr. Conaway reviewed correspondence coming to the committee s attention. 1

2 IV. Mr. Mann, Regulatory Compliance Committee chair, reported on the November 13, 2002 committee meeting. Billy M. Atkinson, CPA K. Michael Conaway, CPA Robert C. Mann, CPA Edward L. Summers, Ph.D., CPA Alan Hermanson, CPA William Treacy A. Mr. Mann moved to approve the Board s financial statements. Ms. Rodewald seconded the motion, and it passed unanimously. B. Mr. Mann reported on the following topics regarding the self-directed, semi-independent pilot project: 1. Mr. Mann moved to authorize the staff to repay one-half of the Board s start-up money to the Comptroller s Office and the remaining one-half at the end of FY 03. Mr. Atkinson seconded the motion, and it passed unanimously. 2. Mr. Atkinson moved to authorize the staff to process repayment to the Comptroller s Office concerning an enforcement retainer. Dr. Summers seconded the motion, and it passed unanimously. 3. Mr. Mann reported that for the past five years the Board, when adjusting for the CPA exam grading expenditures, has exceeded the statewide average of Historically Underutilized Business expenditure percentages. C. Mr. Treacy reported on the following matters regarding the sunset process: 1. October 4, 2002 Exit interview held at the Sunset Advisory office. 2. November 12, 2002 Sunset Public hearing. 3. December 10/11, 2002 Sunset Decision hearing. D. Mr. Mann informed the Board that the following internal audit plan was approved: 1. FY02 Cash disbursements and payables. 2. FY03 Payroll and personnel. E. Mr. Mann discussed the possible effects implementation of the computerized exam will have on revenue. F. Mr. Mann moved to authorize the enforcement contracts listed below. Ms. Rodewald seconded the motion, and it passed unanimously. 1. William M. Foerster, CPA November 1, 2002 August 31, 2003 in the amount of $150, Ike Guest, CPA November 1, 2002 August 31, 2003 in the amount of $75, P. Vincent Milano, CPA - November 1, 2002 August 31, 2003 in the amount of $12,500. V. Ms. Eyeington, Rules Committee chair, reported on the November 13, 2002 committee meeting. Billy M. Atkinson, CPA K. Michael Conaway, CPA ex officio Jerry A. Davis, CPA Marcela E. Donadio, CPA Wanda R. Lorenz, CPA Robert C. Mann, CPA Reagan S. McCoy, Esq. Gary D. McIntosh, CPA Timothy L. La Frey, Esq., CPA Others Present Robert R. Owen, CPA A. Ms. Eyeington reported that the committee debated a FASB proposal for a principles-based approach to standard setting to improve the quality and transparency of financial accounting and reporting in the U.S. Ms. Eyeington moved that the staff prepare a comment letter to be reviewed and approved by the Rules Committee. Ms. Donadio seconded the motion, and it passed unanimously. 2

3 B. Ms. Eyeington moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 2) C. Ms. Eyeington reported that, as part of an analysis of what action is necessary regarding Texas rules, the committee considered various developments in the implementation of Sarbanes-Oxley Act. D. Ms. Eyeington reported the Board that the committee received a request for comment on a form of certification which is being used in industry in Texas. A company has asked that its regional CFOs and CPA managers provide certification of certain matters within their job responsibilities concerning the company s financial statements. After an extended discussion of this matter, the staff was directed to prepare a revised draft letter, subject to committee review, for distribution to the requestor and posting on the Board s website that addresses the request only as it affects employees of the issuer. E. The following actions were taken on Board Rules: 1. Ms. Eyeington moved to adopt new Section of the Board s Rules. Dr. Summers seconded the motion, and it passed unanimously. (ATTACHMENT 3) 2. Ms. Eyeington moved to repeal old Section of the Board s Rules. Dr. Summers seconded the motion, and it passed unanimously. (ATTACHMENT 4) VI. Dr. Summers, Qualifications Committee chair, reported on the November 13, 2002 committee meeting. Charles J. Gregg, CPA Carlos Madrid Jr. Edward L. Summers, Ph.D., CPA Larry D. Edgerton, CPA Catherine J. Rodewald Donna Hiller A. Dr. Summers discussed the November 2002 CPA exam and reported that there were no unusual incidents. B. Dr. Summers moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 5) C. Dr. Summers moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 6) D. Dr. Summers moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 7) E. Dr. Summers moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 8) F. Dr. Summers informed the Board that action on Section of the Board s Rules was tabled and will be presented at a future meeting. VII. Mr. McCoy, Continuing Professional Education chair, reported on the October 28, 2002 committee meeting. Kimberly Dryden Gwen B. Gilbert, CPA Reagan S. McCoy, Esq. Thomas Oliver, CPA Charles W. Shirley, CPA L. Eldon Miller, CPA Others Present Kay Woods Crider Karen Davis Elsie Hodges Jean Keith Vincent Pina A. Mr. McCoy moved to continue monitoring The Professional Publishing Group. Ms. Gilbert seconded the motion, and it passed unanimously. Also in attendance from The Professional Publishing Group were Mr. Finger, Mr. Guido and Mr. Deltorios. B. Refer to Agenda Item V-E for action taken on Section of the Board s Rules. 3

4 C. Mr. McCoy moved to approve additional CPE credit for the following individuals. Ms. Dryden seconded the motion, and it passed unanimously. Dr. Summers recused himself in the matter of William C. Bradley, CPA. 1. William G. Shenkir, CPA 30 hours 2. William C. Bradley, CPA 10 hours D. Mr. McCoy moved to take proposed action on Section of the Board s Rules. Ms. Dryden seconded the motion, and it passed unanimously. (ATTACHMENT 9) VIII. Mr. Mann, Peer Review Committee chair, reported on the November 13, 2002 committee meeting. Jerrel L. Cross, CPA Kimberly M. Dryden Dan H. Hanke, CPA Gwen B. Gilbert, CPA Robert C. Mann, CPA Jimmie L. Mason, CPA David C. Start Jr., CPA Edwardo B. Franco Others Present Gary S. Hoffman, CPA PROB member Karen Davis Micaela Hernandez Jean Keith Patrick Myers, Esq. Barbara Wright A. Mr. Mann discussed the amendment of the Peer Review Compliance Reporting form. B. Mr. Mann reported no action was taken on the consideration of statistical information for firms on the last completed review or current statistics. C. Mr. Mann moved to send certified correspondence to two firms who were directed by the committee to set up accelerated peer reviews. Ms. Gilbert seconded the motion, and it passed unanimously. D. Mr. Mann reported that the committee reviewed past peer reviews reports submitted by nine firms that had two or more consecutive modified and/or adverse reviews. Mr. Mann moved to inform the firms that their next reviews must be accelerated. Ms. Eyeington seconded the motion, and it passed unanimously. IX. Ms. Eyeington, of the Behavioral Enforcement Committee, reported on the following committee meetings: October 17, 2002 Gwen B. Gilbert, CPA Wanda Lorenz, CPA Carlos Madrid Jr. Jimmie L. Mason, CPA Anthony B. Ross, CPA Joyce J. Smith, CPA Melanie G. Thompson, CPA October 18, 2002 Gwen B. Gilbert, CPA Wanda Lorenz, CPA Carlos Madrid Jr. Jimmie L. Mason, CPA Anthony B. Ross, CPA Joyce J. Smith, CPA Melanie G. Thompson, CPA Catherine J. Rodewald Catherine J. Rodewald Rande Herrell, Esq. Eric Marin, Esq. Rande Herrell, Esq. Eric Marin, Esq. 4

5 A. Ms. Eyeington moved to dismiss the following Investigations based on voluntary compliance. Ms. Donadio seconded the motion, and it passed unanimously Investigation No L. 2. Investigation No L. B. Ms. Eyeington moved to dismiss the following Investigations based on insufficient evidence of a violation of the Rules or the Act. Mr. Madrid seconded the motion, and it passed unanimously Investigation No L. 2. Investigation No L. 3. Investigation No L. 4. Investigation Nos L, L and L. 5. Investigation No L. 6. Investigation No L. 7. Investigation Nos L and L. 8. Investigation No L. 9. Investigation No L. 10. Investigation No L. 11. Investigation No L. X. Mr. Atkinson, Technical Standards Review Committee chair, reported on the October 23, 2002 committee meeting. Larry D. Dodson, CPA Marcela E. Donadio, CPA Carlos Madrid, Jr. Stephen M. McEachern, CPA Melanie G. Thompson, CPA Billy M. Atkinson, CPA Wanda Lorenz, CPA Eric Marin, Esq. Patrick Myers, Esq. A. Investigation Nos L and L. Mr. Atkinson reported the committee considered these matters and referred them to a consultant. B. Investigation Nos L, L and L. These respondents allegedly violated standards by failing to issue a going concern qualification to an audit report. Mr. Atkinson moved to dismiss these matters due to insufficient evidence of a violation of the Rules or the Act. Dr. Summers seconded the motion, and it passed unanimously. C. Investigation No L. Mr. Atkinson reported the committee offered the respondent an agreed consent order. D. Investigation Nos L and L. Mr. Atkinson reported the committee offered these respondents an agreed consent order. E. Investigation No L. Mr. Atkinson reported the committee offered the respondent an agreed consent order. 5

6 F. Investigation Nos L, L, L, and L. Mr. Atkinson reported that these matters were referred to a consultant. G. Investigation No L. Mr. Atkinson reported the committee offered the respondent an agreed consent order. H. Investigation No L. Mr. Atkinson reported the committee invited the respondent to an informal conference. I. Investigation No L. The respondent allegedly associated herself with false financial statements. Ms. Eyeington moved to dismiss this investigation due to insufficient evidence of a violation of the Rules or the Act. Ms. Dryden seconded the motion, and it passed unanimously. Although Mr. Atkinson was not present at the committee meeting, he indicated in his written comments that he would recuse himself from participating in this matter. J. Investigation No L. Mr. Atkinson reported the committee offered the respondent an agreed consent order. K. Investigation Nos L and L. Mr. Atkinson reported the committee considered these matters and entered into an abatement agreement with the respondents. L. Investigation Nos L and L. The respondents allegedly failed to disclose the client s financial problems to the buyer of the client s business. Mr. Atkinson moved to dismiss these investigations due to insufficient evidence of a violation of the Rules or the Act. Mr. Madrid seconded the motion, and it passed unanimously. M. Investigation Nos L and L. These respondents allegedly violated standards in performing an audit. Mr. Atkinson moved to dismiss these investigations due to insufficient evidence of a violation of the Rules or the Act. Mr. Madrid seconded the motion, and it passed unanimously. N. Investigation No L. This respondent allegedly violated standards in performing an audit. Mr. Atkinson moved to dismiss this investigation due to insufficient evidence of a violation of the Rules or the Act. Mr. Madrid seconded the motion, and it passed unanimously. O. Investigation No L. The respondent allegedly filed a fraudulent tax return. Mr. Atkinson moved to dismiss this investigation due to insufficient evidence of a violation of the Rules or the Act. Mr. Madrid seconded the motion, and it passed unanimously. P. Investigation Nos L and L. Mr. Atkinson reported that the committee has granted the respondent s request to terminate his agreed consent orders. Q. Mr. Atkinson reported that the committee discussed the status of its pending cases. XI. XII. XIII. Mr. Myers, staff attorney, reported on the status of investigations of violations of Subchapter J of the Public Accountancy Act (unauthorized practice of public accountancy). Mr. Myers, staff attorney, reported on the status of the Enforcement Division s probation monitoring system. The Board took the following actions on agreed consent orders and proposals for decision: A. Agreed consent orders Investigation No L. This investigation was withdrawn by the staff for further investigation. Mr. Mann moved to approve the following agreed consent orders as presented. Mr. Atkinson seconded the motion, and it passed unanimously. 1. Investigation No L. (Terrill Walter Bell) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded and required to complete an additional 8 hours of live CPE in the area of corporate tax, 4 hours of live CPE in the area of ethics, 8 hours of live CPE in the area of compilations and reviews, and 8 hours of live CPE in the area of financial statement preparation to include GAAP. The respondent filed Extreme Air Conditioning Services Inc. s corporate tax return as a C corporation instead of an S corporation as directed and wrote off the accounts receivable without evidence of uncollectability. The respondent s conduct violated Board Rule and Sections (6) and (11) of the Act. 2 6

7 2. Investigation No L. (John William Brimer) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded and required to complete an additional 8 hours of live CPE in the area of franchise tax and 8 hours of live CPE in the area of S and C corporate tax. The respondent incorrectly prepared Richard Beck s 2000 franchise tax return. The respondent s conduct violated Board Rule and Sections (6) and (11) of the Act Investigation No L. (Barbara L. Daniels) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded. In addition, the respondent must complete and submit proof of completion of 8 hours of live CPE in the area of Form 1040 taxation and 4 hours of live CPE in the area of ethics within 90 days of this order. The respondent shall also not violate any Rules or Act provisions, including but not limited to, Rule The respondent incorrectly prepared Rene Ledger's 1999 personal income tax return and incorrectly prepared Silver Gilmer's unemployment tax returns. The respondent violated Board Rule as well as Sections (6) and (11) of the Act Investigation No L. (Felix Einshon) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded and his license suspended for a period of one year; however, the suspension was stayed and the respondent was placed on probation for one year, provided the respondent completes 4 hours of live CPE within the area of ethics in addition to the respondent s annual CPE, within 60 days, completes and submits proof of pre-issuance review compliance, and complies with all of the terms and conditions of his probation. The respondent used misleading facts in advertising by stating his firm was associated with Benny Vaughan, when in fact Mr. Vaughan had sold his practice to the respondent, and misrepresented facts by telling clients that Mr. Vaughan would prepare their tax returns, knowing this to be a false statement. The respondent s conduct violated Board Rules and (12) as well as Sections (6) and (11) of the Act Investigation No L. (Stanley Eisenberg) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded. In addition, the respondent was placed on probated suspension for two years from the date of the Board s order. The respondent was barred by the Securities and Exchange Commission (SEC) from associating with any transfer agent registered with the SEC and was ordered by the SEC to pay a $10,000 fine. The respondent violated Board Rule (7) as well as Sections (6), (9), and (11) of the Act Investigation No L. (Lloyd Harrison) The respondent entered into an agreed consent order with the Board whereby the respondent was revoked. On February 22, 2002, the respondent was barred by the New Mexico State Board of Public Accountancy from performing government audits of public housing authorities in New Mexico. The respondent violated Board Rule (7) as well as Sections (6) and (11) of the Act Investigation No L. (Cecillia Ruth Rivas) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded and her license suspended for a period of two years; however, the suspension was stayed and the respondent was placed on probation for two years, provided the respondent cures her licensing deficiency within 60 days and complies with all of the terms and conditions of her probation. The respondent knowingly prepared false payroll tax reports and practiced public accountancy with a delinquent and expired license. The respondent s conduct violated Board Rule and Sections (6) and (11) of the Act. 2 Ms. Gilbert moved to approve the following proposals for decision as presented. Ms. Rodewald seconded the motion, and it passed unanimously. 1. Investigation No L. (KPMG LLP) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded and assessed $1,000 in fines and $5,000 in administrative costs. The respondent was censured by the Securities and Exchange Commission for engaging in improper professional conduct because it purported to serve as an independent accounting firm for an audit client at the same time that it had made substantial financial investments in the client. The respondent s conduct violated Board Rule (7) and Section (6) of the Act. 4 7

8 B. Proposals for decision Ms. Rodewald moved to approve the following proposals for decision as presented. Ms. Donadio seconded the motion, and it passed unanimously. 1. Investigation Nos through (Docket No ) The certificate of each respondent still not in compliance was revoked without prejudice. Each respondent may regain his or her certificate by paying all the required license fees and penalties and by otherwise coming into compliance with the Act. The respondents failed to pay the licensing fees and penalties required under Section of the Act for three consecutive license periods. The respondents are in violation of Section of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 10) 2. Investigation Nos through (Docket No ) The certificate of each respondent still not in compliance was suspended for three years, or until the respondent complies with the licensing requirements of the Act, whichever is sooner. The respondents failed to report sufficient continuing professional education credits under Section of the Act. Additionally, a $100 penalty was imposed for each year a respondent has been in non-compliance with the Board s CPE requirements. The respondents are in violation of Board Rules and as well as Section of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 11) 3. Investigation Nos through (Docket No ) The certificate of each respondent not in compliance was revoked without prejudice until such time as the respondent complies with the licensing requirements of the Act. The respondents failed to complete the renewal of their licenses as required by Section (b) of the Act. The respondents are in violation of Board Rule as well as Sections (6) and (11) of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 12) 4. Investigation Nos through (Docket No ) The certificate of each respondent still not in compliance was revoked without prejudice. Each respondent may regain his or her certificate by paying all the required license fees and penalties and by otherwise coming into compliance with the Act. The respondents failed to pay the licensing fees and penalties required under Section of the Act for three consecutive license periods. The respondents are in violation of Section of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 13) 5. Investigation Nos through (Docket No ) The certificate of each respondent still not in compliance was suspended for three years, or until the respondent complies with the licensing requirements of the Act, whichever is sooner. The respondents failed to report sufficient continuing professional education credits under Section of the Act. Additionally, a $100 penalty was imposed for each year a respondent has been in non-compliance with the Board s CPE requirements. The respondents are in violation of Board Rules and as well as Section of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 14) Ms. Dryden moved to approve the following proposals for decision as presented. Ms. Rodewald seconded the motion, and it passed unanimously. 1. Investigation Nos through (Docket No ) The Board dismissed without prejudice the complaints against the respondents in order for the staff to revise the procedures for this particular mass hearing docket. If any respondents are found to be out of compliance, the staff will reopen the complaints. 8

9 XIV. The Board took the following actions on Board Rules: A. Ms. Eyeington moved to adopt Section (Firm Names) on second reading. Dr. Summers seconded the motion, and it passed unanimously. (ATTACHMENT 15) XV. XVI. Mr. Conaway reviewed the schedule of future Board meetings. Mr. Conaway adjourned the meeting at 12:32 p.m. ATTEST: Assistant Presiding Officer Gwen B. Gilbert, CPA, Secretary 1 Ms. Eyeington, Ms. Gilbert, Ms. Junker, Mr. Madrid, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 2 Ms. Eyeington, Ms. Gilbert, Mr. Madrid, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 3 Ms. Eyeington, Mr. Madrid, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 4 Mr. Atkinson, Mr. Conaway, Ms. Donadio, Ms. Eyeington, Mr. Franco, Dr. Summers and Ms. Thompson recused themselves from participating in this matter. 9