Revisions to the Bylaws for NASBA Membership to Consider at the 115th Annual Meeting
October 30 – November 2, 2022
Proposed Change #1: Current 7.1.2 Nominating Committee Composition and Election Language
7.1.2 With the exception of the Past Chair, no member of the Nominating Committee may serve concurrently as a member of the Board of Directors and the Nominating Committee, and no member may be eligible for election to the Board of Directors through the entirety of his or her elected term on the Nominating Committee and through the adjournment of the next following Annual Meeting. For purposes of this subsection, an alternate of the Nominating Committee is considered a member of the Committee.
Proposed Bylaws Changes as approved by the NASBA Board of Directors on July 22, 2022:
7.1.2 With the exception of the Past Chair, no member of the Nominating Committee may serve concurrently as a member of the Board of Directors and the Nominating Committee, and no member may be eligible for election to the Board of Directors through the entirety of his or her elected term on the Nominating Committee and through the adjournment of the next following Annual Meeting (the one-year cooling off period). For purposes of this subsection, an alternate of the Nominating Committee is considered a member of the Committee.
Clean version of the Proposed Bylaws Changes as approved by the NASBA Board of Directors on July 22, 2022:
7.1.2 With the exception of the Past Chair, no member of the Nominating Committee may serve concurrently as a member of the Board of Directors and the Nominating Committee, and no member may be eligible for election to the Board of Directors through the entirety of his or her elected term on the Nominating Committee and through the adjournment of the next following Annual Meeting (the one-year cooling off period). For purposes of this subsection, an alternate of the Nominating Committee is considered a member of the Committee.
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Proposed Change #2: Current ERB Bylaws Language
8.6 CPA Examination Review Board
8.6.1 The CPA Examination Review Board (“ERB”) shall: review, evaluate and report on the
appropriateness of the policies and procedures utilized in the preparation, grading and administration of the Uniform CPA Examination and other examinations in general use by boards of accountancy for the licensing of certified public accountants; examine such records, and make such observations, inspections, and inquiries as it deems necessary; and report annually to the boards of accountancy.
Proposed ERB Bylaws Revision as approved by the NASBA Board of Directors on July 22, 2022:
8.6.1 The CPA Examination Review Board (“ERB”) shall: review, evaluate and report on significant adherence with the appropriateness of the policies and procedures utilized in the preparation, grading and administration of the Uniform CPA Examination and other examinations in general the International Qualifications Examination used by boards of accountancy for the licensing of certified public accountants; to include observation, inquiry and inspection of examine such pertinent records; and report annually on the ongoing reliability of such examinations for the licensing of certified public accountants., and make such observations, inspections, and inquiries as it deems necessary; and report annually to the boards of accountancy.
Clean version of the Proposed ERB Bylaws Revision as approved by the NASBA Board of
Directors on July 22, 2022:
8.6.1 The CPA Examination Review Board (“ERB”) shall: evaluate and report on significant adherence with the policies and procedures utilized in the preparation, grading and administration of the Uniform CPA Examination and the International Qualifications Examination used by boards of accountancy for the licensing of certified public accountants; to include observation, inquiry and inspection of pertinent records; and report annually on the ongoing reliability of such examinations for the licensing of certified public accountants.
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Proposed Change #3: 8.6.2 Delete this subsection from the Bylaws
8.6.2 The Chair of the ERB may serve a two-year term. During the first year of that term, the immediate past chair of the ERB will serve as Past Chair of the ERB. By the end of the first year of the ERB Chair’s term, the Chair of the Board of Directors, subject to the approval of the Board of Directors, shall appoint a Vice Chair of ERB who will serve in the second year to the ERB Chair’s term. A vacancy in the office of the Chair of the ERB shall be filled by the Vice Chair of the ERB. The Chair of the Board of Directors shall, subject to the approval of the Board of Directors, also appoint other members of the ERB. The Board by Resolution may establish the minimum number of ERB members, terms of service and a method to stagger the terms.
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