MINUTES. Texas State Board of Public Accountancy July 25, 2002

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1 MINUTES Texas State Board of Public Accountancy July 25, 2002 The Texas State Board of Public Accountancy met from 10:00 a.m. until 1:12 p.m. on July 25, 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 9:49 a.m. on July 12, (TDR # ) (ATTACHMENT 1) Board K. Michael Conaway,, Presiding Officer Marcela E. Donadio, Kimberly M. Dryden April L. Eyeington,, Assistant Presiding Officer Edwardo B. Franco Gwen B. Gilbert,, Secretary Rebecca B. Junker, Robert C. Mann, Reagan S. McCoy, Esq. Catherine J. Rodewald Edward L. Summers, Ph.D., Melanie G. Thompson, Board Member Absent Carlos Madrid Jr. Robert Clyde, Alan Dennis Fernelius, Richard M. Forrest,, Esq. Eric Gorman Lori Hartman Gary D. McIntosh, Robert R. Owen, Rob Schneider Andrea Carter, Esq. Ismael Castillo Karen Davis Erin Ediger Paul Gavia, Esq. Alan Hermanson, Donna Hiller Jean Keith Eric Marin, Esq. Patrick Myers, Esq. I. Mr. Conaway, presiding officer, called the meeting to order at 10:00 a.m. II. The following actions were taken on the approval of the Board s minutes: A. Ms. Gilbert moved to approve the minutes of the May 16, 2002 Board meeting minutes as presented/amended. Mr. Mann seconded the motion, and it passed unanimously. B. Ms. Rodewald moved to re-approve Rules Committee agenda items V-B and V-C of the March 14, 2002 Board meeting minutes as amended. Ms. Gilbert seconded the motion, and it passed unanimously. III. Mr. Conaway, presiding officer, reported that the Executive Committee did not meet, but presented the following information on the committee s behalf: A. Mr. Conaway reported on the following NASBA/AI matters: 1. Mr. Conaway briefed the Board on the signing of the computer-based examination agreement. The first computer-based test is scheduled for implementation in early A final pencil and paper version of the examination will be delivered in November Mr. Conaway reported that a Professional Mutual Recognition Agreement with Canada, Mexico and the United States was approved, and signing will take place in Washington D.C. on September 20, Ms. Junker moved to nominate Michael Weatherwax,, of Colorado, as one of NASBA s directors-at-large. Mr. Atkinson seconded the motion, and it passed unanimously. 3. Mr. Conaway informed the Board that Mr. Atkinson was elected to NASBA s Nominating Committee for B. Mr. Conaway reviewed other correspondence coming to the committee s attention. 1

2 IV. Mr. Mann, Regulatory Compliance Committee chair, reported on the July 24, 2002 committee meeting. K. Michael Conaway, April L. Eyeington, Robert C. Mann, Edward L. Summers, Ph.D., Members Absent Lori Hartman Alan Hermanson, A. Mr. Mann moved to approve the Board s financial statements. Dr. Summers seconded the motion, and it passed unanimously. B. Mr. Treacy, the Board s executive director, briefed the Board on the following topics: status of the Board s self-directed, semi-independent project implementation (SDSI), an update on Texas Online in relation to on-line license renewals, and the submission of the Board s Legislative Appropriations Request which is due August 2, C. Mr. Treacy briefed the Board on a semi-final interview held with the Sunset Advisory Commission staff on July 18, He also informed the Board of the following meeting dates: 1. October 4, 2002 Exit conference at Sunset Advisory Commission s offices 2. November 12, 2002 Public hearing before Sunset Advisory Commission 3. December 11-12, 2002 Sunset Advisory Commission decision meeting D. Mr. Mann informed the Board that the executive director s overall evaluation was exceptional. Mr. Mann moved to approve a four percent increase in salary for the executive director. Mr. Atkinson seconded the motion, and it passed unanimously. E. Mr. Mann reported that since the penalty for late license renewal is based on the examination fee, the committee authorized the executive director to consider assigning the responsibility of collecting all CBT related fees to NASBA, not including the Board s application for eligibility fee. V. Ms. Eyeington, Rules Committee chair, reported on the July 24, 2002 committee meeting. K. Michael Conaway, ex officio Jerry A. Davis, Marcela E. Donadio, April L. Eyeington, Timothy L. La Frey, Esq., Wanda R. Lorenz, Robert C. Mann, Reagan S. McCoy, Esq. Gary D. McIntosh, Nita J. Clyde, Ph.D., Robert R. Owen, A. Ms. Eyeington reported that the committee considered U.S. SB The U.S. Senate bill would create a new private entity that would register and regulate s auditing public issuers. The SEC would have the right to review rules and action of the new board. The committee also considered a significant proposed SEC rulemaking which, if adopted, would also establish a new body, the Public Accountability Board, which would perform annual peer reviews of firms auditing publicly traded companies. The staff was directed to work with Ms. Eyeington, Mr. Davis, and Ms. Lorenz to develop a draft response on those issues identified by the SEC. The letter will state that the SEC proposal should be withdrawn if SB 2673 is passed. B. Ms. Eyeington moved to take proposed action on Section of the Board s Rules. Ms. Thompson seconded the motion, and it passed unanimously. (ATTACHMENT 2) 2

3 C. Ms. Eyeington moved to take proposed action on Section of the Board s Rules. Ms. Donadio seconded the motion, and it passed unanimously. (ATTACHMENT 3) D. Ms. Eyeington reported that the committee considered several exposure drafts from the AI concerning independence. VI. Dr. Summers, Qualifications Committee chair, reported on the July 24, 2002 committee meeting. Catherine J. Rodewald Edward L. Summers, Ph.D., Members Absent Larry D. Edgerton, Charles J. Gregg, Rebecca B. Junker, excused Carlos Madrid Jr. Eric Gorman Karen Davis Donna Hiller Eric Marin, Esq. A. Dr. Summers reviewed problems in Houston due to the facility s air conditioning malfunction during the FARE portion of the exam. To recompense candidates for this inconvenience, Dr. Summers moved to take the following actions. Ms. Rodewald seconded the motion, and the first two items passed unanimously; item three passed with Ms. Junker dissenting. 1. Candidates , , , and were awarded credit for parts passed. These candidates passed one or more other parts of the May 2002 examination but earned a score of less than 50 on FARE. 2. Candidates with conditional credits who passed parts of the May 2002 or previous exams were awarded a one-exam extension in which to complete the remaining parts beyond their established examination deadlines. 3. Candidates who took the FARE examination in Houston were offered either: (1) a $12 pro rata refund or (2) waiver of the grading fee of up to $45. Candidates must request either the refund or waiver by November 15, 2002 or both options will be waived. B. Dr. Summers moved to ratify the May 2002 Uniform Examination grades and that they be released in accordance with established procedures on August 5, Ms. Rodewald seconded the motion, and it passed unanimously. C. Dr. Summers reviewed examination sites for November D. Dr. Summers requested assistance from Board members to conduct the November 2002 exam. E. Dr. Summers moved to take proposed action on Section of the Board s Rules. Mr. Franco seconded the motion, and it passed unanimously. (ATTACHMENT 4) F. Dr. Summers moved to take proposed action on Section of the Board s Rules. Mr. Franco seconded the motion, and it passed unanimously. (ATTACHMENT 5) G. Dr. Summers reported that the committee withdrew proposed action to Section of the Board s Rules for further research. H. Dr. Summers reported that the committee withdrew proposed action to Section of the Board s Rules for further research. I. Dr. Summers reported the on committee s discussion of the AI/NASBA/Prometric contract. The committee instructed the staff to draft a contract for the computer-based Uniform Examination between the Board and NASBA. The contract should address concerns about site security, adequate test centers, and access to test centers for all Texas candidates. 3

4 J. Dr. Summers reported that the committee discussed an AI document containing policy decisions relating to the computer-based Uniform Examination. The committee requested staff to review Sections and of the Board s Rules concerning the definitions of accounting courses and related business courses in view of the content specifications for the computer exam, in addition, the committee asked the staff to review the internship program addressed in Section of the Board s Rules. K. Dr. Summers reviewed the number and placements of Prometric test sites in Texas. VII. Mr. McCoy, Continuing Professional Education chair, reported on the June 26, 2002 committee meeting. Kimberly Dryden L. Eldon Miller, Reagan S. McCoy, Esq. Thomas Oliver, Charles W. Shirley, Members Absent Gwen B. Gilbert, Rebecca B. Junker, Gary D. McIntosh, Kay Woods Crider Karen Davis Jean Keith Vincent Pina A. Mr. McCoy moved to adopt the Statement on Standards for Continuing Professional Education Programs of the National Association of State Boards of Accountancy with exceptions for Sections (a), , , , and of the Board s Rules. Ms. Gilbert seconded the motion, and it passed unanimously. B. Mr. McCoy moved to approve proposed action on Sections , , , , and of the Board s Rules. Ms. Eyeington seconded the motion, and it passed unanimously. (ATTACHMENT 6-10) C. Mr. McCoy informed the Board that a training course for ethics course authors and instructors was held on July 8, D. Mr. McCoy moved to take proposed action on Section of the Board s Rules to be effective September 1, 2003; until then the Board will keep Section of the Board s Rules intact. Ms. Rodewald seconded the motion, and it passed unanimously. (ATTACHMENT 11-12) E. Mr. McCoy reported that all approved ethics course authors have updated their ethics courses. F. Mr. McCoy moved to take proposed action on Section of the Board s Rules. Dr. Summers seconded the motion, and it passed unanimously. (ATTACHMENT 13) VIII. Mr. Mann, Peer Review Committee chair, reported on the July 24, 2002 committee meeting. Jerrel L. Cross, Edwardo B. Franco Gwen B. Gilbert, Robert C. Mann, Jimmie L. Mason, David C. Start Jr., Members Absent Kimberly M. Dryden Dan H. Hanke, John Mason Andres, PROB member Gary S. Hoffman, PROB member Karen Davis Micaela Hernandez Jean Keith Barbara Wright A. Mr. Mann moved to take proposed action Chapter 527 of the Board s Rules. Ms. Thompson seconded the motion, and it passed unanimously. (ATTACHMENT 14) B. Mr. Mann reported that the committee reviewed past peer review reports submitted by firms that had three 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. 4

5 C. Mr. Mann reported on statistical information on firms based on the last complete review and current review statistics. D. Mr. Mann reported on correspondence regarding a firm s peer review. E. Mr. Mann updated the Board on two firms that were scheduled for accelerated peer reviews. F. Mr. Mann reported on correspondence from the AI regarding the AI Peer Review Board s efforts to continuously modernize their Peer Review Program. IX. Ms. Thompson, Behavioral Enforcement Committee chair, reported on the following committee meetings: June 20, 2002 April L. Eyeington, Gwen B. Gilbert, Wanda Lorenz, Carlos Madrid Jr. Jimmie L. Mason, June 21, 2002 April L. Eyeington, Wanda R. Lorenz, Carlos Madrid Jr. Jimmie L. Mason, Catherine J. Rodewald Anthony B. Ross, Joyce J. Smith, Melanie G. Thompson, Catherine J. Rodewald Anthony B. Ross, Joyce J. Smith, Melanie G. Thompson, Members Absent Gwen B. Gilbert, Andrea Carter, Esq. Eric Marin, Esq. Andrea Carter, Esq. Eric Marin, Esq. A. Ms. Thompson moved to dismiss the following Investigations based on voluntary compliance. Mr. Atkinson seconded the motion, and it passed unanimously Investigation No L 2. Investigation No L 3. Investigation No L 4. Investigation No L B. Ms. Thompson moved to dismiss the following Investigations based on insufficient evidence. Ms. Donadio seconded the motion, and it passed unanimously Investigation No L 2. Investigation No L 3. Investigation No L 4. Investigation No L 5. Investigation No L 6. Investigation No L 7. Investigation No L 5

6 8. Investigation No L 9. Investigation No L 10. Investigation No L 11. Investigation Nos L and L 12. Investigation No L 13. Investigation No L 14. Investigation No L 15. Investigation No L 16. Investigation No L X. Mr. Atkinson, Major Case Enforcement Committee chair, reported on the following committee meetings: May 16, 2002 K. Michael Conaway, ex officio Jerry A. Davis, Marcela Donadio, Edwardo B. Franco Robert M. McAdams, Joseph W. Richardson, Ronnie Rudd, Edward L. Summers, Ph.D., Melanie G. Thompson, David Mattax, Esq. Paul Gavia, Esq. A. Investigation Nos L and L. The firm was sued based on failure to provide appropriate tax advice and tax preparation regarding generation skipping transfer tax. The trial court granted plaintiffs an indefinite abatement pending possible congressional action that would alleviate the plaintiff s situation. The committee abated its investigation pending resolution at the trial level or by congressional action. B. Investigation Nos L and L. The committee considered this matter and gave instructions to its attorney. C. Investigation Nos L and L through L. This firm violated the Securities and Exchange Commission s rules on auditor independence. Of the 105 Texas licensees involved, the committee determined that 17 merited opening investigative files. After obtaining a considerable amount of documentation and evidence from several sources, the committee decided to conduct informal conferences and entertain a presentation from the firm and eleven selected individual s. Dr. Summers moved to dismiss Investigation Nos L, L, L, L, L and L. Ms. Thompson seconded the motion, and it passed unanimously. Mr. Atkinson recused himself, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. D. Investigation Nos L through L. These investigations were opened based on the previous Public Accountancy Act s prohibition against non- ownership of firms. Amendments to the current Public Accountancy Act permit non- ownership to a degree. These firms are all in compliance with the amended Public Accountancy Act and the Board s Rules. Dr. Summers moved to dismiss these investigations due to Legislative amendments to the Public Accountancy Act. Ms. Junker seconded the motion and it passed unanimously. Mr. Atkinson, Mr. Davis, Ms. Donadio, Mr. Rudd and Ms. Thompson recused themselves, left the room and did not participate in the discussion and consideration of these matters at the committee meeting. E. Mr. Atkinson moved for the Board to approve a new $25,000 consulting contract with Mr. Pietro Vincent Milano,. Ms. Rodewald seconded the motion, and it passed unanimously. 6

7 F. Mr. Atkinson reviewed cases pending July 23, 2002 K. Michael Conaway, ex officio Jerry A. Davis, Marcela Donadio, Edwardo B. Franco Robert M. McAdams, Joseph W. Richardson, Ronnie Rudd, Edward L. Summers, Ph.D., Melanie G. Thompson, Member Absent excused Eric Gorman Lori Hartman Paul Gavia, Esq. A. Dr. Summers moved to excuse the absence of Billy M. Atkinson. Ms. Dryden seconded the motion, and it passed unanimously. B. Dr. Summers reported that the committee conducted informal conferences with one firm and eleven s. All the respondents were represented by the same attorneys and firm representatives. The issues were a s individual responsibility for independence and adequate firm supervision and control of the independence of the firm and its s. All of the s invested funds in entities that were restricted investments due to their firm s association with the entities, the entities parent company or closely related entities. The committee offered agreed consent orders to the firm and three of the s. Dr. Summers moved to dismiss Investigation Nos L, L, and L because the errors were minor or technical. Ms. Junker seconded the motion, and it passed unanimously. Also, Dr. Summers moved to dismiss Investigation Nos L, L and L with letters of admonishment for their actions and also stating that the dismissal should not be construed as an exoneration of their actions. Ms. Eyeington seconded the motion, and it passed unanimously. July 24, 2002 K. Michael Conaway, ex officio Jerry A. Davis, Marcela Donadio, Edwardo B. Franco Robert M. McAdams, Joseph W. Richardson, Ronnie Rudd, Edward L. Summers, Ph.D., Melanie G. Thompson, Mark Holland, Esq. David Mattox, Esq. Paul Gavia, Esq. A. Mr. Atkinson moved for the Board to enter into a new consulting contract with Ike Guest, for $25,000. Ms. Dryden seconded the motion, and it passed unanimously. B. Mr. Atkinson moved for the Board to enter into a standard consulting contract with Lester Sprouse,, for $25,000 to assist the committee in the income tax area. Dr. Summers seconded the motion, and it passed unanimously. C. Investigation Nos L, L, L and L through L. The committee received status reports on these investigations. In connection with Investigation No L, Mr. Atkinson reported David Duncan is scheduled for hearing on Monday July 29, 2002 before an administrative law judge of the State Office of Administrative Hearings. Dr. Summers moved for the Board not to accept the surrender of certificate from David Duncan without his executing an agreed 7

8 consent order. Ms. Gilbert seconded the motion, and it passed unanimously. Mr. Atkinson, Mr. Davis, Ms. Donadio, Mr. Rudd and Ms. Thompson recused themselves, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. D. Investigation Nos L and L. A firm provided some income tax advice in connection with the spin-off of a subsidiary. The spin-off failed and triggered adverse income tax consequences. The individual Texas had no involvement in the spin-off tax advice which was provided by two of the firm s non-texas offices. The committee offered the firm an agreed consent order. Mr. Atkinson moved to dismiss Investigation No due to lack of evidence of a violation of the Rules or the Act. Dr. Summers seconded the motion, and it passed unanimously. Mr. Rudd and Ms. Thompson recused themselves, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. E. Investigation Nos L, L and L. The committee considered these matters and instructed the staff to open one additional investigative file and schedule an informal conference on the firm, two of the firm s s and the complainant. Mr. Rudd and Ms. Thompson recused themselves, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. F. Investigation No L. The committee considered this matter and referred it to a consultant to review and prepare a report. G. Investigation No L. The committee considered this matter and offered an agreed consent order. Mr. Davis and Ms. Donadio recused themselves, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. H. Investigation No L. The committee considered this matter and referred it to a consultant to review and prepare a report. I. Investigation No L. This firm settled a lawsuit filed by a former client s bankruptcy representative. The former client s demise was caused by several business and economic factors, bad weather, business failures and falling prices in its industry. Mr. Atkinson moved to dismiss due to lack of evidence of a violation of the Rules or the Act. Dr. Summers seconded the motion, and it passed unanimously. J. Investigation No L. This firm settled a lawsuit. The firm was sued because a former client filed for bankruptcy. The client rapidly changed its business from small and rural with minimal competition to large and urban with aggressive competition through six acquisitions and was unable to manage the change. Mr. Atkinson moved to dismiss due to lack of evidence of a violation of the Rules or Act. Dr. Summers seconded the motion, and it passed unanimously. K. Investigation No L. This firm entered into an agreed consent order with another state board of accountancy. Some of its s were assisting one client to have some of its expenses, including the firm s professional fees, paid by another client without the knowledge or consent of the paying client. After further investigation there were no Texas s or clients involved. Dr. Summers moved to dismiss due to lack of jurisdiction. Ms. Eyeington seconded the motion, and it passed unanimously. Mr. Atkinson recused himself, left the room and did not participate in the discussion and consideration of this matter at the committee meeting. L. Mr. Atkinson reported that the committee reviewed pending cases. XI. Mr. Atkinson, Technical Standards Review Committee chair, reported on the June 25, 2002 committee meeting. Members present Larry D. Dodson, Marcela E. Donadio, April L. Eyeington, Wanda R. Lorenz, Carlos Madrid Jr. Stephen M. McEachern, Melanie G. Thompson, Staff present Eric Marin, Esq. Patrick Myers, Esq. 8

9 A. Investigation Nos L and L. The committee held informal conferences and decided to offer agreed consent orders in these matters. B. Investigation No L. The committee held an informal conference and offered an agreed consent order in this matter. C. Investigation Nos L and L. The committee held an informal conference and offered agreed consent orders in these matters. D. Investigation Nos L, L and L. The respondents allegedly colluded with the complainant s employers to withhold the employer s share of FICA and Medicare taxes from the complainant s salary, as well as the employer s contribution to the complainant s SEP-IRA. Mr. Atkinson moved to dismiss these investigations due to insufficient evidence of a violation of the Rules or the Act. Dr. Summers seconded the motion, and it passed unanimously. E. Investigation Nos L, L and L. The respondents were allegedly negligent in preparing tax returns and allegedly negligent in providing advice in subsequent tax audits. Mr. Atkinson moved to dismiss these investigations due to insufficient evidence of a violation of the Rules or the Act. Ms. Rodewald seconded the motion, and it passed unanimously. F. Investigation No L. The committee referred this matter to one of its consultants for review. G. Investigation Nos L and L. The committee considered these matters and offered an agreed consent order in Investigation No L. Mr. Atkinson moved to dismiss Investigation No L due to insufficient evidence of a violation of the Rules or the Act. Ms. Rodewald seconded the motion, and it passed unanimously. H. Investigation Nos L, L and L. The committee considered these matters and offered Investigation Nos L and L an agreed consent order. Mr. Atkinson moved to dismiss Investigation No L due to insufficient evidence of a violation of the Rules or the Act. Ms. Rodewald seconded the motion, and it passed unanimously. I. Investigation No L. Ms. Eyeington chaired this topic. The respondent allegedly associated himself with false financial statements. Mr. Atkinson moved to dismiss this matter due to insufficient evidence of a violation of the Rules or the Act. Ms. Rodewald seconded the motion, and it passed unanimously. Billy M. Atkinson and Ms. Thompson recused themselves from participating in this matter at the committee meeting. J. Investigation No L. The respondent allegedly lacked independence and lacked competence in conducting an audit for a company in bankruptcy. Mr. Atkinson moved to dismiss this matter due to insufficient evidence of a violation of the Rules or the Act. Ms. Rodewald seconded the motion, and it passed unanimously. K. Mr. Atkinson moved for the Board to enter into a standard consulting contract with Pietro Vincent Milano,, in the amount of $25,000. Ms. Junker seconded the motion, and it passed unanimously. L. Mr. Atkinson reported that the committee reviewed cases pending. XII. XIII. XIV. Mr. Myers, staff attorney, reported on the status of investigation of violation 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 Ms. Junker moved to approve the following agreed consent orders as presented. Dr. Summers seconded the motion, and it passed unanimously. 1. Investigation No L. (Cecil Eugene Berry) The respondent entered into an agreed consent order with the Board whereby the respondent s certificate was revoked in lieu of further disciplinary proceedings. The respondent failed to repay personal loans made to the respondent 9

10 and his relatives by his client. In addition, he practiced public accountancy with a delinquent, expired personal license and in an unregistered entity. The respondent s conduct violated Board Rules , , (2), (9), (12) and as well as Sections (6) and (11) of the Act Investigation No L. (Brian Keith Boggs) The respondent entered into an agreed consent order with the Board whereby he was reprimanded for practicing public accountancy in an unregistered entity and failing to respond to Board communications in a timely manner. The respondent s conduct violated Board Rule , and as well as Sections (6) and (11) of the Act Investigation No L. (Donald Arthur Galvin) The respondent entered into an agreed consent order with the Board whereby the respondent s certificate was revoked in lieu of further disciplinary proceedings. The respondent took unauthorized advances totaling approximately $50,000 from his former employer, USDYNATX. The respondent s conduct violated Board Rules and (9) as well as Sections (6) and (11) of the Act Investigation No L. (Edward M. Gardner) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded for violating a Board order and falsely claiming a peer review exemption, placed on probated suspension for two years, and restricted from performing compilations, reviews, or audits during his probation. In addition, the respondent must, within ninety days of the Board entering its order, pay a $2, administrative penalty, pay all delinquent licensing fees and related penalties, and complete all delinquent CPE hours. The respondent must also complete eight additional live CPE hours in compilations within ninety days of the Board s order. The respondent violated a prior Board order by failing to complete an accelerated quality review. Respondent also prepared compilations while claiming an exemption from peer review. The respondent violated Board Rules (13) and (18) as well as Sections (6) and (11) of the Act Investigation No L. (Andrew F. Huffmeyer) The respondent entered into an agreed consent order with the Board whereby he was reprimanded for records and objectivity violations. The respondent failed to produce or turn over accounting records pertaining to Apache Ag Service, Inc. ( Apache ) and Stanley Flying Service, Inc. ( Stanley ) in connection with IRS audits, state court lawsuits and bankruptcy proceedings, and acted in a manner lacking in objectivity in his dealings with Apache and Stanley. The respondent violated Board Rules and as well as Sections (6) and (11) Investigation No L. (Alan Wayne Todd) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded. The respondent made threats of bodily harm and retribution to his client, Dr. Mantzoros, in a letter dated November 19, The respondent s conduct violated Board Rule (14) as well as Sections (6) and (11) of the Act. 4 Dr. Summers moved to approve the following agreed consent orders as presented. Ms. Gilbert seconded the motion, and it passed unanimously. 1. Investigation No L. (John Diehm) The respondent entered into an agreed consent order with the Board whereby the respondent agreed to retire by May 31, 2002 and to never reactivate his certificate. The respondent s working papers generated in connection with the audit of NYOS Charter School for the fiscal year ending August 31, 2000 did not adequately support representations that were made in the audit report. The respondent s conduct violated Board Rules , , and (2) as well as Sections (2), (6), and (11) of the Act Investigation No L. (Richard D. Johnston) The respondent entered into an agreed consent order with the Board whereby the respondent was reprimanded for failing to timely renew his license and failing to register his corporation with the Board. The respondent was delinquent in paying his license fees for the year ending December 31, 2001 and delinquent in reporting 66 hours in Continuing Professional Education. In addition, he failed to register his corporation with the Board in 1998, although the Rules in effect at that time required him to do so. The respondent s conduct violated Board Rules and as well as Sections 21(c)(4), 10(a)(3) and 20 of the old Act Investigation No L. (L. W. Lynch & Co.) The respondent entered into an agreed consent order with the Board whereby Lynden W. Lynch, Jr. and Patricia Cheng Lynch, partners of the respondent, must each complete eight live hours of CPE in the areas of auditing and attest 10

11 standards with an emphasis on financial statements in addition to their required CPE hours. The CPE hours shall be completed within thirty days of the Board entering its order. The respondent undertook to perform a post-closing audited balance sheet in connection with the sale of a business, a service in which the firm s partner in charge of the engagement had no previous experience; the respondent collected inadequate documentation about the purchase transaction; the respondent failed to follow standard audit procedures, and this led to missing two material accounts payable; and the respondent issued a recast earnings statement that should have had a report attached to it. The respondent violated Board Rules , , , and as well as Sections (2), (6) and (11) of the Act Investigation No L. (Terry S. Shilling) The respondent entered into an agreed consent order with the Board whereby the respondent s certificate was placed on probated suspension for two years and required to pay a $2,500 fine within ninety days of the date of the Board order. The respondent signed a voluntary consent order with the Securities and Exchange Commission enjoining him from future violations of Section 10b of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The respondent s conduct violated Board Rule (7) as well as Sections (6), (9) and (11) of the Act. 2 B. Proposals for decision Mr. Atkinson moved to approve the following proposals for decision as presented. Dr. Summers seconded the motion, and it passed unanimously. 1. Investigation No L. (Lyle D. Fullmer) Following a public hearing held on April 16, 2002, an administrative law judge of the State Office of Administrative Hearings recommended that the respondent s certificate be revoked, and he was assessed $8,000 in administrative penalties and $ in administrative costs. The respondent was practicing public accountancy with a delinquent, expired license from March 28, 1996 to the present and by failed to respond to two Board communications. The respondent violated Board Rules and as well as Sections (6) and (11) of the Act. The respondent, although properly noticed, failed to appear at the hearing Investigation No L. (Bryan L. Walter) - The respondent was reprimanded and was assessed $5,000 in administrative penalties and $ in administrative costs. The Board found that the respondent violated Board Rules (7) and as well as Section (6) by receiving a reprimand from the State Bar of Texas and failing to respond to Board communications. 5 C. Mass Hearings Ms. Thompson moved to approve the following mass hearings as presented. Ms. Junker seconded the motion, and it passed unanimously. 1. Investigation Nos through (Docket No A) 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 15) 2. Investigation Nos through (Docket No B) 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 16) 3. Investigation Nos through (Docket No C) 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) 11

12 of the Act. The respondents, although properly notified, failed to appear and were not represented at the hearing. (ATTACHMENT 17) XV. The Board took the following actions on Board Rules: A. Ms. Eyeington moved to adopt Section (Acting through Others) of the Board s Rules on second reading. Ms. Junker seconded the motion, and it passed unanimously. (ATTACHMENT 18) B. Ms. Eyeington moved to adopt Section (Board Committees) of the Board s Rules on second reading. Ms. Thompson seconded the motion, and it passed unanimously. (ATTACHMENT 19) XVI. XVII. Mr. Conaway reviewed the schedule of future Board meetings. Mr. Conaway adjourned the meeting at 1:12 p.m. ATTEST: K. Michael Conaway,, Presiding Officer Gwen B. Gilbert,, Secretary 1 Ms. Eyeington, Ms. Gilbert, Mr. Madrid, Ms. Junker, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 2 Ms. Gilbert, Mr. Madrid, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 3 Mr. Atkinson, Mr. Madrid and Ms. Thompson recused themselves from participating in this matter. 4 Mr. Atkinson, Ms. Gilbert, Mr. Madrid and Ms. Thompson recused themselves from participating in this matter. 5 Ms. Eyeington, Ms. Gilbert, Mr. Madrid, Ms. Rodewald and Ms. Thompson recused themselves from participating in this matter. 12