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Copyright © 2000: Queens Printer,
Revised Statutes of Newfoundland 1990
AN ACT TO CONTINUE THE INSTITUTE OF CHARTERED ACCOUNTANTS OF NEWFOUNDLAND AND TO REGULATE THE USE OF ACCOUNTING DESIGNATIONS IN THE PROVINCE
1. This Act may be cited as the Chartered Accountants Act.
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Institute of Chartered Accountants
2. The Institute of Chartered Accountants of Newfoundland, in this Act referred to as the "institute", is continued as a corporation.
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3. (1) The affairs, business and concerns of the institute shall be managed by a council, which shall consist of the officers and number of members of the institute that may be determined by the by-laws of the institute, and those officers and members shall have the functions and duties and shall be elected or appointed at the intervals and in the manner that may be provided by the by-laws.
(2) A member other than a member resident in the province is not eligible for election or appointment.
(3) Vacancies which may occur in the council by death or otherwise may be filled by the council for the remainder of the term.
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Objects of institute
4. The objects of the institute are
(a) to promote and increase the knowledge, skill, and proficiency of its members in all things relating to the business or profession of accountants and auditors;
(b) to do all the matters and things that will advance and protect the interests of the members of the institute in the profession and business of accountants and auditors;
(c) to do all the matters and things which are calculated to give the business public a greater appreciation of the usefulness and competency of the members of the institute in the practise of their profession as chartered accountants;
(d) to help needy members of the institute and the dependents of deceased members of the institute either by way of contribution from, or assessment upon, the members of the institute or by contribution from the general funds of the institute, or from funds received by or contributed to the institute from persons who are not members of the institute;
(e) to establish, provide, or improve the educational and training facilities for persons wishing to become members of the institute so as to enable them to acquire the necessary education and training to qualify for admission as members of the institute;
(f) to prescribe those tests of competency, fitness, and moral character that may be considered necessary to qualify for admission to the institute; and
(g) to do all other matters and things that may be necessary or incidental or conducive to carrying out the previously enumerated objects.
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Powers of institute
5. The institute in addition to all other powers vested in corporations is authorized and empowered
(a) to establish, approve, or conduct courses of instruction for the education and training of those persons wishing to become members of the institute;
(b) to prescribe the nature and extent of the practical experience in accountancy which must be possessed by a person before being admitted as a member of the institute;
(c) to provide facilities for the examination of persons seeking to become members of the institute, and to provide for the discipline of those persons;
(d) to make suitable affiliation arrangements with a university, school, college or other institution of learning or with an institute or society of accountants for the instruction and examination of persons seeking to become members of the institute;
(e) to borrow money for the purposes of carrying out the objects of the institute and to give security for money so borrowed on the real, personal, or mixed property of the institute by way of mortgage, pledge, charge or otherwise;
(f) to purchase, lease, take, hold or otherwise acquire all goods, chattels, lands, tenements, and hereditaments and all real estate or personal property and an interest in the property, which may be considered necessary or convenient for the purposes of the institute or for the advancement of the objects of the institute and to sell, lease or otherwise dispose of the goods, chattels, lands, tenements, and hereditaments and real estate or personal property or a part of the property, but otherwise the institute shall not deal in lands or an interest in lands or engage in trade;
(g) to receive money and other real, personal, or mixed property either for the purposes of helping needy members of the institute and the dependents of deceased members of the institute, or for the purposes of establishing scholarship or prize funds, and to administer and disburse them;
(h) to establish and maintain a register and to record in it the names and addresses of all persons pursuing a course in accountancy with a view to becoming members of the institute;
(i) to grant a certificate of competency or diploma to all members of the institute;
(j) to fix the fees payable by a person wishing to write an examination prescribed by the institute with a view to becoming a member of the institute;
(k) to fix the fees payable by a person upon being admitted as a member of the institute;
(l) to fix the annual fees payable by members of the institute;
(m) to exempt a member from the payment of those fees for the reason and upon the terms and conditions that the council may determine;
(n) to assess its members for ordinary, special, or extraordinary expenditures that may be considered necessary or expedient to further the objects of the institute, and the assessment shall be made in the manner provided by the by-laws of the institute;
(o) to provide for the discipline of its members and for their suspension and expulsion from membership in the institute;
(p) to establish and maintain a library for the benefit of the members of the institute;
(q) to make by-laws relating to the objects and powers of the institute;
(r) to institute or authorize proceedings under this Act; and
(s) to do all other matters and things that may be necessary for or incidental or conducive to the exercise of the previously enumerated powers.
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6. A person who has complied with the by-laws of the institute relating to the education, training, qualification, examination, and admission of members is eligible to become a member of the institute.
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Members of other institutes
7. A person who proves to the satisfaction of the council that the person is a member in good standing of an association of accountants other than the institute, shall be entitled to become a member of the institute without passing the examinations prescribed by the institute provided that the other association has membership requirements acceptable to the council.
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8. (1) The institute shall have its secretary, or some other officer authorized for that purpose, by a resolution of the council, keep a register in which shall be entered the names of all members of the institute.
(2) Only those members whose names are entered in the register, or are entitled to be registered in the register, shall be entitled to the privileges of members of the institute.
(3) The register shall at all reasonable times be subject to inspection by a person without the payment of a fee.
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9. A person who has given conspicuous service to the institute, either in the advancement of its educational objects or general welfare, or by material contribution to the library or other funds of the institute, may by unanimous vote of the members present at a meeting of the members be elected to honourary membership of the institute, but honourary membership shall not confer upon a person the right to use the designation "Chartered Accountant", or to be elected to the council or to vote.
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Council to make by-laws
10. (1) The council may make, repeal, and amend by-laws providing for
(a) the government of the institute;
(b) the carrying out of its objects;
(c) the management and administration of its affairs in all things;
(d) the qualifications, admission, assessment, suspension and expulsion of its members;
(e) meetings of the institute and of the council and notice of the meetings;
(f) the quorum and procedure at the meetings; and
(g) the appointment of the committees that the council considers necessary or desirable, each of which committees shall have and may exercise the rights and powers that the council delegates to it.
(2) Immediately upon the making, repealing, or amendment of by-laws by the council, full particulars shall be sent to all members of the institute, but the by-laws shall, unless confirmed by a resolution passed by a 2/3 majority of the members present at a special general meeting of the institute called for that purpose, have effect only until the date of the special general meeting.
(3) Where a special general meeting is not called, the by-laws made, repealed or amended by the council shall, unless confirmed by a resolution passed by a 2/3 majority of the members present at the next annual general meeting of the institute, have effect only until the date of the annual general meeting.
(4) Notwithstanding subsection 11(2), the council shall, where requested to do so in writing by a member of the institute, submit a by-law or a repeal or amendment of a by-law to a special general meeting of the members of the institute, which meeting shall be held within 30 days of the receipt of the request.
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11. (1) A general meeting of the members of the institute shall be held each year at the time and place, upon the notice, and for the purposes that the by-laws of the institute shall determine and, if the annual general meeting is not held, officers or members of the council whose successors would have been elected or appointed at the meeting shall remain in office until the next annual general meeting or during the other period that may be provided for in the by-laws.
(2) Special general meetings of the members of the institute shall be held at the time and place and upon the notice that may be determined by the by-laws of the institute.
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Liability of members limited
12. A member of the institute shall not be personally liable for a debt of the institute beyond the amount of his or her unpaid fees or subscriptions, provided the member has not contravened the provisions of this Act, but all property of the institute, whether real, personal, or mixed, shall be liable for the payment of the debts of the institute.
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Books and accounts to audited
13. (1) An auditor shall be elected at each annual general meeting of the members of the institute and the books of account and records of the institute shall be audited by the auditor.
(2) A report of the audit so made, including a full financial statement of the affairs of the institute, shall be presented to the members at the annual general meeting of the members of the institute held next after the auditor's election.
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Money received by institute
14. (1) All money received by the institute and all property belonging to the institute shall be applied solely towards the carrying out of the objects of the institute, as set out in this Act.
(2) No portion of the money shall be applied, paid, or transferred, directly or indirectly, by way of dividend, bonus or otherwise as profit to the members of the institute.
(3) Nothing in this section shall prevent the payment of remuneration to an officer or employee of the institute, or to a member of the institute or other person in return for a service rendered to the institute, or prevent the payment of interest on money borrowed for carrying out the objects of the institute.
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Investing of surplus funds
15. All surplus funds which the institute invests shall be invested in those investments that are authorized by the Trustee Act.
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Death of member
16. All interest in or claim against the funds and property of the institute of a member shall expire upon the death of the member and shall also expire upon a member during his or her lifetime ceasing to be a member of the institute.
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No action lies
17. An action shall not lie against the institute or the council or a disciplinary committee or a member of the council or disciplinary committee or an officer of the institute for proceedings taken in good faith or orders made or enforced under the disciplinary provisions of this Act or under the by-laws, rules, or regulations of the institute.
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18. A member of the institute shall be entitled to take or use the designation "Chartered Accountant" either alone or in combination with other words or the initials "C.A.".
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Certain other accounting designations
19. A member of the institute may take or use the designation "Fellow of the Chartered Accountants" or "Associate of the Chartered Accountants" or the initials "F.C.A." or "A.C.A." either alone or in combination with other words or initials upon being authorized to do so in accordance with the by-laws of the institute.
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Members only to use designations
20. Only a person who is a member of the institute is entitled to take or use the designation "Chartered Accountant" or "Fellow of the Chartered Accountants" or "Associate of the Chartered Accountants" or the initials "C.A." or "F.C.A." or "A.C.A." either alone or in combination with other words, or a name, title, initials, or description, implying or calculated to imply that the person is a chartered accountant, or a name, title, initial, or description implying, or calculated to imply that the person is a certified accountant or an incorporated accountant.
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Accounting designation of firms outside of province
21. (1) A firm of chartered accountants the head office of which is outside the province but which maintains an office and practises within the province, shall be entitled to take and use the designation "Chartered Accountants" and the initials "C.A.", and to practise as such, but only where at least 1 partner of the firm and the manager of the firm for the province are members of the institute, and at least 1 of the partners or the manager permanently lives in the province.
(2) The firm shall not maintain an additional office within the province unless the additional office is under the personal charge of a member of the institute who permanently lives in the province.
(3) The practice and each of the offices shall be under the continuous personal charge of a member of the institute who permanently lives in the province.
(4) Where a partner or manager referred to in subsection (1) dies or resigns or otherwise stops occupying that position with the firm, the firm shall be entitled to continue the use of the designation or initials provided that another partner or manager of the firm becomes a member of the institute within 6 months of the date on which the partner or manager died, resigned or otherwise stopped occupying the position with the firm.
(5) For the purpose of this section the word "firm" shall include a sole chartered accountant.
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Use of "Chartered Accounts"
22. A corporation, and an association whether incorporated or not, shall not, except with the consent of the institute, take or use in the province as part of its name the words "Chartered Accountants" or another word, name, title, initials, or description implying or calculated to imply that its members are Chartered Accountants, certified accountants, or incorporated accountants.
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Accounting bodies with limited liability
23. A company, association or other body, the liability of the members of which is limited, and having as its objects, the carrying out of the functions of the accounting and auditing profession, shall not be incorporated or registered, or be permitted to operate in the province.
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24. A person who violates sections 20, 22 or 23 shall be liable on summary conviction to a fine not exceeding $100 for each offence.
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25. Nothing in this Act shall confer upon the institute a right to interfere with or to prevent a person from acting as a public accountant or an accountant in the province.
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