1984 BILL 91 Second Session, 20th Legislature, 33 Elizabeth II THE LEGISLATIVE ASSEMBLY OF ALBERTA BILL 91 CERTIFIED GENERAL ACCOUNTANTS ACT HON. MR. KING First Reading Second Reading Committee of the Whole Third Reading Royal Assent

BiU 91 BILL 91 1984 CERTIFIED GENERAL ACCOUNTANTS ACT (Assented to , 1984) TABLE OF CONTENTS

Definitions 1 PART1 USE OF NAME Exclusive use of tide 2 Prohibitionagainst use of title 3 Injimction 4

PART 2 ASSOCIATION Association 5 Board of Govemors 6 Registrar 7 Composition of Board 8

PART 3 REGISTRATION OF MEMBERS Registers 9 Registration Committee '^ Reviews 1 ^ Registration of corporations '^ Issue of certificates and permits ^^ Terms of permits ^^ Termination of permits ^^ Liability of shareholders ^° Voting agreements ^^ Accoimtant — client relationship '^ Application of Act '^ Professional corporations ^^ Annual certificates 2' Suspension and cancellation ^^ Requests for cancellation ^^ Cancellation and reinstatement ^. Surrender of certificates and permits

PART 4 PRACTICE REVIEW COMMITTEE Membership 26 Duties 27 Inquiries and reviews ^8 Powers re reviews 2"

PARTS DISCIPLINE

Definitions 30 Discipline Committee 31 Unskilled practice and professional misconduct 32 Complaints 33 Referral of complaints 34 Preliminary investigations 35 Referral to Discipline Committee 36 Notice 37 Appeals by complainants 38 Suspension pending decision 39 Hearings 40 Notice of hearing 41 Evidence 42 Witnesses 43 Attendance and production of evidence 44 Failure to attend or give evidence 45 Absence of investigated person 46 Findings 47-48 Orders 49 Costs and penalties 50 Written decisions 51 Service of decisions 52 Effectiveness of decision 53 Notice of appeal 54 Notice of appeal faring 55 Appeals to Board 56 Effectiveness of decisions 57 Appeals to Court of Appeal 58 Extension of time 59 Appeal on the record 60 Powers of Court on appeal 61 Falsely obtained registration 62 Cancellation and reinstatement 63 Misrepresentation of status 64

PART 6 GENERAL Certificate of Registrar 65 Protection from legal action 66 Service of documents 67 PART? REGULATIONS AND BY-LAWS Regulations 68 By-laws 69 PARTS OFFENCES AND PENALTIES Offences and penalties 70

PART 9 TRANSITIONAL, CONSEQUENTIAL AND COMMENCEMENT Membership deemed registration 71 Board continued 72

Applicadon continued Discipline proceedings continued Commencement HER MAJESTY, by and with the advice and consent ofthe Legislative Assembly of Alberta, enacts as follows:

Definitions 1 In this Act, (a) "Association" means The Certified General Accountants' As­ sociation of Alberta; (b) "authorized entity" means a certified general accountant, a professional corporation and a student member, (c) "Board" means the Board of Govemors of the Association estabhshed under

section 6; (d) "certified general accountant" means an individual who i a subsisting certificate of registration under

section 13 and an annual certificate under

section 21; (e) "Disciphne Committee" means the Discipline Committee es­ tablished under

section 31; (f) "member of the pubhc" means an individual who is not a member ofthe Association or of any other accounting profession or organization; (g) "Minister" means the member of the Executive Coundl charged by the Lieutenant Govemor in Councd with the admin­ istration of this Act; (h) "permit" means a permit issued pursuant to

section 13; (i) "Practice Review Committee" means the Practice Review Committee established under

section 26; G) "professional corporation" means a corporation that holds a subsisting permit; (k) "Registrar" means the Registrar appointed under

section 7; (1) "student member" means an individual who holds a subsist­ ing certificate of registration issued under

section 13; (m) "Registration Committee" means the Registi-ation Commit­ tee established under

section 10. Exclusive use of title PARTI USE OF NAME 2(1) No person except a certified general accountant shall (

a) use the name "Certified General Accountant" or the initials "C.G.A." or any title, description, abbreviation, letter or symbol representing that name, alone or in combination with any otner

Prohibition against use of title Injunction name, title, description, abbreviation, letter or symbol, that rep­ resents expressly or by implication that he is a certified general accountant, or (

b) use any title, description, abbreviation, letter or symbol that is likely to be confused with the name "Certified General Ac­ countant".

(2) No person shall engage in the practice of accounting in Alberta under any name or title containing the words "Professional Corpo­ ration" or the initials "PC." unless that person is duly incorporated and the holder of a permit issued under

section 13 or under any other Act entitling it to engage in the practice of accounting.

(3) A person practising accounting in contravention of subsection (2) is gudty of an offence and liable to a fine not exceeding $100 for every day on which that name or title is used. 3 No person shall use the name "Accredited Public Accountant" or the initials "A.P.A." or any title, description, abbreviation, letter or symbol representing that name, alone or in combination with any other name, title, description, abbreviation, letter or symbol, that represents expressly or by implication that he is an accredited public accountant. 4 The Court of Queen's Bench, on application by the Board by way of originating rotice, may grant an injunction enjoining any person from doing an> act that is in contravention of

section 2 or 3, not­ withstanding any penalty that may be provided by this Act or the regulations in respect of that contravention. Board of Govemors

PART 2 ASSOCIATION Association 5(1) The Certified General Accountants' Association of Alberta in­ corporated under the Societies Act is continued as a corporation under this Act with the same name.

(2) The Association has the capacity and, subject to this Act, the rights, powers and privileges of a natural person. 6(1) There is hereby estabhshed a goveming body ofthe Association called the Board of Govemors.

(2) The Board shall manage and conduct the business and affairs of the Association and exercise the rights, powers and privileges of the Association in the name and on behalf of the Association.

(3) The Board shall annually submit to the Minister a report on those matters of the business and affairs of the Association that the Minister may require in a form satisfactory to him.

(4) The Minister shall, on receipt of the annual report of the Asso­ ciation, lay it before the Legislative Assembly, if it is then sitting, and if it is not then sitting, within 15 days after the commencement of the next ensuing sitting. Registrar 7 The Board shall appoint an individual as Registrar for the pur­ poses of this Act.

Composition of Board Registers 8(1) The Board shall consist of (

a) not fewer than 6 certified general accountants or a greater number, not to exceed 24, that may be prescribed by the by-laws each of whom shall be elected by and from among certified gen­ eral accountants at the time, in the manner and for the period provided for by the by-laws, (

b) when the number of elected certified general accountants does not exceed 10, 1 member ofthe public, or when the number of elected certified general accountants is more than 10, 2 members of the public, who shall be appointed by the Minister after con­ sultation with the Association for a 2-year term of office, and (

c) any other members ofthe public who are elected or appointed by certified general accountants at the time, in the manner and for the period provided for by the by-laws.

(2) The members ofthe Board under subsection (1) shall elect fi^om among themselves the officers of the Association specified in the by­ laws in the manner and for the term prescribed in the by-laws.

(3) A member ofthe Board referred to in subsection (l)(

b) continues to hold office after the expiry of his term of office untd he is reap­ pointed or his successor is appointed.

(4) The Minister may, after consultation with the Board, revoke the appointment of a member of the Board referred to in subsection (l)(b).

(5) The Minister may, in the absence of any payment by the Asso­ ciation to the member for that purpose, pay to a member of the Board referred to in subsection (l)(

b) travelling and living expenses incurred by that member for his attendance at any meeting of the Board while away from his usual place of residence, and fees in an amount prescribed by the Minister.

(6) The powers, duties and operations of the Board under this Act, the regulations and the by-laws are not affected by (

a) the fact that no member ofthe pubhc is appointed as a mem­ ber ofthe Board pursuant to subsection (l)Cb), (

b) the revocation, under subsection (4), ofthe appointment of a member ofthe Board, or (

c) the resignation from the Board of a member ofthe public.

(7) The failure of a member of the public appointed pursuant to subsection (l)(

b) to attend a meeting ofthe Board shall not be con­ stmed to affect or restrict the Board from exercising any powers or performing any duties under this Act, the regulations or the by-laws at that meeting.

PART 3 REGISTRATION OF MEMBERS 9(1) The Registrar shall maintain, in accordance with the by-laws and subject to the direction ofthe Board the following registers: (

a) a register of certified general accountants; (

b) a register of professional corporations;

(

c) a register of student members; (

d) a register for each other class or category of membership established under the by-laws.

(2) The Registrar shall enter in the appropriate register the name of a person (

a) whose application has been approved (

i) by the Registration Committee or, on review, the Board, in the case of a certified general accountant, (ii) by the Board, in the case of a professional corporation, or (iii) in accordance with the by-laws in the case of a student member or a member of another class or category of mem­ bership established under the by-laws, and (

b) who has paid the fee prescribed in the by-laws.

(3) The Registrar shall maintain, in accordance with the by-laws, separate from the registers to be maintained under subsection (1), a hst of authorized entities in good standing with the Association which the Registrar shaU, during regular office hours, permit any person to inspect. Registration 10(1) Thcrc is hereby established a Registration Committee consist- committee -j^g ^j- ^jjQgg certified general accountants appointed in accordance with the regulations.

(2) The Registration Committee shall, in accordance with this Part, the regulations and the by-laws, consider applications for the regis­ tration of applicants as certified general accountants, and may ap­ prove or refuse to approve the registration or defer the approval of registration until it is satisfied that the apphcant has fulfilled all of the applicable requirements for registration.

(3) On approving or refusing registration or deferring approval of registration, the Registration Committee shaU (

a) cause a written notice of the approval, refusal or deferral to be sent to the applicant, and (

b) in the case of an approval, cause a notice of the approval to be published to certified general accountants in the manner pre­ scribed in the by-laws.

(4) A certified general accountant may, within 15 days of publication of a notice of approval under subsection (3), request the Board to review the application and approval by serving on the Registrar a written request for review by the Board setting out the reasons why, in his opinion, the registration ofthe applicant concerned should be reviewed.

(5) A request for review under subsection (4) acts as a stay of the approval of registration by the Registration Committee.

Reviews Registration of corporations

(6) An apphcant whose application for registration has been refiised in accordance with this Part may, within 30 days of receiving a notice of refusal and the reasons for the refusal, request the Board to review the refusal by serving on the Registrar a written request for review by the Board setting out the reasons why, in his opinion, his registra­ tion as a certified general accountant should be approved. 11(1) The Board shall, after receipt of a request for review under

section 10(4) or (6), review the request so received.

(2) The Board shall, on receipt of a request for review under

section 10(4) or (6), direct the Registrar to notify in writing (

a) in the case of a request for review pursuant to

section 10(4), the person who requested the review and the apphcant for regis­ tration, and (

b) in the case of a request for review pursuant to

section 10(6), the apphcant alone, ofthe date, place and time that it will consider the matter requested to be reviewed.

(3) Each person entided to notification under subsection (2) is en­ titled to appear with counsel and make representations to the Board when it considers the matter under review.

(4) The Board shall review the matter requested to be reviewed within 30 days after the date of service of the notification under subsection (2).

(5) The Board may, on the written request of the apphcant or the Registrar, extend the period mentioned in subsection (4) for 1 or more additional periods, each not exceeding 30 days.

(6) A member ofthe Registration Committee who is also a member of the Board may participate at a review by the Board under this

section but shall not vote in a decision of the Board at a review under this section. 12(1) The Board may approve the registration of and the issuance of a permit to any corporation that (

a) files an apphcation in the form prescribed by the Board, (

b) pays aU the fees prescribed by the by-laws, (

c) satisfies the Board that it is a company Umited by shares that is in good standing with the Registrar of Companies under the Companies Act or that it is a corporation in good standing with the Registrar as defined in the Business Corporations Act, as the case may be, (

d) satisfies the Board that the corporation, by law or by virtue of its incorporating documents, has the capacity to carry on the busdiess and exercise the powers set out in the by-laws under this Act, (

e) satisfies the Board that the name of the corporation is in accordance with the regulations of the Board and contains the words "Professional Corporation",

Issue of certificates and permits (

f) satisfies the Board that the legal and beneficial ownership of all the issued shares of the corporation is vested in one or more certified general accountants and that all of the directors of the corporation are certified general accountants, and (

g) satisfies the Board that the persons who will carry on the practice of accounting on behalf of the corporation are certified general accountants.

(2) A corporation becomes entitled to be registered as a professional corporation when the Board approves its registration. 13(1) On entering the name of an individual in the register of certi­ fied general accountants, the Registrar shaU issue to that individual a certificate of registration.

(2) On entering the name of a corporation in the register of profes­ sional corporations, the Registrar shall issue to that corporation a permit to engage in the practice of accounting as a professional cor­ poration.

(3) On entering the name of an individual in the register of student members the Registrar shaU issue to that individual a certificate of registration.

(4) A certificate of registration and a permit issued under this

section are subject to this Act, the regulations and the by-laws. Terms of permits 14(1) The term of a permit is 1 year from the date of issue ofthe permit and the permit may, with the approval of the Board, be re­ newed for additional periods, not exceeding 1 year, on payment of the fees prescribed in the by-laws.

(2) A permit may be cancelled or its renewal withheld by the Regis­ trar where any ofthe conditions specified in

section 12(1) cease to be fulfilled. Termination of permits Liability of shareholders 15 Where a professional corporation ceases to fulfil any condition specified in

section 12(1) by reason only of (

a) the death of a certified general accountant, (

b) the striking off" or other removal from the register ofthe name of a certified general accoimtant, or (

c) the suspension of a certified general accountant under this Act, who is a shareholder ofthe corporation, the professional corporation has a period of 90 days from the date of death, striking off or other removal or suspension, as the case may be, in which to fulfil the condition, fading which the permit is automaticaUy terminated effec­ tive on the expiration of the 90-day period without the necessity of an order of the Board. 16(1) Notwithstanding any provision to the contrary in the Compa­ nies Act or the Business Corporations Act, every person who is a shareholder of a corporation during the time that it is the holder of a permit or is a shareholder of a corporation during the time that it acts in contravention of this Act is liable to the same extent and in 8

Voting agreements Accountant- client relationship Application of Act Professional corporations the same manner as if the shareholders of the corporation were during that time, carrying on the business of the corporation as a partnership or, where there is only one shareholder, as an individual practising accounting.

(2) The liability of any person in carrying on the practice of account­ ing is not affected by the fact that the practice is carried on by that person as an employee and on behalf of a professional corporation. 17 No shareholder of a professional corporation shall enter into a voting tmst agreement, proxy or any other type of agreement vesting in another person who is not a certified general accountant the au­ thority to exercise the voting rights attached to any or all of his shares. 18(1) Nothing contained in this Act affects, modifies or hmits any law applicable to the confidential or ethical relationship between a certified general accountant and a person receiving the professional services of a certified general accountant.

(2) The relationship between a professional corporation carrying on practice and a person receiving the professional services of the cor­ poration is subject to all apphcable laws relating to the confidential and ethical relationship between a certified general accountant and his chent.

(3) All rights and obligations pertaining to communications made to or information received by a certified general accountant apply to the shareholders, directors, officers and employees of a professional corporation. 19(1) The relationship between a professional corporation in the practice of accounting and a person receiving the professional ser­ vices of the corporation is subject to this Act, the regulations and any other law apphcable to the relationship between a certified gen­ eral accountant and his client.

(2) The relationship of a certified general accountant to a profes­ sional corporation, whether as shareholder, director, officer or em­ ployee of that corporation, does not affect, modify or diminish the apphcation ofthis Act, the regulations and the by-laws (

a) to him personally as a certified general accountant, or (

b) to the relationship between the certified general accountant and his client. 20(1) A professional corporation may engage in the practice of ac­ counting only in its corporate name or another name that is ap­ proved by the Board pursuant to the regulations, and not odierwise.

(2) A professional corporation shall advise the Registrar in writing of the names of the shareholders, directors and officers of die cor­ poration and of any change in shareholders, directors or officers forthwith after the change occurs.

(3) If a professional corporation causes financial statements and au­ dited financial statements to be prepared, it shall cause them to be

Annual certificates Suspension and canceUation signed by the certified general accountant who had personal super­ vision, direction and control over their preparation. 21(1) The Registrar shall issue an annual certificate ui accordance with the by-laws to a certified general accountant who pays the an­ nual fee prescribed by the by-laws and whose registration is not under suspension or cancelled.

(2) An annual certificate is valid during the year for which the annual certificate is issued. 22(1) The registration of a person is suspended when a decision to suspend the registration is made in accordance with this Act.

(2) The Registrar shaU, after a decision to suspend a registration has been made, enter a memorandum of the suspension of the registra­ tion in the appropriate register, indicating (

a) the period of the suspension, and (

b) the reason for the suspension.

(3) The registration of a person is cancelled when a decision to cancel the registration is made in accordance with this Act.

(4) The Registrar shall, after a decision to cancel a registration has been made, enter a memorandum ofthe cancellation ofthe registra­ tion in the appropriate register.

(5) The Registrar shall not remove from the registers any memoran­ dum made by him under subsection (2) or (4) except in accordance with the by-laws. 23(1) The Registrar shall not, at the request of a person, cancel the registration of that person unless the request for the canceUation has been approved by the Board.

(2) When a request for cancellation of a registration is approved by the Board, the Registrar shall cancel that registration. CanceUation and 24(1) The Registrar may cauccl the registration of reinstatement (

a) any person who is in default of payment of any fees, costs, dues or levies payable by it under this Act, the regulations or the by-laws, or (

b) a certified general accountant who has ceased to be ordinarily resident in Alberta, after the expiration of one month foUowing the service on the person or certified general accountant of a written notice that the Registrar intends to cancel the registration, unless the person or certified gen­ eral accountant on whom the notice is served complies with the notice.

(2) The notice under subsection (1) shall state that the Registrar may cancel the registration unless, as the case may be, (

a) the fees, dues, costs or levies are paid as indicated in the notice, or Requests for cancellation 10

Surrender of certificates and permits (

b) evidence satisfactory to the Registrar has been received by him within the time prescribed in the notice that the certified general accountant continues to be ordinarily resident in Alberta.

(3) The Registrar may cancel the registration of a person that was entered in error in the register.

(4) The Board may direct the Registrar, subject to any conditions respecting the payment of arrears and any reinstatement fee that the Board may prescribe, (

a) to reinstate in the apphcable register a registration that was canceUed under subsection (1), and (

b) to re-issue the certificate of registration, annual certificate or permit, as the case may be, to its former holder. 25 If the registration of a person has been canceUed under

section 23 or 24, the certificate of registration and annual certificate or the permit, as the case may be, is deemed to be cancelled, and the person shaU, on the request of the Registrar, forthwith surrender the certifi­ cate of registration, annual certificate or permit to him.

PART 4 PRACTICE REVIEW COMMITTEE Membership 26(1) There is hereby established a Practice Review Committee con­ sisting of not fewer than 5 members as follows: (

a) certified general accountants who are appointed by the Board in the number and in the manner set out in the regulations; (b) 1 person appointed by the Minister from a hst of no fewer than 3 members ofthe public nominated by the Board.

(2) If the Board fails, within a reasonable time after being requested to do so by the Minister, to make a nomination for the purposes of subsection (1)03), the Minister may appoint a member ofthe public to the Practice Review Committee without the Board's nomination.

(3) The Minister may, in the absence of any payment by the Asso­ ciation to the member for that purpose, pay to the member of the Practice Review Committee referred to in subsection (l)(

b) traveUing and living expenses incurred by that member for attendance at a hearing ofthe Practice Review Committee away firom his usual place of residence and fees in an amount prescribed by the Minister.

(4) The Minister may, after consultation with the Board, revoke the appointment of the member of the Practice Review Committee re­ ferred to in subsection (l)(b).

(5) The powers, duties and operations of the Practice Review Com­ mittee under this Act, the regulations and the by-laws are not affected by (

a) the fact that no member ofthe pubhc is appointed as a mem­ ber of the Practice Review Committee pursuant to subsection (l)(b). 11

Duties Inquiries and reviews Powers re reviews (

b) the revocation under subsection (4) of the appointment of a member of the public, or (

c) the resignation as a member ofthe Practice Review Commit­ tee of a member of the public.

(6) Subject to the regulations prescribing a quomm of the Practice Review Committee, the failure of a member ofthe public appointed pursuant to subsection (l)(

b) to attend a meeting of the Practice Review Committee shaU not be constmed to affect or restrict the Practice Review Committee from exercising any powers or perform­ ing any duties under this Act, the regulations and the by-laws at that meeting. 27 The Practice Review Committee (

a) shaU, on its own initiative or at the request of the Board, inquire into and report to and advise the Board in respect of (

i) the assessment and development of educational standardi and experience requirements that are conditions precedent to continuing registration as a certified general accountant under this Act, (ii) the evaluation of desirable standards of competence of certified general accountants generally, (iii) any other matter that the Board from time to time con­ siders necessary or appropriate in connection with the exer­ cise of its powers and the performance of its duties in relation to competence in the practice of accoimting under this Aet and the regulations, and (iv) the practice of accounting generally, and (

b) may conduct a review of the practice of an authorized entity in accordance with this Act and the regulations. 28 Sections 42 to 46 apply, with all necessary modifications, to an inquiry or review by the Practice Review Committee as if that Com­ mittee were the Discipline Committee. 29(1) After each inquiry or review under

section 27, the Practice Review Committee (

a) shaU make a written report to the Board on the inquiry or review and, where appropriate, on its decision, (

b) may make recommendations to the Board regarding the mat­ ter inquired into or reviewed, with reasons for the recommen­ dations, (

c) may make recommendations to an authorized entity as to his or its conduct in the practice of accounting, and (

d) if it is ofthe opinion that the conduct of an authorized entity constitutes or may constitute either unskilled practice of account­ ing or professional misconduct. 12

(

i) shall forthwith refer the matter relating to that conduct to the Registrar for an inquiry under

Part 5, and ui such a case the Registrar shall deal with the referral as if d were a com­ plaint, and (ii) may, if it makes a referral under subclause (i), recom­ mend to the chairman of the Board that the registration of the authorized entity be temporarily suspended pending the outcome of proceedings under

Part 5.

(2) On receiving a recommendation under subsection (l)(d)(ii), the chairman ofthe Board may suspend the registration.

(3) The authorized entity may, by filing an originating notice with the Court of Queen's Bench and serving a copy on the chairman of the Practice Review Committee, apply for an order of the Court staying the decision of the chairman.

PART 5 DISCIPLINE

Definitions Discipline Committee 30 In this Part, (a) "chairman" means the chairman of the Discipline Commit­ tee and includes a vice-chairman; (b) "conduct" includes any act or omission; (c) "investigated person" means an authorized entity with re­ spect to whose conduct a hearing by the Discipline Committee is held under this Part. 31(1) There is hereby estabhshed a committee caUed the Discipline Committee composed of not fewer than 3 persons as follows: (

a) at least 2 certified general accountants appointed by the Board in accordance with the regulations; (b) 1 person who is appointed by the Minister from a list of no fewer than 3 members of the pubhc nominated by the Board.

(2) If the Board fails, withm a reasonable time after bemg requested to do so by the Minister, to make a nomination for the purpose of subsection (l)(b), the Minister may appoint a member ofthe pubhc to the Discipline Committee without the Board's nomination.

(3) The Minister may, in the absence of any payment by the Asso­ ciation to the member for that purpose, pay to the member of the Discipline Committee referred to ui subsection (l)(

b) traveUing and living expenses incurred by that member for attendance at a hearing ofthe Disciphne Committee away firom his usual place of residence and fees ui an amount prescribed by the Minister.

(4) The Minister may, after consultation with the Board, revoke the appouitment ofthe member ofthe Discipline Committee referred to in subsection (l)(b).

(5) The powers, duties and operations of the Disciphne Committee under this Act, the regulations and by-laws are not affected by 13

Unskilled practice and professional misconduct Complaints (

a) the fact that no member ofthe public is appointed as a mem­ ber ofthe Discipline Committee pursuant to subsection (l)(b), (

b) the revocation under subsection (4) of the appointment of a member ofthe public, or (

c) the resignation as a member of the Discipline Committee of a member of the pubhc.

(6) Subject to the regulations prescribmg a quomm ofthe Disciplme Committee, the failure of a member ofthe public appointed pursuant to subsection (l)Qo) to attend a meeting ofthe Discipline Committee shaU not be constmed to affect or restrict the Discipline Committee from exercising any powers or performing any duties under this Act, the regulations and the by-laws at that meeting. 32(1) Any conduct of an authorized entity that, in the opinion ofthe Discipline Committee, (

a) is detrimental to the best interests ofthe public, (

b) contravenes this Act or the regulations, (

c) harms or tends to harm the standing of the profession of certified general accountant generaUy, or (

d) displays lack of knowledge of or lack of skill or judgment in the practice of accounting, constitutes either unskilled practice of accounting or professional misconduct, whichever the Discipline Committee determines.

(2) If an authorized entity contravenes this Act, the regulations or the by-laws and the failure or contravention is, in the opinion ofthe Discipline Committee, of a serious nature, the contravention may be considered to be professional misconduct by the Discipline Commit­ tee whether or not it would be so considered under subsection (1). 33(1) A person may complain to the Registrar about the conduct of an authorized entity, and the complaint shaU be dealt with in accord­ ance with this Part and the regulations.

(2) If, after the registration of an authorized entity is removed, sus­ pended or canceUed under this Act, (

a) a complaint is made about the former authorized entity, and (

b) the complaint relates to conduct occurring before the re­ moval, suspension or cancellation occurred, the complaint may, notwithstanding the removal, suspension or can­ cellation, be dealt with within 1 year foUowing the date of removal, suspension or cancellation as if the removal, suspension or canceUa­ tion had not occurred.

(3) A person designated by the Board as a mediator may assist ui setthng a complaint made to the Registrar if the complainant and the person about whose conduct the complaint was made so agree, but if within 30 days from the date of receipt of the complaint, or a longer period agreed to by those persons, a setdement of the com­ plaint between those persons does not occur, or in the mediator's 14

Referral of complaints Preliminary investigations Referral to Discipline Committee opinion is not likely to occur, the complaint shaU, if it is in writing, be referred forthwith by the mediator to the Registrar. 34(1) The Registrar, on receipt of a complaint under

section 33(1) or, if

section 33(3) applies, on receipt ofthe referral from the media­ tor, shall forthwith forward the complaint to the chairman.

(2) The chairman or a member of the Discipline Committee ap­ pointed by the chairman shall, within 30 days from the date on which he receives a complaint under subsection (1), conduct or appoint a person to conduct a prehminary investigation into the conduct ofthe authorized entity.

(3) The Board may at the request ofthe chairman extend the 30-day period mentioned in subsection (2). 35(1) A person conducting a preliminary investigation may (

a) request any person to answer any questions and to produce to him any (

i) account, book, retum, statement, report, correspondence, financial document, financial statement, working paper, or other memorandum of financial or non-financial information whether in writing or in electronic form or represented or reproduced by any other means, and (ii) the results of the recording of details of electronic data processing systems and programs to dlustrate what the sys­ tems and programs do and how they operate that are relevant to the investigation, and (

b) copy and keep copies of any of the things that are produced to him under clause (a).

(2) A person conducting a preliminary investigation shaU conduct the investigation in a manner considered by him to be most suitable in all the circumstances.

(3) A person conducting a prehminary investigation may investigate any other matter related to the professional conduct or skiU m prac­ tice ofthe investigated person that arises in the course ofthe inves­ tigation.

(4) Where the person conducting a preliminary investigation is a person other than the chairman, he shaU, forthwith on concluding the prehminary investigation, report his findings to the chairman.

(5) If an investigated person does not co-operate with a person con­ ducting a prehminary investigation, the person conductuig the pre­ liminary investigation may make a complaint in writing to the Dis­ ciphne Committee and the failure or refusal to co-operate may be held by the Disciphne Committee to be professional misconduct. 36 The chairman shaU, forthwith on completion of his prehminary investigation or on receipt of a report under

section 35(4), as the case maybe. 15

Notice Appeals by complainants (

a) direct that no further action be taken, if he is ofthe opinion that (

i) the complaint is frivolous or vexatious, or (

u) there is insufficient evidence of unskilled practice of ac­ counting or professional misconduct, or (

b) refer the complaint to the Discipline Committee. 37 The chairman shall direct the Registrar to serve on the investi­ gated person and on the complainant, if any, a notice that no further action wiU be taken or that the matter has been referred to the Dis­ ciphne Committee, as the case may be. 38(1) A complainant who is served with a notice under

section 37 that no further action will be taken may, by notice in writing to the Registrar within 30 days of receipt ofthe notice, appeal that decision to the Board.

(2) On an appeal under subsection (1), the Board shall determine whether (

a) the complaint is frivolous or vexatious, or (

b) there is sufficient evidence of unskilled practice or profes­ sional misconduct to warrant consideration ofthe conduct by the Discipline Committee and shaU notify the complainant in writing of its decision. 39(1) Notwithstanding anything in this Act, the chairman may at any time suspend the registration of an investigated person pending the decision ofthe Discipline Committee with respect to the conduct of that investigated person.

(2) The investigated person may, by filing an originating notice with the Court of Queen's Bench and serving a copy on the chairman, apply for an order ofthe Court staying the decision ofthe chairman. 40(1) The Discipline Committee, on referral to it of a matter under this Part, shall hold a hearing.

(2) The Association and the investigated person may appear and be represented by counsel at a hearing before the Discipline Committee.

(3) The Discipline Committee and the Board may direct that pro­ ceedings before them be held in private. Notice of hearing 41(1) The chairman shaU direct the Registrar to serve, and the Re­ gistrar, on being so directed, shall serve on the investigated person a notice of hearing stating the date, time and place when the Disciphne Committee wiU hold a hearing and giving reasonable particulars of the complaint or conduct in respect of which the hearing will be held.

(2) The Discipline Committee shall hold a hearing on the complaint or conduct referred to in the notice within 30 days after the date of service ofthe notice of hearing under subsection (1). Suspension pending decision Hearings 16

Evidence Witnesses Attendance and production of evidence

(3) The Board may, on the written request of the chamnan of the Discipline Committee, extend the period mentioned in subsection (2) for one or more additional periods, each not exceeding 30 days.

(4) The Discipline Committee may also hear any other matter con­ cerning the professional conduct or skiU in practice of the investi­ gated person that arises in the course of a hearing, but in that event the Disciphne Committee shall declare its intention to hear the fiir­ ther matter and shaU permit the investigated person sufficient oppor­ tunity to prepare his answer to the further matter. 42(1) Evidence may be given before the Discipline Committee in any manner that the Discipline Committee considers appropriate, and the Discipline Committee is not boimd by the rules of law re­ specting evidence applicable to judicial proceedings.

(2) For the purpose of an investigation, hearing or review under this Act, a member ofthe Discipline Committee, a member ofthe Prac­ tice Review Committee and a member of the Board are conferred with the power of a commissioner for oaths under the Commission­ ers for Oaths Act. 43(1) The investigated person is a compellable witness in a hearing under this Part.

(2) A witness may be examined under oath on aU matters relevant to the investigation and shall not be excused from answering any question on the ground that the answer might (

a) tend to incriminate him, (

b) subject him to punishment under this Part, or (

c) tend to estabhsh his hability (

i) to a civil proceeding at the instance of the Crown or of any other person, or (

u) to prosecution under any Act or regulations under any Act, but if the answer so given tends to incriminate him, subject him to punishment or estabhsh his liability, it shall not be used or received against him in any civil proceedings or in any proceedings under any other Act.

(3) For the purpose of obtaining the testimony of a witness who is out of Alberta, a judge of the Court of Queen's Bench on an apph­ cation ex parte by the Association may direct the issuing of a com­ mission for the obtaining of the evidence of the witness, and the commission shaU be issued and the evidence taken pursuant to the Alberta Rules of Court. 44(1) The attendance of witnesses before the Disciphne Committee and the production of (

a) accounts, books, returns, statements, reports, correspond­ ence, financial documents, financial statements, working papers, or other memoranda of financial or non-financial mformation 17

Failure to attend or give evidence Absence of investigated person Findings Findings whether in writing or in electronic form or represented or repro­ duced by any other means, and (

b) the results of the recording of detads of electronic data pro­ cessing systems and programs to dlustrate what the systems and programs do and how they operate that are relevant to the investigation may be enforced by a notice issued by the Registrar requiring the witness to attend and stating the time, date and place at which the witness is to attend and the things in clauses (

a) and (

b) that he is required to produce.

(2) On the written request of the investigated person or of his coun­ sel or agent, the Registrar shaU without charge issue and deliver to that person or his counsel or agent any notices that he may reqmre under subsection (1).

(3) A witness, other than the investigated person, who has been served with a notice under subsection (1) or (2) is entitled to be paid the same fees as are payable to a witness in an action in the Court of Queen's Bench. 45(1) Proceedings for civd contempt of court may be brought against a witness (

a) who fails (

i) to attend before the Disciphne Committee in compliance with a notice to attend, (ii) to produce anything referred to in

section 44(1) in com­ pliance with a notice to produce it, or (iii) in any way to comply with either notice. or (

b) who refuses to be swom or to answer any question directed to be answered by the Discipline Committee.

(2) If the witness referred to m subsection (1) is the mvestigated person, his failure or refusal may be held to be professional miscon­ duct as determined by the Discipline Committee. 46 The Disciphne Committee, on proof of service on the mvesti­ gated person ofthe notice of hearing, may (

a) proceed with the hearing in the absence of the investigated person, and (

b) act, decide or report on the matter being heard in the same way as though the investigated person were in attendance. 47 The Discipline Committee may find that the conduct of an in­ vestigated person constitutes neither unskilled practice of accountmg nor professional misconduct. 48 The Disciphne Committee may find that the conduct of an in­ vestigated person constitutes unskilled practice of accountmg or professional misconduct or both, and shaU deal with diat conduct in accordance with this Part. 18

Orders 49(1) If the Discipline Committee finds that the conduct of an in­ vestigated person constitutes unskilled practice of accounting or professional misconduct or both, the Discipline Committee may make any one or more of the foUowing orders: (

a) reprimand the investigated person; (

b) suspend the registration of an investigated person either gen­ erally or from any field of the practice of accounting; (

c) suspend the registration of an investigated person either gen­ eraUy or from any field of the practice of accounting untd (

i) he has completed a specific course of studies or obtained supervised practical experience, or (ii) the Discipline Committee is satisfied as to the compe­ tence of the investigated person generally or in a specified field of practice; (

d) accept in place of a suspension the investigated person's un­ dertaking to hmit his practice; (

e) impose conditions on the investigated person's ehgibihty to engage in the practice of accounting generaUy or in any field of the practice, including the conditions that he (

i) practise under supervision, (ii) not engage in sole practice, (iu) permit periodic inspections by a person authorized by the Discipline Committee, or (iv) report to the Discipline Committee on specific matters; (

f) direct the investigated person to pass a particular course of study or satisfy the Discipline Committee as to his practical com­ petence generaUy or in a field of practice; (

g) direct the investigated person to satisfy the Discipline Com­ mittee that a disabihty or addiction can be or has been overcome, and suspend the person untd the Discipline Committee is so satisfied; (

h) require the investigated person to take counseUing that in the opinion ofthe Discipline Committee is appropriate; (

i) direct the investigated person to waive, reduce or repay a fee for services rendered by the investigated person that, in the opin­ ion ofthe Disciphne Committee, were not rendered or were im­ properly rendered; (

j) cancel the registration ofthe investigated person.

(2) The Discipline Committee may make any ancillary order that is appropriate or requu-ed in connection with any order mentioned in subsection (1) or may make any other order that it considers appro­ priate ui the circumstances, uicluding that (

a) a further or new investigation be held into any matter, 19

(

b) the Discipline Committee be convened to hear a complaint without a prehminary investigation, (

c) a matter be referred to the Practice Review Committee, or (

d) a complaint or conduct be referred to any other entity having jurisdiction to review complaints.

(3) Where the Discipline Committee is satisfied that an investigated person has contravened an order under subsection (1) it may, without the necessity of a further hearmg, cancel or suspend his registration subject to any terms it considers appropriate. Costs and 50(1) The Discipline Committee may, in addition to or instead of penalties dealing with the conduct of an investigated person ui accordance with

section 49, order that the investigated person pay (

a) all or part of the costs of the hearing in accordance with the by-laws, (

b) a fine not exceeding $10 000 to the Association, or (

c) both the costs under clause (

a) and the fine under clause (

b) with the time set by the order.

(2) If the person ordered to pay a fine, costs or both under subsection (1) fails to pay the fine, costs or both within the time ordered, the Disciphne Committee may suspend the registration of that person until he has paid the fine, costs or both.

(3) If the Disciphne Committee finds that a complaint is frivolous or vexatious, it may order the complainant to pay the costs of the prehminary investigation and the hearing before the Disciphne Com­ mittee determined in accordance with the regulations.

(4) A fine or costs ordered to be paid to the Association under this

section is a debt due to the Association and may be recovered by the Association by civil action for debt. Written decisions 51 The Discipline Committee shaU, within a reasonable time after the conclusion of a hearing before it, make a written decision on the matter, in which it shall (

a) describe each finding made by it in accordance with this Part, (

b) state the reasons for each finding made by it, and (

c) state any order made under this Part. Service of 52(1) When the Discipline Committee has made a decision, the decisions chairman or vice-chairman of the Disciphne Committee shaU im­ mediately forward to the Registrar (

a) the decision, and (

b) the record ofthe hearing, consisting of aU evidence presented before it, including (

i) aU exhibits, (ii) all documents, and 20

Effectiveness of decision Notice of appeal (iii) a transcript of all testimony given before it, whedier re­ corded electronicaUy, mechanicaUy or in handwritten form.

(2) The Registrar shall, on receiving the decision of the DiscipUne Committee and the record of the hearing referred to m subsection (1), serve (

a) a copy of the decision on (

i) the investigated person, and (ii) the chairman or vice-chairman ofthe Board, and (

b) a notice of the nature of the decision on the complainant, if any.

(3) A person served under subsection (2)(

a) with a copy of a decision of the Discipline Committee is entitled to examine the record or any part ofthe record ofthe proceedings before the Discipline Committee and to hear any tape recording or examine any mechanical or hand­ written form of record of any testimony given before the DiscipUne Committee. 53 The decision of the Discipline Committee remains in effect pending an appeal to the Board unless the Board on apphcation stays the decision pending the appeal. 54(1) An investigated person or the Registrar may appeal to the Board (

a) a finding made by a Discipline Committee in accordance with

section 47 or 48, (

b) any order of the Discipline Committee under

section 49 or 50, or (

c) both a finding referred to in clause (

a) and an order referred to in clause (b).

(2) An appeal under subsection (1) shaU be commenced by a written notice of appeal which shaU (

a) describe the finding or order appealed, and (

b) state the reasons for the appeal.

(3) A notice of appeal under subsection (2) shaU, (

a) when it is filed by the investigated person, be filed with the Registrar withm 30 days after the date of service ofthe decision ofthe Discipline Committee on the investigated person, and (

b) when d is filed by the Registrar, be filed by him within 30 days after he receives the decision ofthe Discipline Committee.

(4) The Registrar shaU, on receiving a notice of appeal under subsec­ tion (3), or on fihng a notice of appeal himself, transmd to each member ofthe Board a copy ofthe notice of appeal. 21

Notice of appeal hearing

(5) Each member of the Board is entitled on receiving a copy of a notice of appeal to examuie the record or any part ofthe record of the proceedings before the Discipline Committee and to hear any tape recording or examine any mechanical or handwritten form of record of any testimony given before the Discipline Committee. 55(1) The Registrar shaU, on the direction ofthe Board, serve on the investigated person a notice of hearing of an appeal stating the date, time and place when the Board wiU hear the matters appealed.

(2) The Board shaU hear an appeal within 30 days after the date of last service ofthe notice under subsection (1), (3) The Board may, on the written request ofthe investigated person or the Registrar, extend the period mentioned in subsection (2) for one or more additional periods, each not exceeding 30 days. Appeals to Board 56(1) The Registrar, the Association and the investigated person may appear and be represented by counsel at the hearing of an appeal before the Board.

(2) A member of the Disciphne Committee who is also a member ofthe Board may participate in an appeal before the Board but shall not vote in a decision of the Board on the appeal.

(3) The appeal to the Board shaU be founded on a copy ofthe record ofthe proceedings before the Discipline Committee and the decision and order ofthe Discipline Committee.

(4) Sections 42 to 46 apply to proceedings before the Board.

(5) The Board on an appeal may do any or aU ofthe following: (

a) grant adjoumments of the proceedings or reserve the deter­ mination of the matters before it for a future meeting of the Board; (

b) on granting special leave for that purpose, receive further evidence; (

c) draw inferences of fact and make a determination or finding that, in its opinion, ought to have been made by the Disciphne Committee.

(6) The Board shall, within 30 days from the date of the conclusion of all proceedings before it, do any or all of the foUowing: (

a) make any finding that, in its opinion, ought to have been made by the Discipline Committee; (

b) quash, vary or confirm the finding or order of the Disciphne Committee under this Part or substitute or make a finding or order of its own; (

c) refer the matter back to the Discipline Committee for further consideration in accordance with any direction that the Board may make.

(7) When the Board makes a decision, the chairman or vice-chair­ man shaU immediately forward a copy of the decision to the Regis­ trar. 22

Effectiveness of decisions Appeals to Court of Appeal

(8) The Registrar shall, on receiving a copy of the Board's decision under subsection (7), serve a copy ofthe decision on the investigated person. 57 The decision of the Board remains in effect pending an appeal to the Court of Appeal unless the Court on apphcation stays the decision pending the appeal. 58(1) An investigated person or the Registrar may appeal to the Court of Appeal a finding or order made by the Board under

section 56.

(2) An appeal under this

section shall be commenced (

a) by filing a notice of appeal with the Registrar ofthe Court at Edmonton or Calgary, and (

b) by serving a copy of the notice of appeal on (

i) the Registrar of the Association where the investigated person is the appellant, or (ii) on the investigated person where the Registrar ofthe As­ sociation is the appeUant, both within 30 days from the date on which the decision ofthe Board is served under

section 56(8). Extension of time 59 The chairman or vice-chairman of the Board may extend the time for filing or service under

section 58. Appeal on the record Powers of Court on appeal 60(1) An appeal under

section 58 shall be founded on the record of the proceedings before the Board and the decision and order of the Board.

(2) The Registrar, on being paid any disbursements and expenses in connection with a request made by the appellant or his sohcitor or agent, shaU fumish to the appellant or his sohcitor or agent the num­ ber of copies requested of the documents mentioned in subsection (1).

(3) The procedure in an appeal shall, with the necessary changes, be the same as that provided in the Alberta Rules of Court for appeals from the judgment of a judge of the Court of Queen's Bench to the Court of Appeal. 61(1) The Court of Appeal on hearing the appeal may do any or aU of the following: (

a) make any finddig that in its opudon ought to have been made; (

b) quash, confirm or vary the order or decision of the Board or any part of it; (

c) refer the matter back to the Board for further consideration in accordance with any direction of the Court; (

d) direct that a new trial of any mixed questions of law and fact relating to a finding or order or both a finding and an order of the Board under

section 56 be held before the Court of Queen's Bench. 23

Falsely obtained registration Cancellation and reinstatement Misrepresenta­ tion of status

(2) The Court of Appeal may make any award as to the costs of an appeal to it that the Court considers appropriate. 62(1) If the Board is satisfied, after a hearing on the matter, that a person whose registration is entered ui the register obtauied registra­ tion by means of any false or fraudulent representation or declara­ tion, either oral or written, the Board shaU order that his registration be canceUed.

(2) The provisions ofthis Part respectmg the procedures at a hearing before the Discipline Committee apply with aU necessary modifica­ tions to a hearing held by the Board under subsection (1). 63(1) If the registration of an authorized entity has been canceUed or suspended under this Part, the certificate of registration and an­ nual certificate or the permit of that authorized entity, as the case may be, is deemed to be canceUed or suspended, and that person shaU surrender to the Registrar, when requested, the certificate of registration and annual certificate or the permit, as the case may be.

(2) If the registration of an authorized entity has been canceUed under this Part, the registration shaU not be reinstated in the register except by order ofthe Board or a court of competent jurisdiction.

(3) No order shaU be made under subsection (2) within one year after (

a) the date on which the registration was canceUed, or (

b) if an order was granted under

section 53 or 57 staying the imposition of a punishment imposed by the Discipline Commit­ tee or the Board, as the case may be, and the punishment is later confirmed by the Board or the Court of Appeal, the date on which the Board or the Court made its order confirming the punishment.

(4) A member of the Board who is a member of a committee of inquiry appointed pursuant to the regulations to consider an apph­ cation under this Part for reinstatement of registration may partici­ pate in or vote at any proceedings of the Board under this section, and the Association's counsel may participate in those proceedings. 64 The conduct of a person who is or was registered as an author­ ized entity and who represents or holds out that he is registered and in good standing while his registration is suspended or cancelled may be dealt with as being professional misconduct in accordance with this Part.

PART 6 GENERAL Certificate of Registrar 65(1) A certificate purporting to be signed by the Registrar and stat­ ing that a named corporation was or was not, on a specified day or during a specified period, a professional corporation shall be admit­ ted in evidence as prima facie proof of the facts stated in it without proof of the Registrar's appointment or signature. 24

Protection from legal action Service of documents

(2) A certificate purporting to be signed by the Registrar and stating that a named person was or was not, on a specified day or during a specified period (

a) a certified general accountant, (

b) a student member, or (

c) an officer ofthe Association or a member ofthe Board, shall be admitted in evidence as prima facie proof of the facts stated in it without proof of the Registrar's appointment or signature. 66(1) No action hes against (

a) a member of the Discipline Committee, the Registration Committee, the Board or the Practice Review Committee, the Registrar, the Association or any person acting on the instmc­ tions of any of them, or (

b) any member, officer or employee of the Association for anything done by him in good faith and in purporting to act under (

c) this Act, (

d) the regulations, or (

e) a by-law that relates to or is incidental to a professional mat­ ter or a matter of public interest that is or may be the subject of a regulation under

section 68.

(2) No action for defamation may be founded on a communication that consists of or pertains to the conduct of an authorized entity if the communication is published to or by (

a) the Association, (

b) a member of the Board, the Discipline Committee, the Reg­ istration Committee or the Practice Review Committee, (

c) an officer or employee ofthe Association, or (

d) a person acting on the instmctions of any person or entity referred to in clauses (

a) to (c), in good faith in the course of investigating the conduct or in the course of any proceeding under this Act relating to the conduct. 67 When this Act, the regulations or the by-laws require that a document or notice be given to or served on any person, the docu­ ment or notice is sufficiently given or served if it is served personaUy on that person or sent to him by registered mad at his business address last shown on the register or records ofthe Association or, if personal service or service by mail is not reasonably possible, by pubhshing the document at least twice, and not more than a week apart, in a local newspaper circulating at or near the address last shown for that person on the Association's register or records. 25

PART 7 REGULATIONS AND BY-LAWS Regulations 68(1) The Board may make regulations (

a) establishing and providing for the publishing of a code of ethics respecdng the practice of accounting by authorized entities the maintenance of the dignity and honour of the profession of the practice of accounting and the protection ofthe public inter­ est; (

b) respecting the academic quahfications of and training re­ quirements for applicants for registration as certified general ac­ countants; (

c) establishing conditions respecting the registration of an appli­ cant referred to in clause (b), including residence, age and char­ acter requirements; (

d) providing for the evaluation by the Board, the Registration Committee, the Practice Review Committee or any other com­ mittee or board established or designated under the by-laws of the academic quahfications of and the training requirements for applicants for registration as certified general accountants, and the examination of those applicants with respect to those quali­ fications or requirements; (

e) goveming the names under which authorized entities may engage in the practice of accounting; (

f) prescribing the number of members that constitutes a quo­ mm ofthe Board, the Practice Review Committee, the Discipline Committee and the Registration Committee; (

g) goveming, subject to this Act, the operation and proceedings of the Registration Committee, the Practice Review Committee and the Discipline Committee, including the designation of chair­ man and vice-chairman and the appointment of members and the procedures for fiUing vacancies in the offices of chairman and vice-chairman, and the appointment of ex officio members, and prescribing their powers, duties and functions; (

h) respecting the procedures for hearings ofthe Discipline Com­ mittee and of the Board in matters relating to the conduct or practice of authorized entities, whether or not a complaint has been made; (

i) respecting reviews of the practice of an authorized entity by the Practice Review Committee or a person authorized by the Practice Review Committee; (

j) respecting registration and permits, the review of complaints, the practice of accounting and the review of the practice of au­ thorized entities generally; (

k) respecting the establishment by the Board of a compulsory continuing education program for certified general accountants; 0) goveming the publication of a notice of the suspension, can­ ceUation or reinstatement of the registration of an authorized entity in a form and manner prescribed by the Board; 26

(

m) respecting committees of inquiry for reinstatement under

Part 5; (

n) goveming the nature ofthe costs in respect of which an order may be made by the Discipline Committee under

section 50(3).

(2) A regulation under subsection (1) does not come into force unless it has been approved by (

a) a majority of the certified general accountants (

i) voting in person or by proxy at a general meeting, or (ii) voting in a mail vote conducted in accordance with the by-laws, and (

b) the Lieutenant Govemor in Council. By-laws 69(1) The Board may make by-laws (

a) for the govemment of the Association and the management and conduct of its affairs; (

b) determining the location ofthe head office ofthe Association; (

c) respecting the calling of and conduct of meetings of the As­ sociation and the Board; (

d) respecting the nomination, election, number and term of of­ fice of Board members and officers of the Association and the appointment of individuals as ex officio members of the Board and of any committee or board estabhshed by the Board and prescribing their powers, duties and functions; (

e) providing for the appointment of acting members ofthe Board and for procedures for the election of certified general account­ ants to the Board and the nomination of members of the public for appointment by the Minister or for appointment or election by the certified general accountants; (

f) providing for the division of Alberta into electoral districts, and prescribing the number of Board members to be elected from each district; (

g) respecting the registration of student members, including the conditions of eligibility for registration as a student member, and prescribing the rights, privileges and obligations of student mem­ bers; (

h) establishing classes or categories of membership in the As­ sociation in addition to certified general accountants and student members, establishing the conditions of eligibdity for registration and prescribing the rights, privdeges and obligations ofthe classes or categories of membership so estabhshed; (

i) providing for the appointment of an individual as an Acting Registrar who has all ofthe powers and performs aU ofthe duties of the Registrar under this Act, the regulations and the by-laws 27

when the Registrar is absent or unable to act or when there is a vacancy in the office of Registrar; 0) goveming the establishment, operation and proceedings of chapters; (

k) goveming the establishment, operation and proceedings of committees, the appointment of members of committees, the ap­ pointment of acting members and procedures for fiUing vacancies on committees and the delegation of any powers or duties ofthe Board under this Act, the regulations or by-laws to a committee established by the Board or under this Act; (1) prescribing the number of members that constitutes a quomm at meetings ofthe Association; (

m) prescribing fees and expenses payable to members of the Board, the Practice Review Committee, the Discipline Commd- tee, the Registration Committee, or any other board or commit­ tee of the Board or Association or to a certified general accoun­ tant representing the Association on a board or committee; (

n) respecting the estabhshment of and payment of sums of money for scholarships, fellowships and any other educational incentive or benefit programs that the Board considers appropriate; (

o) respecting the fixing of fees, dues and levies payable to the Association by certified general accountants, professional corpo­ rations and persons who are members of other classes or cate­ gories of membership in the Association; (

p) goveming the nature ofthe costs in respect of which an order may be made by the Discipline Committee imder

section 50(1); (

q) respecting the establishment, content and maintenance of registers and records that are required to be kept by the Registrar; (

r) respecting the removal from the registers and records of any memorandum or entry made in them under this Act or the reg­ ulations; (

s) goveming the publication of the names of applicants for reg­ istration as certified general accountants; (

t) requiring authorized entities to maintain a business address in Alberta and to inform the Registrar in writing of that address and of any change in that address forthwith after the change occurs; (

u) authorizing the Board to prescribe the form of a certificate of registration, a permit, an annual certificate and any other form or document that may be required for the purposes of this Act, the regulations or the by-laws; (

v) goveming the holding of mail votes; (

w) setting out the business that may be carried on and the pow­ ers that may be exercised by a professional corporation for the purpose of

section 12(l)(d). 28

Offences and penalties

(2) A by-law under subsection (1) does not come into force unless h has been approved by a majority ofthe certified general accountants (

a) voting in person or by proxy at a general meeting, or (

b) voting in a mail vote conducted in accordance with the by­ laws.

(3) The Regulations Act does not apply to by-laws ofthe Association.

PART 8 OFFENCES AND PENALTIES 70(1) Every person and every officer, employee or agent of a corpo­ ration or firm who contravenes this Act is guilty of an offence and hable (

a) for a first offence, to a fine of not more than $2000, (

b) for a 2nd offence, to a fine of not more than $4000, and (

c) for a 3rd and every subsequent offence, to a fine of not more than $6000 or to imprisonment for a term of not more than 6 months or to both fine and imprisonment.

(2) A prosecution under this

section may be commenced within 2 years after the commission ofthe alleged offence, but not afterwards. Membership deemed registration Board continued Application continued Discipline proceedings continued

PART 9 TRANSITIONAL, CONSEQUENTIAL AND COMMENCEMENT 71^7^ In this

section and in sections 72, 73 and 74, 'former Associa­ tion" means the Certifted General Accountants'Association of Alberta as incorporated under the Societies Act.

(2) An individual who is a member in accordance with the by-laws of the former Association is deemed to be a Certifted General Accountant under this Act.

(3) The Registrar shall, in the appropriate register established pur­ suant to this Act. register the names of those individuals referred to in subsection (2). 72 The members of the Board of Governors elected uruier the by­ laws of the former Association are deemed to be members ofthe Board uruier this Act, elected for the same period. 73 An application for membership made under the by-laws of the former Association but not concluded before the coming into force of this Act shaU be deaU with as an application for registration under this Act. 74(1) Any complaints or discipline proceedings that were commenced but not concluded before the coming into force of this Act shall be concluded under thi,by-laws of the former Association as though this Act had not come into force. 29

(2) A complaint made or discipline proceedings commenced after the coming into force ofthis Act when the complaint or proceedings relate to conduct occurring all or partly before the coming into force ofthis Act shall be dealt with uruier this Act. Commencement 75 Thls Act comcs into forcc on Proclamation. 30 Title: 1984 (20th, 2nd) Bill 91, Certified General Accountants Act