Division of Certified Public Accounting Roger Scarborough, Director 240 NW 76th Drive, Suite A Gainesville, FL 32607-6655

Phone: 850.487.1395 • Fax: 352.333.2508 Julie I. Brown, Secretary

Ron DeSantis, Governor

LICENSE EFFICIENTLY. REGULATE FAIRLY. WWW.MYFLORIDALICENSE.COM

May 14, 2021 Board of Accountancy

Department of Business and Professional Regulations https://global.gotomeeting.com/join/585815013

Dial in: United States (Toll Free): 1 866 899 4679 United States: +1 (571) 317-3116

Access Code: 585-815-013

Notice

Friday May 14, 2021 9:00 a.m. Call to Order Steve Platau Roll Call Roger Scarborough Establishment of Quorum Roger Scarborough

1. Approve Minutes March 26, 2021 a. April 16, 2021 b.

2. OGC Final Action

Hearing Involving No Disputed Facts a. Chuneyev, Alexander b. Kattell & Company, PL c. KPMG, LLP d. Vohden, Alexander

Settlement Stipulation e. Barie, Brian f. Bellinger, Matthew g. Dixon, B. Jeanette h. Fallenbaum, Donald i. Kekich, Mark j. Klayer, Garrett k. Riveria, Gustavo Motion for Entry of Final Order l. Alonso, Jorge m. How, Richard Waiver

n. Crawford, Elizabeth o. D’lorio, Dwight p. Reposa, Richard q. Shepherd, Misty r. Vazquez, Alberto s. Woods, Seth

3. Exams – Considerations

Falowski, Justin L. a. Hammack, Robert JM b. Hiew, Yick F. c. Mikelic, Michael F. d. Norden, Eric J. e. Norica, Christian f. Patel, Nikarlkumar g. Suchil, Kristina h.

Whipple, Jack R. i.

4. Endorsement – Considerations Bonk, John T. a. Kelly, Rebecca W. b. Moussa, Eric M. c. Smith, Thomas E. d. Swank, Noelle M. e. Vail, Emily f. Writt, Barry g.

5. Original Licensure – Considerations

Thomas, Justin W. a.

6. Firms – Considerations St. James Accounting and Tax LLC a.

7. Maintenance & Reactivation – Null & Void

Cotter, Patrick a. Ferguson, Patricia A. b. Pillion, Kevin P. c. Watson, William M. d.

8. Maintenance & Reactivation – Voluntary Relinquishment

Blum, Sharpiro & Company P.C. a. Diaz, Elizabeth Iturria b. Richard L Braman Jr, CPA, PLLC c. Squar Milner LLP d.

9. Committee Discussion

Education Advisory Committee – March 9, 2021 (Revision) a. CPE Task Force – April 5, 2021 b. CPE Committee – April 21, 2021 c. Rules Committee – April 29, 2021 (Draft) d.

10. Reports

Prosecuting Attorney Report- Chief Attorney; Ms. Miller a.

11. Rules a. Board Memo b. NASBA Legal Counsel Conference Draft Agenda c. April 2021 Rules Report d. Rule 61H1-27.001 e. Rule 61H1-28.0052

f. Rule 61H1-29.003 i) JAPC Letter ii) JAPC Response

g. Rule 61H1-35.0035 i) JAPC Letter – November 4, 2020 ii) Updated Rule Language for Consideration

h. Rule 61H1-21.001 i) JAPC Correspondence – April 2021 ii) JAPC Response – April 2021 iii) Statutory Governance (473.302 and 473.315 F.S.) iv) Existing Language v) Standards of Determining Independence vi) Mr. Platau’s Proposed Rule Amendment

12. Administration

Remarks from Executive Director a. Update from Board Member(s) serving on NASBA Committees b.

13. Florida Institute of Certified Public Accountants

14. Public Comments

15. Old Business

16. Other Business

17. Future Meetings

June 17th (Thursday) PC GoToMeeting June 18th (Friday) Board GoToMeeting August 5th (Thursday) PC Tampa. FL August 6th (Friday) Board Tampa, FL September 23rd (Thursday) PC Orlando, FL September 24th (Friday) Board Orlando, FL October 28th (Thursday) PC Orlando, FL October 29th (Friday) Board Orlando, FL December 16th (Thursday) PC Orlando, FL December 17th (Friday) Board Orlando, FL

18. Adjourn

Division of Certified Public Accounting Roger Scarborough, Director 240 NW 76th Drive, Suite A

Gainesville, Florida 32607-6655 Phone: 850.487.1395 Fax: 352.333.2508

Julie I. Brown, Secretary

Ron DeSantis, Governor

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March 26, 2021 Board of Accountancy

Department of Business and Professional Regulations https://global.gotomeeting.com/join/716624197

Dial in: United States (Toll Free): 1 877 309 2073 United States: +1 (646) 749-3129

Access Code: 716-624-197

Notice

Friday March 26, 2021 The meeting was called to order at 9:00 a.m. Roll call of Attendees was called by Roger Scarborough, Director and reflected the following persons present: Board Members Staff Steve Platau (Chair) Present Roger Scarborough Present Brent Sparkman Present June Carroll Present Jason Lafser Present Kevin Brown Present Tracy Keegan Present Ashley Bordeaux Present Shireen Sackreiter Present Aerin Davison Present Michelle Maingot Present Courtney Dixon Present William Benson Present Amber Bowman Present William Blend Present Julie I. Brown, Secretary, Department of Business and Professional Regulation, Walter Copeland, Deputy Secretary – Professions, Rachelle Munson, Senior Assistant Attorney General and Board Counsel; Brande Miller, Chief Attorney, Department of Business and Professional Regulation; Joseph Klein, Assistant General Counsel, Department of Business and Professional Regulation. Justin Thames, Julian Dozier, and Kristin Bivona of the Florida Institute of Certified Public Accountants. Jennifer Green of Liberty Partners of Tallahassee. The court reporter was Mykell Miller. Mr. Blend left the meeting at 1:00pm. Ms. Maingot left the meeting at 2:00pm.

1. Julie I. Brown – Secretary, Department of Business and Professional Regulation Ms. Brown formally introduced herself to the Board. Ms. Brown thanked the Board for their service and acknowledged many of the initiatives that the Board is undertaking.

2. Approve Minutes

a. January 29, 2021 Motion was made by Ms. Keegan, seconded by Mr. Blend, to approve minutes as presented. Upon vote, the motion passed unanimously.

3. OGC Final Action

2018-045054 Breard & Associates, Inc. a.

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Mr. Breard was present. Ms. Miller presented the case. Motion was made by Ms. Keegan, seconded by Mr. Blend to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Mr. Blend, seconded by Ms. Maingot to accept the recommended penalties. Upon vote, the motion passed unanimously.

2020-002405 Colon Pinilla, Jose b.

Mr. Colon Pinilla was present. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Blend, seconded by Ms. Maingot to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Mr. Benson, seconded by Mr. Blend to accept the recommended penalties. Upon vote, the motion passed unanimously.

2019-018351 Don, Irving c.

Mr. Don was present. Ms. Keegan was recused. Mr. Klein presented the case. Motion was made by Ms. Maingot, seconded by Mr. Sparkman to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Ms. Maingot, seconded by Mr. Blend to accept the recommended penalties. Upon vote, the motion passed unanimously.

2019-015337 De Moraes, Neilande d.

Mr. De Moraes was present. Ms. Keegan was recused Mr. Klein presented the case. Motion was made by Mr. Blend, seconded by Mr. Lafser to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Mr. Benson, seconded by Mr. Blend to accept the recommended penalties, with the amendment that the deadline for remittance of payment of the fine extended to six months instead of thirty days. Upon vote, the motion passed unanimously.

2019-003505 Fusile, Jeffrey Phil e.

Mr. Fusile was present with Mr. John Samaan present as counsel. Ms. Keegan was recused Ms. Miller presented the case. Motion was made by Mr. Benson, seconded by Ms. Maingot to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and

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accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Ms. Maingot, seconded by Mr. Benson to accept the recommended penalties. Upon vote, the motion passed unanimously.

2019-002597 Singh, Anil f.

Mr. Singh was present. Ms. Keegan was recused Mr. Klein presented the case. Motion was made by Mr. Benson, seconded by Mr. Blend to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Mr. Sparkman, seconded by Mr. Blend to accept the recommended penalties. Upon vote, the motion passed unanimously.

2019-013851 Wohlrabe, Robert g. Mr. Wohlrabe was present. Ms. Keegan was recused Mr. Klein presented the case. Motion was made by Mr. Benson, seconded by Ms. Maingot to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Mr. Benson, seconded by Mr. Blend to accept the recommended penalties. Upon vote, the motion passed unanimously.

2019-061570 Bissoon, Cintra h. Ms. Bissoon was not present. Ms. Keegan was recused. Mr. Klein presented the case. Motion was made by Mr. Benson, seconded by Ms. Maingot to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

2019-002195 Curmanskie, Andrew i. Mr. Curmanskie was not present. Ms. Keegan was recused. Mr. Klein presented the case. Motion was made by Mr. Lafser, seconded by Mr. Sparkman to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

2019-003520 Einhorn, Robert j. Mr. Einhorn was present. Ms. Keegan and Mr. Platau were recused. Mr. Blend acted as Chair. Ms. Miller presented the case. Motion was made by Ms. Benson, seconded by Mr. Sparkman to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

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2019-007105 Petrino, Sandralis k. Ms. Petrino was not present. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Benson, seconded by Mr. Sparkman to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

2019-057251 Shukla, Kshitij l. Mr. Shukla was present. Ms. Keegan was recused. Mr. Klein presented the case. Motion was made by Mr. Benson, seconded by Mr. Blend to adopt the terms of the proposed Settlement Stipulation with the amendment that the fine shall not be imposed. Upon vote, the motion passed unanimously.

2019-004856 Vu, Michael Quoc m. Mr. Vu was not present. Ms. Maingot was recused. Mr. Klein presented the case. Motion was made by Ms. Keegan, seconded by Mr. Benson to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

2020-000891 Yeager, Debra Anne n. Ms. Yeager was present with Mr. Thomas Buchanan present as counsel. Ms. Keegan was recused. Mr. Klein presented the case. Motion was made by Ms. Maingot, seconded by Mr. Sparkman to adopt the terms of the proposed Settlement Stipulation. Upon vote, the motion passed unanimously.

2018-063899 Cohen, Jason Bradley o. Mr. Cohen was not present. Ms. Maingot was recused Ms. Miller presented the case. Motion was made by Mr. Lafser, seconded by Ms. Keegan to acknowledge that Respondent was properly served, and qualifies to have a hearing before the Board involving no disputed issues of material fact and accept the allegations of fact and violations of law set forth in the Administrative Complaint as the Board’s findings of fact and conclusions of law. Upon vote, the motion passed unanimously. Motion was made by Ms. Keegan, seconded by Mr. Sparkman to accept the recommended penalties. Upon vote, the motion passed unanimously.

2020-032887 Aponte, Carlos Anibal p. Mr. Aponte was not present. Ms. Miller presented the case. Motion was made by Mr. Sparkman, seconded by Ms. Keegan to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

2020-002334 Cusano, Paul q.

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Mr. Cusano was not present, with Mr. Raymond Dague present as counsel. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Benson, seconded by Mr. Sparkman to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously.

2019-057740 Harris, Howard Jr. r. Mr. Harris was not present. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Benson, seconded by Mr. Lafser to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

2019-058317 Kehl, Donald Edward s. Mr. Kehl was not present. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Sparkman, seconded by Mr. Lafser to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

2020-038467 Quick, Solange t. Ms. Quick was not present. Ms. Miller presented the case. Motion was made by Ms. Keegan, seconded by Mr. Sparkman to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

2020-004441 Wrenn, Thomas u. Mr. Wrenn was not present. Ms. Keegan was recused. Ms. Miller presented the case. Motion was made by Mr. Benson, seconded by Mr. Sparkman to adopt the terms of the proposed Voluntary Relinquishment. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

4. Petition for Variance or Waiver of Rule

Hernandez, Marina a. Ms. Hernandez was present. Ms. Hernandez requested to withdraw the application. The withdrawal was accepted.

5. Exams – Considerations

Finlay, Thomas A. a. Mr. Finlay was not present.

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Motion was made by Mr. Blend, seconded by Mr. Sparkman, to deny the appeal for educational consideration. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Norden, Eric J. b. Mr. Norden was not present. Motion was made by Ms. Keegan, seconded by Mr. Sparkman, to continue. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Sagastume Ceron, Jeffrey c. Mr. Sagastume was present. Motion was made by Ms. Keegan, seconded by Mr. Sparkman, to approve for convictions only. Upon vote, the motion passed unanimously.

Williams, Daniel d. Mr. Williams was present. Motion was made by Ms. Keegan, seconded by Mr. Blend, to approve for convictions only. Upon vote, the motion passed unanimously.

6. Endorsement – Considerations

Bonk, John T. a. Mr. Bonk was not present. Motion was made by Mr. Sparkman, seconded by Ms. Keegan, to continue. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Douget, Carol L. b. Ms. Douget was present. Motion was made by Ms. Maingot, seconded by Mr. Sparkman, to approve for question five only. Upon vote, the motion passed unanimously.

Kirby, Robert J. c. Mr. Kirby was not present. Motion was made by Mr. Benson, seconded by Ms. Keegan, to approve for question four only. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Martin, Andrea d. Ms. Martin was not present. Motion was made by Mr. Sparkman, seconded by Mr. Benson , to approve for question four only on the condition that the applicant provide proof of completion of a Florida CPE Ethics Course within forty-five days. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Nicoloff, Chadwick M. e. Mr. Nicoloff was present. Motion was made by Ms. Maingot, seconded by Ms. Keegan, to approve for question five only contingent upon the applicant providing the Interstate Exchange of Examination and Licensure Information within sixty days. Upon vote, the motion passed unanimously.

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Parzynski, Melisa f.

Ms. Parzynski was not present. Motion was made by Ms. Keegan, seconded by Mr. Sparkman, to approve for question five only. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Writt, Barry g. Mr. Writt was not present. Motion was made by Ms. Keegan, seconded by Mr. Lafser, to continue and direct Staff to coordinate with the applicant to sign a ninety day waiver within fifteen days. Upon refusal of signing the waiver, the application will be denied. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

7. Original Licensure Considerations

Spear, Matthew A. a. Mr. Spear was not present. Motion was made by Mr. Benson, seconded by Ms. Keegan, to continue and direct Staff to coordinate with the applicant to sign a ninety day waiver within fifteen days. Upon refusal of signing the waiver, the application will be denied. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote. Motion was made by Mr. Sparkman, seconded by Mr. Lafser, to reconsider the question. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote. Motion was made by Mr. Sparkman, seconded by Ms. Keegan, to approve for convictions only. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Thomas, Justin W. b. Mr. Thomas was not present. Motion was made by Ms. Keegan, seconded by Mr. Sparkman, to continue and direct Staff to coordinate with the applicant to sign a ninety day waiver within fifteen days. Upon refusal of signing the waiver, the application will be denied. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

8. Maintenance & Reactivation – Null & Void

Crnkovich, Ashlee a. Ms. Crnkovich was not present. Motion was made by Ms. Keegan, seconded by Mr. Sparkman to approve the request for reactivation of the applicant’s license. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

Goldstein, Robert b. Mr. Goldstein was present with Mr. Barry Wax present as Counsel. Motion was made by Ms. Maingot, seconded by Mr. Benson to approve the request for reactivation of the applicant’s license. Upon vote, the motion passed unanimously.

Huber, Dianne L. c.

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Ms. Huber was not present. Motion was made by Ms. Keegan, seconded by Mr. Benson to approve the request for reactivation of the applicant’s license. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote..

Ruiz, Alfredo d. Mr. Ruiz was present. Motion was made by Ms. Maingot, seconded by Mr. Blend to approve the request for reactivation of the applicant’s license contingent upon the applicant providing evidence of completion of deficient CPE hours. Upon vote, the motion passed unanimously.

Southwell, David W. e. Mr. Southwell was present. Motion was made by Ms. Maingot, seconded by Ms. Keegan to approve the request for reactivation of the applicant’s license. Upon vote, the motion passed unanimously.

9. Maintenance & Reactivation – Voluntary Relinquishment Motion was made by Ms. Keegan, seconded by Mr. Benson, to ratify list as presented. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

10. Deceased A moment of silence was had for the deceased licensees.

11. Committee Discussion

Committee Roster for Ratification a. Mr. Platau presents the list of committees and appointments of Board Members and other members to serve on the Committees. Mr. Platau additionally requests other Board Members volunteer to serve on the Probable Cause Panel. Mr. Sparkman and Mr. Benson volunteered to serve on the Panel. Motion made by Ms. Keegan, seconded by Mr. Sparkman to ratify the appointments of the committees. Upon vote, the motion passes unanimously. Mr. Blend and Ms. Maingot were not present for this vote. b. Education Committee Minutes – March 9, 2021 Mr. Platau presents the minutes and decisions made by the committee to be discussed, approved and ratified by the board. Motion made by Mr. Lafser, seconded by Ms. Keegan to approve the minutes and ratify the decisions of the committee. Upon vote, the motion passes unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

12. Reports

Prosecuting Attorney Report- Chief Attorney; Ms. Miller a. Ms. Miller presents the monthly report and requests the board to allow her to continue with prosecutions. Motion made by Ms. Keegan, seconded by Mr. Lafser to allow Ms. Miller to continue with prosecutions. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

13. Rules

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March Rules Report a.

Ms. Munson presents the January Rules Report.

b. Rule 61H1-29.003 Ms. Munson provides an update on the Rule concerning Licensure by Endorsement. The Rule is being updated to reflect FS 455.217(7). Motion made by Mr. Sparkman, seconded by Mr. Lafser to amend Rule 61H1-29.003 to update the rule language as specified in the agenda materials. Mr. Blend and Ms. Maingot were not present for this vote. Motion was made by Ms. Keegan, seconded by Mr. Sparkman that the proposed Rule 61H1-29.003, F.A.C., would not have an adverse impact on small business or likely to directly or indirectly increase regulatory cost to any entity (including government) in excess of $200,000 in the aggregate in Florida within one (1) year after the implementation of the rule and this rule or any part of this rule will not be designated a minor violation. Upon vote, the motion passed unanimously. Mr. Blend and Ms. Maingot were not present for this vote.

c. Rule 61H1-27.002 This was an informational item

d. Rule 61H1-28.0052 This was an informational item.

14. Administration

Remarks from Executive Director a.

i. Extension of Collections Mr. Scarborough presented to the Board a procedure and letter outlining the conditions in which an individual may be offered a one-time 90 day extension on paying their outstanding fines and costs owed to the Department as part of Discipline.

ii. Clarification on NASBA Email Regarding CPE Audit Service Mr. Scarborough presented to the Board a point of clarification in regard to an email sent out by NASBA, emphasizing that the Division and the Department does not endorse any CPE Audit service.

Update from Board Member(s) serving on NASBA Committees b. Mr. Platau provided an update and encouraged the Board to participate in NASBA activities.

15. National Association of State Boards of Accountancy Ms. Coleen Conrad presented the Board an outline of the remote CPA Examination Pilot Program being offered to interested candidates starting in December. Ms. Conrad outlined the desire for the Pilot Program, given the need to test professionals in a method to maximize throughput and address health concerns. Ms. Conrad provided the Board with a step-by-step process of how remote testing will be administered, including mitigation of cheating and preparation of the proctored area. Ms. Conrad asked that the Board accept the

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scores of the CPA Exams administered through remote proctoring during the Pilot Program. Mr. Platau informed Ms. Conrad to coordinate with Mr. Scarborough for follow-up information. Mr. Scarborough questioned if the Board would accept exam scores from NASBA’s Remote Testing Pilot Program. Board members provided individual input. Board Counsel noted that statute and rule authorize the use of a designated CPA national exam but does not specifically address the delivery method for the exam. Accordingly, the Board is not specifically prohibited from accepting test scores released by NASBA from testers who participated in any administration of the national exam, including NASBA’s remote testing administrations. Rule 61H1-28.0052, F.A.C. was provided as a reference.

16. Florida Institute of Certified Public Accounting Mr. Thames provided an update on FICPA business, including legislative matters and initiatives. Mr. Thames additionally provided input on NASBA’s Remote Testing Pilot Program. Mr. Thames emphasized the involvement in the 2021 Legislative Session.

17. Public Comments There were none at this time.

18. Old Business

There were none at this time.

19. Other Business

There were none at this time

20. Adjourn The meeting was adjourned at 4:05 p.m.

Steven Platau, Chair Date

Division of Certified Public Accounting Roger Scarborough, Director 240 NW 76th Drive, Suite A

Gainesville, Florida 32607-6655 Phone: 850.487.1395 Fax: 352.333.2508

Julie I. Brown, Secretary

Ron DeSantis, Governor

LICENSE EFFICIENTLY. REGULATE FAIRLY. WWW.MYFLORIDALICENSE.COM

April 16, 2021 Board of Accountancy

Department of Business and Professional Regulations Best Western Gateway

Grand Hotel and Conference Center 4200 NW 97th Boulevard

Gainesville, FL 32606

Notice

Friday April 16, 2021 The training began at 9:00 a.m. Roger Scarborough, Director initiated the training meeting by leading a series of introductions of all staff and Board Members present and reflected the following persons present: Board Members Staff Steve Platau (Chair) Present Roger Scarborough Present Brent Sparkman Present June Carroll Present Jason Lafser Present Kevin Brown Present Tracy Keegan Excused Absence Ashley Bordeaux Present Shireen Sackreiter Present Karan Lee Present Michelle Maingot Excused Absence Trencia Jenkins Present William Blend Present Barbara Whitney Present William Benson Present Danielle Collins Present Amber Bowman Present Rachelle Munson, Senior Assistant Attorney General and Board Counsel; Brande Miller, Deputy General Counsel - Professions, Department of Business and Professional Regulation.

1. Welcome and Introductory Remarks Mr. Scarborough opened the training session by introducing himself and provided the Board with an overview of the various sections that comprise the Division Staff.

2. Board Chair Comments Mr. Platau welcomed all persons present and thanked the Board Members for attending this meeting as well as the presenters for their diligence in preparing their presentations.

3. Exams and Licensure

Ms. Lee opened the Exams and Licensure training by providing an overview of the OnBase and Versa Regulation applications that are utilized by the Division Staff to conduct daily business transactions. Ms. Lee additionally explained the processes for processing applications for Ethics Providers and courses, Petitions, and her role as the Committee on Continuing Professional Education Liaison.

Ms. Jenkins presented to the Board the process for processing applications for Licensure by Endorsement, Firms, and Temporary Permits. Ms. Jenkins also elaborated on her role as the Clay Ford Scholarship Committee Liaison. Ms. Whitney presented to the Board the process for processing Initial License Applications and Null and Void requests. Ms. Whitney additionally presented her role as the Education Advisory Committee Liaison. Mr. Scarborough recognized Ms. Whitney as the 2020 Department of Business and Professional Regulation, Division of Certified Public Accounting Person of the Year. The Board and Division Staff acknowledged and thanked Ms. Whitney for her contributions to the Division and wished her the best of luck on her upcoming retirement.

4. Enforcement Ms. Collins and Ms. Bowman present the Board with the process of processing a complaint received by the Division. They provided the Board with an account of how the complaints are sorted, investigated, and if able, prosecuted. They provided numerous examples to illustrate how the Division would respond to a given type of complaint. Ms. Miller additionally entertained questions from the Board and provided perspective on how the Office of the General Counsel interacts with the Division Staff in regard to prosecuting complaints. Ms. Miller also provided the Board information on the Probable Cause Panel and how the selection process works. Ms. Miller also addressed the Rule and Statutory requirements of the Panel.

5. Administration Ms. Carroll introduced the Administration Team. Ms. Carroll acknowledged Ms. Paula Watkins was unable to attend this meeting due to conducting Division Business. Ms. Bordeaux presented to the Board the logistical needs of the Division. Aspects of these needs included the processing of Wall Certificates for new licensees, managing the Division website, processing incoming mail, telephonic customer service and OnBase escalation, purchases and supplies acquisition and Public Records. Mr. Brown presented to the Board the details of his position within the Division. Mr. Brown highlighted his custodianship of the Board, processing public notices for the meeting, developing the Board Materials, securing court reporters, processing travel requests for the Board, processing Final Orders and discipline, and processing and tracking fines and costs.

6. Other Comments Ms. Munson provided input on Board Member Interaction and other aspects of her role as Board Counsel. Ms. Munson also encouraged the Board to seek guidance from herself and the Ethics Commission in the event ethics questions were to arise.

7. Conclusion Mr. Platau provided his closing remarks in regard to the training. The training concluded at 12:00 p.m.

Steven Platau, Chair Date

STATE OF FLORIDA BOARD OF ACCOUNTANCY MEETING OF THE BOARD

May 14, 2021

EXAMINATION CONSIDERATION

CPA examination applicant(s) answered yes to one or more application background questions. In accordance with procedures application(s) are being brought before the board for consideration. Falowski, Justin L. Hammack, Robert J.M. Hiew, Yick F. Mikelic, Michael F. Norden, Eric J. Norcia, Christian L. Patel, Niralkumar Suchil, Kristina P. Whipple, Jack R.

STATE OF FLORIDA BOARD OF ACCOUNTANCY MEETING OF THE

BOARD

May 14, 2021

ENDORSEMENT CONSIDERATIONS AGENDA

CPA endorsement applicant(s) answered yes to one or more of the application background questions. In accordance with instructions from the Board of Accountancy these application(s) are being brought before the board for consideration.

Bonk, John T. Kelly, Rebecca W. Moussa, Eric M. Smith, Thomas E. Swank, Noelle M. Vail, Emily E. Writt, Barry

STATE OF FLORIDA BOARD OF ACCOUNTANCY MEETING OF THE

BOARD

May 14, 2021

ORIGINAL LICENSURE CONSIDERATIONS AGENDA

CPA Original Licensure applicant(s) answered yes to one or more of the application background questions. In accordance with instructions from the Board of Accountancy these application(s) are being brought before the board for consideration.

Thomas, Justin W.

STATE OF FLORIDA BOARD OF ACCOUNTANCY

MEETING

May 14, 2021

FIRM LIICENSURE AGENDA

CPA firm applicant(s) answered yes to one or more of the application background questions. In accordance with procedures application(s) are being brought before the board for consideration.

St. James Accounting and Tax LLC

STATE OF FLORIDA BOARD OF ACCOUTANCY MEETING

May 14, 2021

MAINTENANCE AND REACTIVATION – NULL AND VOID APPLICATIONS

Section 473.315 (5) F.S. : Notwithstanding the provisions of s. 455.271, the board may, at its discretion, reinstate the license of an individual whose license has become null and void if the individual has made a

good faith effort to comply with this section but has failed to comply because of illness or unusual hardship. The individual shall apply to the board for reinstatement in a manner prescribed by rules of the

board and shall pay an application fee in an amount determined by rule of the board. The board shall require that the individual meet all continuing education requirements as provided in subsection (2), pay

appropriate licensing fees, and otherwise be eligible for renewal of licensure under this chapter. Cotter, Patrick M. Ferguson, Patricia A. Pillion, Kevin P. Watson, William M.

STATE OF FLORIDA BOARD OF ACCOUNTANCY

MEETING

May 14, 2021

CONSENT AGENDA

MAINTENANCE and REACTIVATION The following licensees have requested to voluntary relinquish their license. No disciplinary action pending. Licensee’s or Firm Name License Number Disciplinary Action Blum, Sharpiro & Company P.C. AD69854 Diaz, Elizabeth Iturria AC37651 Richard L Braman Jr, CPA, PLLC AD70240 Squar Milner LLP AD69445

Division of Certified Public Accounting Roger Scarborough, Director 240 NW 76th Drive, Suite A Gainesville, FL 32607-6655

Phone: 850.487.1395 • Fax: 352.333.2508 Halsey Beshears, Secretary

Ron DeSantis, Governor

LICENSE EFFICIENTLY. REGULATE FAIRLY. WWW.MYFLORIDALICENSE.COM

DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA BOARD OF ACCOUNTANCY

EDUCATION ADVISORY COMMITTEE MEETING TELEPHONE CONFERENCE CALL

March 9, 2021

REVISED MINUTES

I. Call to order The meeting was called to order at 10:32 a.m. by Dr. Fennema, Chairman. II. Roll Call The roll was called by Barbara Whitney, Regulatory Specialist II and reflected the following: Committee Members Present: Committee Members Absent: Dr. M.G. Fennema, Chair Dr. Gregory Trompeter Mr. Michael Kridel Dr. Nicholas Mastracchio Dr. Gary McGill Dr. Richard Morton Mr. Steven Platau Staff Members Present: Roger Scarborough, Director Karan Lee Trencia Jenkins Avon Witherspoon Barbara Whitney Others Present: Rachelle Munson, Assistant Attorney General and Board Counsel Kayla Mayhue Julie Nascimento Kitwana Thomas Adrian Middleton, Attorney George Young, Florida Atlantic University Sylwia Dziadziak, Florida Atlantic University III. Ratify Minutes from December 1, 2020, meeting Motion was made by Mr. Kridel and seconded by Mr. Platau to approve the December 1, 2020, minutes. Upon vote motion passed unanimously.

IV. Individual Curriculum Review A. Schuylor Dickerson Requesting upper-division accounting credit for the following course from Jacksonville University: ACCT-FIN 680 Financial Decision Making Motion was made by Dr. McGill and seconded by Mr. Kridel to approve upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. B. Kayla Mayhue Requesting upper-division accounting credit for the following courses from Western Governors University, ACCT C244 and ACCT C253 may be duplicative of ACC 413 - Internal Auditing and ACC 321- Cost Strategy & Decisions, from Grand Valley State University: ACCT C244 Advanced Auditing Motion was made by Dr. McGill and seconded by Dr. Mastracchio to approve upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. ACCT C253 Advanced Managerial Acct. Motion was made by Dr. Morton and seconded by Dr. McGill to deny upper-division accounting credit for the course listed above because it duplicates Cost Accounting I. Upon vote the motion passed unanimously. ACCT C213 Accounting for Decision Makers Motion was made by Dr. Morton and seconded by Mr. Kridel to deny upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. C. Julie Nascimento Requesting upper-division accounting credit for the following courses from the University of Massachusetts: AF 211 Managerial Accounting Motion was made by Dr. McGill and seconded by Dr. Mastracchio to deny upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. AF 301 Introduction to Financial Management Motion was made by Dr. McGill and seconded by Dr. Morton to deny upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. D. Adam Osiason Requesting upper-division accounting credit for the following course from the University of North Alabama which may be duplicative of MGT 6415 - Audit Institutions and Processes and MGT 6419 - Advanced Audit topics, at Vanderbilt University:

AC 467P Financial Statement Auditing II Motion was made by Dr. McGill and seconded by Dr. Morton to deny upper-division accounting credit for the course listed above because it duplicates a course already taken by applicant. Upon vote the motion passed unanimously. E. Kitwana Thomas Requesting upper-division accounting credit for the following course from the University of North Alabama which may duplicate ACCT 450 - Advanced Accounting I, from Jacksonville University. AC 365P Financial Reporting III Motion was made by Dr. McGill and seconded by Mr. Kridel to approve upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. F. Dane Vigen Requesting upper-division accounting credit for the following course from Western Governors University: ACCT UFC1 Managerial Accounting Motion was made by Dr. Mastracchio and seconded by Dr. Morton to deny upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. V. University Curriculum Review

A. Florida Atlantic University Requesting three (3) semester hours of upper-division accounting credit for the following courses: ACG 3842 Accounting Applications of Data Analytics Motion was made by Dr. McGill and seconded by Mr. Kridel to approve upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. TAX 4011 Federal Taxation 2 Motion was made by Dr. McGill and seconded by Mr. Platau to approve upper-division accounting credit for the course listed above. Upon vote the motion passed unanimously. Requesting three (3) semester hours of graduate accounting credit for the following courses: ACG 5176 Financial Statement Analysis Concepts and Applications ACG 5205 Advanced Accounting I ACG 5464 (5465) Accounting Applications in E-Commerce ACG 5623 (5625) IT Auditing Theory and Practice ACG 5686 Accounting Fraud Examination Concepts ACG 5692 Accounting Fraud Examination Concepts for Healthcare ACG 5693 Healthcare Audit & Fraud Examination Principles 1

ACG 5694 Healthcare Audit & Fraud Examination Principles 2 ACG 5866 Healthcare Industry Overview for Forensic Accountants ACG 5932 Fundamentals of Equity Research and Analysis ACG 6496 Advanced Accounting Applications of Data Analytics ACG 6678 Internal Auditing Cases and Projects Motion was made by Dr. McGill and seconded by Mr. Kridel to approve graduate accounting credit for the courses listed above. Upon vote the motion passed unanimously. The following courses were removed from consideration: ACG 7896 Seminar on Accounting Research and Capital Markets TAX 6935 Special Topics Course 1 - State and Local Taxation Requesting three (3) semester hours of graduate business credit for the following course: ACG 6396 Communication Strategies for Professional Accountants Motion was made by Mr. Platau and seconded by Dr. Mastracchio to approve graduate business credit for the course listed above. Upon vote the motion passed unanimously. Requesting three (3) semester hours of upper-division business law credit for the following course: BUL 4930 Contemporary Issues in Entertainment Law Motion was made by Mr. Platau and seconded by Dr. McGill to approve upper-division business law credit for the course listed above. Upon vote the motion passed unanimously. Requesting three (3) semester hours of graduate business law credit for the following course: BUL 6332 Business Law for Professional Accountants Motion was made by Mr. Platau and seconded by Dr. McGill to approve graduate business law credit for the course listed above. Upon vote the motion passed unanimously. V. Administrative Matters A. Consider /discuss the intent for U.S. 9 semester hour requirement and other potential rule conflicts. The Committee discussed who is required to complete the 3 semester hours of financial accounting based upon United States Generally Accepted Accounting Principles (GAAP), the 3 semester hours of taxation based upon United States federal and state laws and the 3 semester hours of business law based upon United States federal and state laws as prescribed in Rule 61H1-27.002 (2) (a) – (b) and (3) (a) – (b), F.A.C. (hereinafter referred to as the U.S. 9). Based on the discussion the Committee members agreed the following should be required to complete the U.S. 9:

• Individuals whose education is from an AACSB accredited institution outside the U.S.

• Individuals whose education is from an accredited school in a U.S. territory (ex. Puerto, U.S. Virgin Islands, etc.)

The Committee agreed that the following individuals should not be required to complete the U.S. 9:

• Individuals whose education is in a foreign country but they passed the CPA exam. • Individuals who are currently licensed in good standing from countries that are approved

by the International Qualifications Appraisal Board (IQAB) of the National Association of State Boards of Accountancy (NASBA) .

• Individuals who are currently licensed in good standing from countries that are approved by the International Qualifications Appraisal Board (IQAB) of the National Association of State Boards of Accountancy (NASBA) whose education is from a non-accredited college or university. The Committee also agreed these individuals would not be required to complete the 15 graduate hours as specified in Rule 61H1-27.001(5) F.A.C.

The Committee agreed that an international business law courses taken from an accredited school in the U.S. will meet the business law requirement. B. Laws and Rules (informational) C. Executive Director/Licensing Supervisor Comments None VI. Set future meeting date June 10, 2021, at 9:30 a.m. VII. Adjourn The meeting was adjourned at 12:37 p.m.

__________________________________________ Dr. M.G. Fennema, Chair

Division of Certified Public Accounting Roger Scarborough, Director 240 NW 76th Drive, Suite A Gainesville, FL 32607-6655

Phone: 850.487.1395 • Fax: 352.333.2508 Halsey Beshears, Secretary

Ron DeSantis, Governor

LICENSE EFFICIENTLY. REGULATE FAIRLY. WWW.MYFLORIDALICENSE.COM

Board of Accountancy Rules Committee Meeting

April 29, 2021 2:00 p.m.

https://global.gotomeeting.com/join/123626157 Dial in: United States (Toll Free): 1 (877) 309-2073

United States: (646) 749-3129 Access Code: 123-626-157

Notice

Meeting Minutes

The meeting was called to order by Michelle Maingot at 2:05pm, Committee Chair, Florida Board of Accountancy Board Members: Michelle Maingot (Committee Chair), Tracy Keegan, Steve Platau, Brent

Sparkman, and Jason Lafser Staff: Rachelle Munson, Assistant Attorney General and Board Counsel. Board

Staff: Roger Scarborough, and Kevin Brown Guests: Jennifer J. Green, President of Liberty Partners of Tallahassee, LLC and

Justin Thames, of the Florida Institute of CPAs (FICPA), Director of Governmental Affairs

Agenda Items

1. Rules Report - April This was an FYI item. Ms. Munson provided new committee members with an overview of the committee functions, to include the rulemaking process and to provide Board Counsel with their input on how the rules should be written to accurately reflect the will of the Board. Ms. Munson also provided background on the Joint Administrative Procedures Committee for the Rules Committee’s benefit.

2. Rule 61H1-21.001 Independence Ms. Munson provided the Committee with an update on the progress and history on Rule 61H1-21.001. Ms. Munson presented to the Committee various sources of how other regulating entities addressed Independence. Ms. Maingot conveyed that she felt the board was doing its job regarding standards of practice on independence, but this is accomplished primarily via the due professional care and the good moral character rules. She expressed concern that the rulemaking process is at cross purposes with the way the independence rules work. In her opinion, the independence rules are designed not to be so specific

that a licensee can get out of them by pointing out a single hole in the logic. Whereas the goal of rulemaking is to have rules very much form driven and very specific. And so by definition it’s an impossible task. She closed by saying that doesn’t relieve the committee or board of the responsibility to address the task. She believes that the best solution to protect the public and to let CPAs know their responsibility is to simply fall back on the due professional care and the good moral character rules as opposed to specific independence rules. After significant discussion, the Committee continued the item to investigate possible changes to section 473.315 F.S. in order to reflect the fluid nature of the standards of practice and to allow time for the Board to respond to JAPC’s addressed concerns to the proposed changes. Ms. Munson intends to update the Board at the next meeting. Mr. Platau asked that the Board consider his proposed language for the rule during the next Board meeting.

3. Rule 61H1-33.0035 Continuing Professional Education/ Governmental Auditing Ms. Munson provided the Committee with a historical account on Rule 61H1-33.0035 and an update in regard to the current status of the rule. Ms. Munson presented the Committee with a recommended change by JAPC to include the language that incorporates the “Yellow Book” by reference. At this time, the rule has been tolled to allow time for the change to the rule. The Committee, after discussion, the Committee accepted the recommended changes and will place the rule language before the Board for approval.

4. Other Business There was none at this time.

5. Old Business There was none at this time.

6. Adjourn The meeting was adjourned at 3:42 p.m. __________________________ Michelle Maingot, Chair Date

1

TO: Board of Accountancy FROM: Rachelle Munson, Board Counsel DATE: April 30, 2021 SUBJECT: Rules Information for Board Meeting – May 14, 2021 The following information is presented for consideration.

I. NASBA Legal Counsel Conference- Held April 12-14, 2021 a. Brief Recap b. Draft agenda attached

II. Rules Report - April Rules Report (updates provided verbally) III. Board Rules Currently Pending with Proposed Language

a. Rule 61H1-27.001, F.A.C. o Amended to include the European Quality Improvement System

(EQUIS), which focuses on business and management, as an accrediting agency accepted by the Board

o On track for adoption in May 2021 b. Rule 61H1-28.0052, F.A.C.

o 18-month requirement extended through June 30, 2021 o Adopted April 16, 2021 and effective May 6, 2021 o FYI: Emergency rule expires May 15, 2021

c. Rule 61H1-29.003, F.A.C. o Endorsement rule on track for adoption in May 2021 o JAPC letter/ response – addresses technical changes

d. Rule 61H1-33.0035, F.A.C. (Tolled) o JAPC Letter dated November 2020 (subsequently tolled) o Proposed amendment incorporates by reference “Yellow Book”-

Discussed during Rules Committee Meeting held April 29, 2021 o Language requires board approval – SERC Questions

e. Rule 61H1-21.001, F.A.C. (Tolled) o JAPC Letter/ Response- Addressing status of rule o Proposed amendments discussed during Rules Committee

Meeting held April 29, 2021 o Existing Language and Standards included for review o Chair Platau’s recommendation

ASHLEY MOODY ATTORNEY GENERAL

STATE OF FLORIDA

OFFICE OF THE ATTORNEY GENERAL Rachelle Munson

Assistant Attorney General Administrative Law Bureau

PL-01, The Capitol

Tallahassee, FL 32399-1050 Phone (850) 414-3300

Fax (850) 922-6425 rachelle.munson@myfloridalegal.com

http://www.myfloridalegal.com

2

IV. Departmental Rules/ Forms

a. In Rulemaking Process- Division tracking progress b. Authority: Section 455.213(1), F.S.- General Licensing Provisions c. Rule 61-35, F.A.C. – Departmental Rules for DBPR Forms. d. Board Rules Impacted:

o Rule 61H1-27.0041, F.A.C. (CPA 32) o Rule 61H1-29.003, F.A.C. (CPA 3, CPA 32, 5012-1) o Rule 61H1-30.011, F.A.C. (CPA 41, new CPA 9) o Rule 61H1-33.003, F.A.C. (CPA 41) o Rule 61H1-33.006, F.A.C. (CPA 7). Language presented for

consideration. Opened solely for rule development. Rule 61H1-28.010, F.A.C. (CPA 1, CPA 2) – Proposed as new rule for consideration: Licensure by Examination

26th Annual Conference for Board of Accountancy

Legal Counsel April 12 – 14, 2021

TENTATIVE AGENDA

All times are Central time zone – 3.19.2021

1

Monday, April 12, 2021

12:00 – 12:15 pm Welcome (All of Monday will be Joint Sessions using the ED link)

Presiding: Kent Absec, Executive Director Idaho State Board of Accountancy

12:15 – 12:45 pm NASBA Report Speakers: Carlos Barrera, CPA, 2020-2021 Chair NASBA Ken L. Bishop, President & CEO NASBA

12:45 – 1:15 pm Legislative Update/Anti-Regulation & ARPL Speakers: John Johnson Director, Legislative and Governmental Affairs NASBA

Marta Zaniewski, Vice President, State Regulatory and Legislative Affairs AICPA 1:15 – 1:30 pm Break 1:30 – 2:30 pm Succession Planning for CPA Firms

Speakers: Bill Pirolli, Vice Chair American Institute of CPAs David Nance, Deputy Director North Carolina State Board of CPA Examiners

2:30 – 3:15 pm Investigations

Speaker: Peter DelVecchia, CPA Peter DelVecchia, CPA, PLLC

3:15 – 3:30 pm Break

26th Annual Conference for Board of Accountancy

Legal Counsel April 12 – 14, 2021

TENTATIVE AGENDA

All times are Central time zone – 3.19.2021

2

3:30 – 4:00 pm Disciplinary Action

Speakers: Frank Trainor, Staff Attorney North Carolina State Board of CPA Examiners Taylor Shahon, Investigator Washington State Board of Accountancy

4:00 – 4:30 pm Legal Cases and Other Developments Impacting the Profession Speaker: Elizabeth Wolfe, Esq.

Regulatory Counsel, NASBA

Tuesday, April 13, 2021

10:00 – 11:00 am Digital Accessibility: A Civil Right for Disabled Test-takers and others in the CPA community

(Will begin using ED Link for Joint Sessions) Speaker: Lainey Feingold, Esq. Law Office of Lainey Feingold Author, Structured Negotiations: A Winning Alternative To Lawsuits 11:00 – 11:45 am CPA Examination Update (Joint Session ED Link) Speaker: Colleen Conrad, CPA, Executive Vice President & COO NASBA

Michael Decker, Vice President, Examinations AICPA

11:45 – 12:00 am Break 12:00 pm – 12:45 pm CPA Evolution (Joint Session ED Link)

Speakers: Dan Dustin, Vice President State Board Relations

NASBA Carl Mays, Senior Technical Manager AICPA

26th Annual Conference for Board of Accountancy

Legal Counsel April 12 – 14, 2021

TENTATIVE AGENDA

All times are Central time zone – 3.19.2021

3

12:45 – 1:15 pm Ramifications of Waiving Requirements due to Emergency/COVID19 (Joint Session ED Link) Speakers: John Patterson, Esq., Executive Director Accountancy Board of Ohio Kimberly Fast, Executive Director Oregon Board of Accountancy Russ Freidewald, Executive Director Illinois Board of Examiners 1:15 – 1:45 pm Break 1:45 – 2:45 pm IRS Office of Professional Responsibility Session (Ethics) (Begin Legal Link)

Speaker: Sharyn M Fisk Director, Office of Professional Responsibility Internal Revenue Service

2:45 – 3:45 pm Lawyer Well-Being Session (Legal link) Speaker: Bree Buchanan, Esq.

Senior Advisor, Krill Strategies, LLC 3:45 – 5:00 pm Roll Call (Legal Only)

Moderators: Elizabeth Wolfe, Esq. Regulatory Counsel, NASBA

Maria L. Caldwell, Esq. Chief Legal Officer and Director, Compliance Services, NASBA

26th Annual Conference for Board of Accountancy

Legal Counsel April 12 – 14, 2021

TENTATIVE AGENDA

All times are Central time zone – 3.19.2021

4

Wednesday, April 14, 2021

10:00 – 11:00 am Roll Call (Legal Only) (Wednesday for Legal will all be on Legal Link)

Moderators: Elizabeth Wolfe, Esq. Regulatory Counsel, NASBA Maria Caldwell, Esq.

Chief Legal Officer and Director, Compliance Services NASBA

11:00 – 12:00 pm Government by Algorithm: Artificial Intelligence in Federal Administrative Agencies

(This session is part of the 26th Annual Conference for Board of Accountancy Legal Counsel. Executive Directors and Board Staff will be invited to attend)

Speaker: Professor Catherine M. Sharkey Crystal Eastman Professor of Law New York University School of Law

12:00 pm – 12:30 pm Break 12:30 – 1:00 pm Roll Call (Legal Only) (Wednesday for Legal will all be on Legal Link)

Moderators: Elizabeth Wolfe, Esq. Regulatory Counsel, NASBA Maria Caldwell, Esq.

Chief Legal Officer and Director, Compliance Services NASBA

26th Annual Conference for Board of Accountancy

Legal Counsel April 12 – 14, 2021

TENTATIVE AGENDA

All times are Central time zone – 3.19.2021

5

1:00 – 2:00 pm Administrative Proceedings: Order Preparation and Deliberation

(This session is part of the 26th Annual Conference for Board of Accountancy Legal Counsel. Executive Directors and Board Staff will be invited to attend)

Speaker: Judge Steve Darnell Administrative Law Judge State of Tennessee, Administrative Hearings Division

2:00 – 2:15 pm Break 2:15 – 3:30 pm Roll Call/Q&A/Wrap Up/Adjourn (Legal Counsel only)

Moderators: Elizabeth Wolfe, Esq. Regulatory Counsel, NASBA Maria L. Caldwell, Esq.

Chief Legal Officer and Director, Compliance Services, NASBA

BOARD OF ACCOUNTANCY RULES REPORT

APRIL 2021

1

Rule Number Rule Title

Date Rule Language Approved by Board

Date Sent to OFARR

Rule Development

Published

Notice Published Adopted Effective

61H1-20.013 61H1-20.016

Employee Non-CPA Shareholders, Partners, and Members

09/24/20 11/17/20 11/25/20 12/11/20 12/15/20 – JAPC Letter 12/22/20 – JAPC Response

02/17/21 03/09/21

61H1-20.0093 Rules of the Auditor General 10/23/20 11/25/20 12/03/20 12/18/20 02/1/21 02/21/21

61H1-21.001 Independence 6/11/20

09/24/20

06/26/20

10/23/20

07/08/20 07/21/20 07/22/20 – JAPC Letter 08/05/20 – JAPC Response 10/06/20 – JAPC Response 10/06/20 – TOLLED 10/07/20 – JAPC Letter 11/02/20 - Notice of Change Filed 11/5-6/20 – JAPC Letter 11/17/20 – JAPC Response

61H1-27.001 College or University Requirements 09/24/20 11/06/20 11/16/20 12/01/20

01/20/21 02/09/21

61H1-27.001 College or University Requirements 01/29/21 02/23/21 03/03/21 03/18/2021

61H1-28.0052 (Emergency Rule)

Number of Sittings, and Granting of Credit, Release of Grades and Completion of Examination, Transition Rules

01/29/21 02/15/21 02/15/21

61H1-28.0052 Number of Sittings, and Granting of Credit, Release of Grades and Completion of Examination, Transition Rules

01/29/21 02/16/21 02/24/21 03/11/21

61H1-29.003 Experience for Licensure by Endorsement.

03/26/21 06/15/20 (RD) 04/02/21 (PR)

06/24/20

61H1-31.014 Continuing Education Course Approval Fees.

06/15/20 06/24/20

BOARD OF ACCOUNTANCY RULES REPORT

APRIL 2021

2

Rule Number Rule Title

Date Rule Language Approved by Board

Date Sent to OFARR

Rule Development

Published

Notice Published Adopted Effective

61H1-33.001 61H1-33.002 61H1-33.003 61H1-33.006 61H1-33.0031 61H1-33.0032 61H1-33.0033 61H1-33.0034 61H1-33.00341 61H1-33.00342

Certified Public Accountants Required to Comply with this Chapter. Organization and Administration. Continuing Professional Education Inactive or Delinquent Florida Certified Public Accountants Who Desire to Become Active Licensees Continuing Professional Education /Ethics. Board Approval of CPA Ethics Continuing Education by Providers Obligations of CPA Ethics Course Continuing Education Providers Evalaution of CPA Ethics Course Providers Duration of CPA Ethics Course Provider Status CPA Ethics Courses-Standards for Approval of Courses

06/15/20 06/24/20

61H1-33.0035 Continuing Professional Education/ Governmental Auditing.

09/24/20 06/15/20 10/23/20

06/24/20 11/02/20 11/04/20 – JAPC Letter 11/17/20 – Atty Response 01/20/21 - TOLLED 01/27/21 – Atty Response

61H1-27.001 College or University Requirements. (1) An accredited college or university within the meaning of Section 473.306, F.S., is a four-year degree

granting college or university in the State University System or other four-year degree granting educational institution accredited at the time applicant’s degree was received by virtue of membership in one of the following accrediting agencies so listed:

(a) Middle States Association of Colleges and Secondary Schools; (b) Middle States Commission on Higher Education; (c) New England Association of Schools and Colleges; (d) Higher Learning Commission; (e) Northwest Commission on Colleges and Universities; (f) Southern Association of Colleges and Schools; (g) Western Association of Schools and Colleges; (h) Association to Advance Collegiate Schools of Business (AACSB); (i) European Quality Improvement System (EQUIS), (j) Association of Independent Colleges and Schools. After August 2, 1992 the Association of Independent

Colleges and Schools (AICS) will no longer be deemed an acceptable accrediting agency, unless the college or school accredited by the AICS is regulated by the Commission for Independent Education and exempted from licensure by the CIE under the provisions of section 246.085, F.S.

(k) Canadian, Mexican, Irish, Australian, New Zealand, and Hong Kong academic accounting programs approved by the provincial education bodies or the equivalent educational accreditation body for that country.

(2) – (6) No change.

Rulemaking Authority 473.304, 473.306 FS. Law Implemented 473.306 FS. History–New 12-4-79, Amended 2-3-81, 3-21-84, 10-28-85, Formerly 21A-27.01, Amended 4-8-86, 9-1-87, 8-25-88, 12-28-89, 3-29-90, Formerly 21A-27.001, Amended 1-11-95, 5-11-03, 3-21-05, 4-9-06, 8-13-06, 12-27-09, 2-6-12, 3-27-13, 8-7-13, 3-13-18, 7-29-18, 4-30-19, 4-23-20.

Notice of Proposed Rule DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION Board of Accountancy RULE NO.: RULE TITLE: 61H1-28.0052 Number of Sittings, and Granting of Credit, Release of Grades and Completion of Examination, Transition Rules PURPOSE AND EFFECT: The Board proposes a rule amendment for the eighteen-month requirement in this rule will not apply to examination credits expiring between April 1, 2020 and June 29, 2021. Those credits shall be granted an extension through June 30, 2021. SUMMARY: To provide an extension for the examination credits. SUMMARY OF STATEMENT OF ESTIMATED REGULATORY COST AND LEGISLATIVE RATIFICATION: The agency has determined that this will not have an adverse impact on small business or likely increase directly or indirectly regulatory costs in excess of $200,000 in the aggregate within one year after the implementation of the rule. A SERC has not been prepared by the agency. The agency has determined that the proposed rule is not expected to require legislative ratification based on the statement of estimated regulatory costs or if no SERC is required, the information expressly relied upon and described herein: During discussion of the economic impact of this rule at its Board meeting, the Board concluded that this rule change will not have any impact on licensees and their businesses or the businesses that employ them. The rule will not increase any fees, business costs, personnel costs, will not decrease profit opportunities, and will not require any specialized knowledge to comply. This change will not increase any direct or indirect regulatory costs. Hence, the Board determined that a Statement of Estimated Regulatory Costs (SERC) was not necessary and that the rule will not require ratification by the Legislature. No person or interested party submitted additional information regarding the economic impact at that time. Any person who wishes to provide information regarding a statement of estimated regulatory costs, or provide a proposal for a lower cost regulatory alternative must do so in writing within 21 days of this notice. RULEMAKING AUTHORITY: 455.217(1), 473.304, 473.306 FS. LAW IMPLEMENTED: 455.217(1), 473.306 FS. IF REQUESTED WITHIN 21 DAYS OF THE DATE OF THIS NOTICE, A HEARING WILL BE SCHEDULED AND ANNOUNCED IN THE FAR. THE PERSON TO BE CONTACTED REGARDING THE PROPOSED RULE IS: Roger Scarborough, Division Director, Board of Accountancy, 240 NW 76th Dr., Suite A, Gainesville, Florida 32607, Roger.Scarborough@myfloridalicense.com. THE FULL TEXT OF THE PROPOSED RULE IS:

61H1-28.0052 Number of Sittings, and Granting of Credit, Release of Grades and Completion of Examination, Transition Rules.

(1) - (2) No change. (3) The eighteen-month requirement as stated in this rule does not apply to examination credits expiring

between April 1, 2020 and June 29, 2021. Those credits shall be granted an extension through June 30, 2021.

Rulemaking Authority 455.217(1), 473.304, 473.306 FS. Law Implemented 455.217(1), 473.306 FS. History–New 1-1-04, Amended 2-24-08, 8-20-09, 12-10-09, .

NAME OF PERSON ORIGINATING PROPOSED RULE: Board of Accountancy NAME OF AGENCY HEAD WHO APPROVED THE PROPOSED RULE: Board of Accountancy DATE PROPOSED RULE APPROVED BY AGENCY HEAD: DATE NOTICE OF PROPOSED RULE DEVELOPMENT PUBLISHED IN FAR:

61H1-29.003 Experience for Licensure by Endorsement. (1) Any applicant seeking licensure by endorsement under Section 473.308(7)(a), F.S., and having not been licensed in another

state, shall have completed continuing education meeting the requirements of Rule 61H1-33.003, F.A.C., for the two (2) years immediately preceding the filing of the application.

(2) Any applicant seeking licensure by endorsement under Section 473.308(7)(b), F.S., and having been licensed in another state, shall have completed whatever continuing education is required by that state to maintain an active license to practice public accounting in that state, so long as such requirements are equivalent to those required by Rule 61H1-33.003, F.A.C., for the two (2) years immediately preceding the filing of the application.

(13) Any applicant seeking licensure by endorsement under Section 473.308(8), F.S., must have experience that includes at least five years experience gained in industry, academia, or in the practice of public accounting while licensed as a Certified Public Accountant or Chartered Accountant in the practice of public accounting or as an auditor or accountant in a unit of federal, state, or local government provided that the position held meets the activity and verification requirements set forth in Section 473.308(4)(a), F.S.

(4) College courses used to meet education requirements of Rules 61H1-27.001 and 61H1-27.002, F.A.C., cannot also be used to meet the initial continuing professional education requirements of subsection (1) or (2) above.

(25) Documentation of the experience shall be made using the Verification of Work Experience form (DBPR Form CPA 32/Revised 08/2012), which is hereby incorporated by reference, a copy of which may be obtained from http://www.flrules.org/Gateway/reference.asp?No=Ref-02046 or the Board office located at 240 N. W. 76th Drive, Suite A, Gainesville, FL 32607-6655.

Rulemaking Authority 473.304, 473.306, 473.308 FS. Law Implemented 455.217(7), 473.308 FS. History–New 4-24-88, Amended 6-12-88, Formerly 21A-29.003, Amended 2-12-98, 5-19-03, 1-31-05, 2-22-07, 11-18-07, 12-10-09, 12-20-12.

WILTON SIMPSON CHRIS SPROWLS President Speaker

THE FLORIDA LEGISLATURE

JOINT ADMINISTRATIVEPROCEDURES COMMITTEE

Representative Rick Roth, Chair KENNETH J. PLANTESenator Ben Albritton, Vice Chair COORDINATORSenator Loranne Ausley Room 680, Pepper BuildingSenator Jason Brodeur 111 W. Madison StreetSenator Danny Burgess Tallahassee, Florida 32399-1400Senator Shevrin D. “Shev” Jones Telephone (850) 488-9110Representative Demi Busatta Cabrera Fax (850) 922-6934Representative Anna V. Eskamani www.japc.state.fl.usRepresentative Sam Garrison japc@leg.state.fl.usRepresentative Thomas Patterson “Patt” ManeyRepresentative Angela “Angie” Nixon

April 19, 2021

Ms. Rachelle MunsonAssistant Attorney GeneralOffice of the Attorney GeneralPL-01, The CapitolTallahassee, Florida 32399

RE: Department of Business and Professional Regulation: Board of AccountancyProposed Rule 61H1-29.003

Dear Ms. Munson:

I have reviewed the above-referenced proposed rule, which was advertised in the Florida Administrative Register on April 13, 2021. I have the following comment.

61H1-29.003: It does not appear that section 455.217(7) should be cited as a law implemented.

Please explain why section 473.306 is cited as rulemaking authority.

Please let me know if you have any questions. Otherwise, I look forward to your response.

Sincerely,

Marjorie C. HolladayChief Attorney

cc: Mr. Edward A. Tellechea, Chief Assistant Attorney General

MCH:df #183110

April 20, 2021

Ms. Marjorie Holladay Chief Attorney Joint Administrative Procedures Committee Room 680, Pepper Building 111 W. Madison Street Tallahassee, Florida 32399-1400 Re: Department of Business and Professional Regulation:

Board of Accountancy (Board) Proposed Rule 61H1-29.003, F.A.C.

Dear Ms. Holladay: This letter is in response to your letter dated April 19, 2021, regarding the above-referenced proposed rule. Your observations are relevant and helpful. Upon closer review, it is agreed that section 455.217(7), F.S., should not be cited as a law implemented. Furthermore, section 473.306, F.S., specifically addressing examination considerations, should not be included as a rulemaking authority for the licensure by endorsement rule. The corrections, if you so agree, can be made at the time of adoption. As always, I appreciate the opportunity to address your concerns. Sincerely, Rachelle Munson

Rachelle Munson Assistant Attorney General cc: Mr. Edward Tellechea, Chief Assistant Attorney General

Roger Scarborough, Division Director, Board of Accountancy Cassandra Fullove, Paralegal

ASHLEY MOODY

ATTORNEY GENERAL

STATE OF FLORIDA

OFFICE OF THE ATTORNEY GENERAL Rachelle Munson

Assistant Attorney General

Administrative Law Bureau

PL-01, The Capitol

Tallahassee, FL 32399-1050

Phone (850) 414-3300

Fax (850) 922-6425

rachelle.munson@myfloridalegal.com

http://www.myfloridalegal.com

BILL GALVANO JOSE R. OLIVA President Speaker

THE FLORIDA LEGISLATURE

JOINT ADMINISTRATIVEPROCEDURES COMMITTEE

Senator Linda Stewart, Chair KENNETH J. PLANTERepresentative Erin Grall, Vice Chair COORDINATORSenator Janet Cruz Room 680, Pepper BuildingSenator Ed Hooper 111 W. Madison StreetSenator Keith Perry Tallahassee, Florida 32399-1400Senator Tom A. Wright Telephone (850) 488-9110Representative Vance Arthur Aloupis, Jr. Fax (850) 922-6934Representative Tommy Gregory www.japc.state.fl.usRepresentative Cindy Polo japc@leg.state.fl.usRepresentative Holly RascheinRepresentative Jason ShoafRepresentative Clovis Watson, Jr.

November 4, 2020

Ms. Rachelle MunsonAssistant Attorney GeneralOffice of the Attorney GeneralPL-01, The CapitolTallahassee, Florida 32399

RE: DBPR: Board of AccountancyProposed Rule 61H1-33.0035

Dear Ms. Munson:

I have reviewed the above-referenced proposed rule, which was advertised in the Florida Administrative Register on November 2, 2020. I have the following comments.

61H1-33.0035(1): This rule subsection requires any certified public accountant involved in governmental audits to comply with the continuing professional education requirements imposed by the Government Auditing Standards 2018, referred to as the “Yellow Book.” That document is not specifically incorporated by reference in the rule text nor is there a placeholder for the Department of State’s e-rulemaking website.

As the rule requires compliance with the Yellow Book, the Yellow Book is part of the rule. See § 120.52(16), Fla. Stat. (“‘Rule’ means each agency statement of general applicability that implements, interprets, or prescribes law or policy or describes the procedure or practice requirements of an agency and includes any form which imposes any requirement or solicits any information not specifically required by statute or by an existing rule.”). Accordingly, the Yellow Book should be specifically incorporated by reference in the rule text and the

Ms. Rachelle MunsonNovember 4, 2020Page 2

requirements of section 120.54(1)(i), section 120.54(3)(a)4., and Florida Administrative Rule 1-1.013 apply.

Please let me know if you have any questions. Otherwise, I look forward to your response.

Sincerely,

Marjorie C. HolladayChief Attorney

cc: Mr. Edward A. Tellechea, Chief Assistant Attorney General

MH:df #183125

61H1-33.0035 Continuing Professional Education/Governmental Auditing.

(1) Any certified public accountant who is involved in governmental audits shall be required to comply with the continuing

professional education (CPE) requirements imposed by Government Auditing Standards 2018 2007 commonly referred to as the

“Yellow Book,” effective July 2007, which is hereby incorporated by reference and available from

http://www.flrules.org/Gateway/reference.asp?No=Ref-___________ or at http://www.gao.gov/yellowbook, if during the

engagement:

(a) – (d) No change.

(2) Certified public accountants conducting audits controlled by either paragraph (a) or (b) below, shall be required to take 24

hours of governmental CPE and shall be required to comply with the CPE requirements imposed by Government Auditing

Standards.

(a) Government Auditing Standards, 2018 2007 Revision, as referenced in subsection (1) of this rule. issued by the U.S.

Government Accountability Office, which may be obtained at http://www.gao.gov/govaud/ybk01.htm.

(b) The Rules of the Auditor General, Chapter 10.550, as referenced in Rule 61H1-20.0093, F.A.C. which may be obtained at

http://www.myflorida.com/audgen/pages/rules.htm.

(3) No change.

Rulemaking Authority 473.312(3) FS. Law Implemented 473.312(3) FS. History–New 8-22-90, Amended 7-7-92, Formerly 21A-33.0035,

Amended 5-26-96, 4-13-08, 12-10-09, .

WILTON SIMPSON CHRIS SPROWLS President Speaker

THE FLORIDA LEGISLATURE

JOINT ADMINISTRATIVEPROCEDURES COMMITTEE

Representative Rick Roth, Chair KENNETH J. PLANTESenator Ben Albritton, Vice Chair COORDINATORSenator Loranne Ausley Room 680, Pepper BuildingSenator Jason Brodeur 111 W. Madison StreetSenator Danny Burgess Tallahassee, Florida 32399-1400Senator Shevrin D. “Shev” Jones Telephone (850) 488-9110Representative Demi Busatta Cabrera Fax (850) 922-6934Representative Anna V. Eskamani www.japc.state.fl.usRepresentative Sam Garrison japc@leg.state.fl.usRepresentative Thomas Patterson “Patt” ManeyRepresentative Angela “Angie” Nixon

April 21, 2021

Ms. Rachelle MunsonAssistant Attorney GeneralOffice of the Attorney GeneralPL-01, The CapitolTallahassee, Florida 32399

RE: Department of Business and Professional Regulation: Board of AccountancyProposed Rule 61H1-21.001

Dear Ms. Munson:

The above-referenced rule has been tolled since October 6, 2020. The last correspondence from the board concerning this rule advised the committee that the board would consider this rule in December of 2020.

Please advise the committee as soon as possible what the board is doing to work on this rule. If I do not receive a response from you by May 14, 2021, I anticipate advising you that my review of the rule is complete pursuant to section 120.54(3)(e)6., Florida Statutes.

Please let me know if you have any questions. Otherwise, I look forward to your response.

Sincerely,

Marjorie C. HolladayChief Attorney

cc: Mr. Edward A. Tellechea, Chief Assistant Attorney General

MCH:df #182357

April 30, 2021

Ms. Marjorie Holladay Chief Attorney Joint Administrative Procedures Committee Room 680, Pepper Building 111 W. Madison Street Tallahassee, Florida 32399-1400 Re: Department of Business and Professional Regulation:

Board of Accountancy Proposed Rule 61H1-21.001, F.A.C.

Dear Ms. Holladay: This letter is in response to your letter dated April 21, 2021, regarding the above-referenced proposed rule. Your follow-up is timely. The Rules Committee (“committee”) of the Board of Accountancy (“Board”) met as recently as yesterday to review the status of the rule and to discuss previously contemplated changes. The committee is very engaged in the review process, and the matter will be further discussed at the Board meeting scheduled for May 14, 2021. Of course, I will update up you should any relevant Board action occur. Without caveat, the Board takes very seriously the guidelines associated with Independence standards for the profession, and the tolling of the rule provides a meaningful opportunity for comprehensive review. Thank you for your correspondence. As always, I appreciate the opportunity to address your concerns during the rulemaking process. Sincerely, Rachelle Munson Rachelle Munson Assistant Attorney General cc: Edward Tellechea, Chief Assistant Attorney General Roger Scarborough, Division Director Cassandra Fullove, Paralegal

ASHLEY MOODY

ATTORNEY GENERAL

STATE OF FLORIDA

OFFICE OF THE ATTORNEY GENERAL Administrative Law Bureau

Rachelle Munson Assistant Attorney General

Administrative Law Bureau

PL-01, The Capitol

Tallahassee, FL 32399-1050

Phone (850) 414-3300 Fax (850) 922-6425

rachelle.munson@myfloridalegal.com

http://www.myfloridalegal.com

473.302 Definitions.—As used in this chapter, the term: (1) “Board” means the Board of Accountancy. (2) “Department” means the Department of Business and Professional Regulation. (3) “Division” means the Division of Certified Public Accounting. (4) “Certified public accountant” means an individual who holds a license to practice public accounting in this state or an individual who is practicing public accounting in this state pursuant to the practice privilege granted in s. 473.3141. The term “Florida certified public accountant” means an individual holding a license under the authority of this chapter. (5) “Firm” means any legal entity that is engaged in the practice of public accounting. (6) “Home office” means the principal headquarters of an entity. An entity may have only one principal headquarters. (7) “Licensed firm” or “public accounting firm” means a sole proprietorship, partnership, corporation, limited liability company, firm, or any other legal entity licensed under s. 473.3101. (8) “Practice of,” “practicing public accountancy,” or “public accounting” means: (a) Offering to perform or performing for the public one or more types of services involving the expression of an opinion on financial statements, the attestation as an expert in accountancy to the reliability or fairness of presentation of financial information, the utilization of any form of opinion or financial statements that provide a level of assurance, the utilization of any form of disclaimer of opinion which conveys an assurance of reliability as to matters not specifically disclaimed, or the expression of an opinion on the reliability of an assertion by one party for the use by a third party; (b) Offering to perform or performing for the public one or more types of services involving the use of accounting skills, or one or more types of tax, management advisory, or consulting services, by any person who is a certified public accountant who holds an active license, issued pursuant to this chapter, or who is authorized to practice public accounting pursuant to the practice privileges granted in s. 473.3141, including the performance of such services by a certified public accountant in the employ of a person or firm; (c) Offering to perform or performing for the public one or more types of service involving the preparation of financial statements not included within paragraph (a), by a certified public accountant who holds an active license, issued pursuant to this chapter, or who is authorized to practice public accounting pursuant to the practice privileges granted in s. 473.3141; by a firm of certified public accountants; or by a firm in which a certified public accountant has an ownership interest, including the performance of such services in the employ of another person. The board shall adopt rules establishing standards of practice for such reports and financial statements; provided, however, that nothing in this paragraph shall be construed to permit the board to adopt rules that have the result of prohibiting Florida certified public accountants employed by unlicensed firms from preparing financial statements as authorized by this paragraph; or (d) Offering to perform or performing for the public one or more types of services involving any attestation engagements in accordance with the Statements on Standards for Attestation Engagements. (9) “Uniform Accountancy Act” means the Uniform Accountancy Act, Seventh Edition, dated May 2014 and published by the American Institute of Certified Public Accountants and the National Association of State Boards of Accountancy.

However, these terms shall not include services provided by the American Institute of Certified Public Accountants or the Florida Institute of Certified Public Accountants, or any full service

association of certified public accounting firms whose plans of administration have been approved by the board, to their members or services performed by these entities in reviewing the services provided to the public by members of these entities.

History.—ss. 2, 25, ch. 79-202; ss. 2, 3, ch. 81-318; ss. 10, 11, ch. 85-9; s. 1, ch. 89-87; s. 4, ch. 91-429; s. 3, ch. 92-292; s. 124, ch. 94-119; s. 155, ch. 94-218; s. 345, ch. 97-103; s. 1, ch. 98-340; s. 2, ch. 2000-154; s. 3, ch. 2009-54; s. 1, ch. 2015-174; s. 1, ch. 2017-148; s. 1, ch. 2019-89.

473.315 Independence, technical standards.— (1) A certified public accountant shall not express an opinion on the financial statements of an enterprise unless she or he and her or his firm are independent with respect to such enterprise. (2) A certified public accountant shall not undertake any engagement in the practice of public accounting which she or he or her or his firm cannot reasonably expect to complete with professional competence. (3) The board shall adopt rules establishing the standards of practice of public accounting, including, but not limited to, independence, competence, and technical standards. (4) Attorneys who are admitted to practice law by the Supreme Court of Florida are exempt from the standards of practice of public accounting as defined in s. 473.302(8)(b) and (c) when such standards conflict with the rules of The Florida Bar or orders of the Florida Supreme Court. History.—ss. 14, 25, ch. 79-202; ss. 2, 3, ch. 81-318; ss. 10, 11, ch. 85-9; s. 4, ch. 91-429; s. 349, ch. 97-103; s. 9, ch. 98-340; s. 107, ch. 2010-5.

Existing Language

61H1-21.001 Independence. (1) A firm shall not express an opinion on financial statements (as that term is defined in the Standards for

Independence) of an enterprise or on the reliability of an assertion by one party for use by another (third) party unless the firm is active licensed and independent with respect to such enterprise or the party making the assertion. A licensed firm is also precluded from expressing such an opinion if the firm is aware that an individual in the firm is not independent and that individual is a covered certified public accountant or is otherwise required to be independent. A certified public accountant shall not express such an opinion unless the certified public accountant is independent with respect to such enterprise or the party making the assertion. A certified public accountant is also precluded from expressing such an opinion if he or she is aware that an individual in the firm is not independent and that individual is a covered certified public accountant or is otherwise required to be independent. All covered certified public accountants and all other individuals who are required to be independent are required to disclose to the firm that they are not independent prior to the issuance of such an opinion; failure to do so is a violation of this rule. All firms are required to adopt appropriate policies to implement the disclosure requirement and to monitor compliance therewith.

(2) In order to delineate the standards against which a certified public accountant’s independence or lack thereof is to be judged, the Board has created a document entitled “Standards for Determining Independence in the Practice of Public Accountancy for CPAs Practicing Public Accountancy in the State of Florida” (effective 12-31-2004) (hereinafter “Standards for Independence”) which document is hereby incorporated by reference in this rule. The standards contained in the “Standards for Independence” are similar to those contained in the Code of Professional Conduct promulgated by the American Institute of Certified Public Accountants.

(3) In order to be considered independent a certified public accountant must comply with the requirements set out in the “Standards for Independence” and the requirements of this rule. Rulemaking Authority 473.304, 473.315 FS. Law Implemented 473.315 FS. History–New 12-4-79, Amended 2-3-81, 10-28-85, Formerly 21A-21.01, Amended 10-20-86, Formerly 21A-21.001, Amended 5-21-03, 1-31-05, 12-10-09.

Effec er 31, 2004

porated into tive: Decemb

Incor 61H1-21.004 Rule Rule 61H1-21.001 (2) F.A.C.

STANDARDS FOR DETERMINING INDEPENDENCE IN THE PRACTICE OF PUBLIC ACCOUNTANCY FOR CPAS

PRACTICING PUBLIC ACCOUNTANCY IN THE STATE OF FLORIDA (Words that appear in bold (initially) are defined in the definitions section at the end of this document.) Section 101-1. Independence-General Provisions

Independence shall be considered to be impaired if: (1) During the period of the professional engagement a covered licensee: (a) Had or was committed to acquire any direct or material indirect financial interest in the client. (b) Was a trustee of any trust or executor or administrator of any estate if such trust or estate had or

was committed to acquire any direct or material indirect financial interest in the client and 1. The covered licensee had the authority to make (individually or with others) investment decisions

for the trust or estate; or 2. The trust or estate owned or was committed to acquire more than 10 percent of the client’s

outstanding equity securities or other ownership interests; or 3. The value of the trust’s or estate’s holdings in the client exceeded 10 percent of the total assets of

the trust or estate. (c) Had a joint closely held investment that was material to the covered licensee. (d) Except as specifically permitted in Section 101-5 herein, had any loan to or from the client, any

officer or director of the client, or any individual owning ten percent or more of the client’s outstanding equity securities or other ownership interests.

(2) During the period of the professional engagement, a firm, a partner or professional employee of the firm, his or her immediate family, or any group of such persons acting together owned more than five percent of a client’s outstanding equity securities or other ownership interests.

(3) During the period covered by the financial statements or during the period of the professional engagement, a partner or professional employee of the firm was simultaneously associated with the client as a(n)

(a) Director, officer, or employee, or in any capacity equivalent to that of a member of management; (b) Promoter, underwriter, or voting trustee; or (c) Trustee for any pension or profit-sharing trust of the client.

Application of the Independence Rules to Covered Licensees Formerly Employed by a Client or Otherwise Associated With a Client

An individual who was formerly (i) employed by a client or (ii) associated with a client as a(n) officer, director, promoter, underwriter, voting trustee, or trustee for a pension or profit-sharing trust of the client would impair his or her firm’s independence if the individual

(1) Participated on the attest engagement team or was an individual in a position to influence the attest engagement for the client when the attest engagement covers any period that includes his or her former employment or association with that client; or

(2) Was otherwise a covered licensee with respect to the client unless the individual first dissociates from the client by

(a) Terminating any relationships with the client described in Subsection 101-1(1)(c); (b) Disposing of any direct or material indirect financial interest in the client; (c) Collecting or repaying any loans to or from the client, except for loans specifically permitted or

grandfathered under Section 101-5. (d) Ceasing to participate1 in all employee benefit plans sponsored by the client, unless the client is

legally required to allow the individual to participate in the plan (for example, COBRA) and the individual pays 100 percent of the cost of participation on a current basis; and

1If a licensee participates in or receives benefits from a health and welfare plan (the “plan”) sponsored by a client and that licensee is a covered licensee then that covered licensee’s participation in a plan sponsored by a client

1

(e) Liquidating or transferring all vested benefits in the client's defined benefit plans, defined contribution plans, deferred compensation plans, and other similar arrangements at the earliest date permitted under the plan. However, liquidation or transfer is not required if a penalty2 significant to the benefits is imposed upon liquidation or transfer. Application of the Independence Rules to a Covered Licensee’s Immediate Family

Except as stated in the following paragraph, a covered licensee’s immediate family is subject to Rule 61H1- 21.001 and these Standards.

The exceptions are that independence would not be considered to be impaired solely as a result of the following:

(1) An individual in a covered licensee’s immediate family was employed by the client in a position other than a key position.

(2) In connection with his or her employment, an individual in the immediate family of one of the following covered licensees participated in a retirement, savings, compensation, or similar plan that is a client, is sponsored by a client, or that invests in a client (provided such plan is normally offered to all employees in similar positions):

(a) A partner or manager who provides ten or more hours of non-attest services to the client; or (b) Any partner in the office in which the lead attest engagement partner primarily practices in

connection with the attest engagement. For purposes of determining materiality under this Rule the financial interests of the covered licensee and his or her immediate family should be aggregated. Application of the Independence Rules to Close Relatives Independence would be considered to be impaired if—

(1) An individual participating on the attest engagement team has a close relative who had (a) A key position with the client, or (b) A financial interest in the client that (i) Was material to the close relative and of which the individual has knowledge; or (ii) Enabled the close relative to exercise significant influence over the client. (2) An individual in a position to influence the attest engagement or any partner in the office in which

the lead attest engagement partner primarily practices in connection with the attest engagement has a close relative who had

(a) A key position with the client; or (b) A financial interest in the client that (i) Was material to the close relative and of which the individual or partner has knowledge; and (ii) Enabled the close relative to exercise significant influence over the client.

Other Considerations It is impossible to enumerate all circumstances in which the appearance of independence might be

questioned. Licensees should consider whether personal and business relationships between the licensee and the client or an individual associated with the client would lead a reasonable person aware of all the relevant facts to conclude that there is an unacceptable threat to the licensee's and the firm’s independence.

Section 101-2. Employment or Association with Attest Clients A firm’s independence will be considered to be impaired with respect to a client if a partner or professional employee leaves the firm and is subsequently employed by or associated with that client in a key position unless all of the following conditions are met: would impair independence with respect to the client sponsor and the plan. However, if the covered licensee’s participation in the plan, or benefits received thereunder, arises as a result of the permitted employment of the covered licensee’s immediate family, independence would not be considered to be impaired provided that the plan is normally offered to all employees in equivalent employment positions.

2A penalty includes an early withdrawal penalty levied under the tax law but excludes other income taxes that would be owed or market losses that may be incurred as a result of the liquidation or transfer.

2

1. Amounts due to the former partner or professional employee for his or her previous interest in the firm and for unfunded, vested retirement benefits are not material to the firm, and the underlying formula used to calculate the payments remains fixed during the payout period. Retirement benefits may be adjusted for inflation and interest may be paid on amounts due.

2. The former partner or professional employee is not in a position to influence the accounting firm’s operations or financial policies.

3. The former partner or professional employee does not participate in or appear to participate in, and is not associated with the firm, whether or not compensated for such participation or association, once employment or association with the client begins. An appearance of participation or association results from such actions as: # The individual provides consultation to the firm. # The firm provides the individual with an office and related amenities (for example, secretarial and telephone services). # The individual’s name is included in the firm’s office directory. # The individual’s name is included as a member of the firm in other membership lists of business, professional, or civic organizations, unless the individual is clearly designated as retired.

4. The ongoing attest engagement team considers the appropriateness or necessity of modifying the engagement procedures to adjust for the risk that, by virtue of the former partner or professional employee’s prior knowledge of the audit plan, audit effectiveness could be reduced.

5. The firm assesses whether existing attest engagement team members have the appropriate experience and stature to effectively deal with the former partner or professional employee and his or her work, when that person will have significant interaction with the attest engagement team. 6. The subsequent attest engagement is reviewed to determine whether the engagement team members maintained the appropriate level of skepticism when evaluating the representations and work of the former partner or professional employee, when the person joins the client in a key position within one year of disassociating from the firm and has significant interaction with the attest engagement team. The review should be performed by a professional with appropriate stature, expertise, and objectivity and should be tailored based on the position that the person assumed at the client, the position he or she held at the firm, the nature of the services he or she provided to the client, and other relevant facts and circumstances. Appropriate actions, as deemed necessary, should be taken based on the results of the review.

Responsible members within the firm should implement procedures for compliance with the preceding conditions when firm professionals are employed or associated with attest clients. With respect to conditions 4, 5 and 6, the procedures adopted will depend on several factors, including whether the former partner or professional employee served as a member of the engagement team, the positions he or she held at the firm and has accepted at the client, the length of time that has elapsed since the professional left the firm, and the circumstances of his or her departure.3

Considering Employment or Association with the Client When a member of the attest engagement team or an individual in a position to influence the attest engagement intends to seek or discuss potential employment or association with an attest client, or is in receipt of a specific offer of employment from an attest client, independence will be impaired with respect to the client unless the person promptly reports such consideration or offer to an appropriate person in the firm, and removes himself or herself from the engagement until the employment offer is rejected or employment is no longer being sought. When a covered licensee becomes aware that a member of the attest engagement team or an individual in a position to influence the attest engagement is considering employment or association with a client, the covered licensee should notify an appropriate person in the firm.

The appropriate person should consider what additional procedures may be necessary to provide reasonable assurance that any work performed for the client by that person was performed with objectivity and integrity as

3An inadvertent and isolated failure to meet conditions 4, 5 and 6, would not impair independence provided that the required procedures are performed promptly upon discovery of the failure to do so, and all other provisions of Section 101-2 are met.

3

required under Rule 61H1-21.002. Additional procedures, such as reperformance of work already done, will depend on the nature of the engagement and individual involved.

Section 101-3. RESERVED Performance of nonattest services. Before a covered licensee or firm performs nonattest services for an attest client,4 the covered licensee shall determine that the requirements described in this section have been met. In cases where the requirements have not been met during the period of the professional engagement or the period covered by the financial statements, the covered licensee's independence would be impaired. Engagements Subject to Independence Rules or Certain Regulatory Bodies.

This section requires compliance with independence regulations of authoritative regulatory bodies (such as the Securities and Exchange Commission [SEC], the General Accounting Office [GAO], the Department of Labor [DOL], where a covered licensee performs nonattest services for a client and is required to be independent of the client under the regulations of the applicable regulatory body. Accordingly, failure to comply with the nonattest services provisions contained in the independence rules of the applicable regulatory body that are more restrictive than the provisions of this interpretation would constitute a violation of this section if so determined by the applicable regulatory body. General Requirements for Performing Nonattest Services

(1) The covered licensee should not perform management functions or make management decisions for the attest client. However, the covered licensee may provide advice, research materials, and recommendations to assist the client's management in performing its functions and making decisions.

(2) The client must agree to perform the following functions in connection with the engagement to perform nonattest services:

(a) Make all management decisions and perform all management functions; (b) Designate a competent employee, preferable within senior management, to oversee the services; (c) Evaluate the adequacy and results of the services performed; (d) Accept responsibility for the results of the services; and (e) Establish and maintain internal controls, including monitoring ongoing activities.

The covered licensee should be satisfied that the client will be able to meet all of these criteria and make an informed judgment on the results of the member's nonattest services. In assessing the competency of the client's designated employee, the covered licensee should be satisfied that such individual understands the services to be performed sufficiently to oversee them. In cases where the client is unable or unwilling to assume these responsibilities (for example, the client does not have an individual with the necessary competence to oversee the nonattest services provided, or is unwilling to perform such functions due to lack of time or desire), the covered licensee’s or firm’s provision of these services would impair independence.

(3) Before performing nonattest services, the covered licensee should establish and document in writing5 the licensee’s or firm’s understanding with the client (board of directors, audit committee, or management, as appropriate in the circumstances) regarding the following:

(a) Objective of the engagement (b) Services to be performed (c) Client's acceptance of its responsibilities (d) Covered licensee’s or firm 's responsibilities (e) Any limitations of the engagement

____________________________

4A covered licensee who performs a compilation engagement for a client should modify the compilation report to indicate a lack of independence if the covered licensee or firm does not meet all of the conditions set out in this section when providing a nonattest service to that client (see Statement of Standards for Accounting and Review Services No. 1, Compilation and Review of Financial Statements

5An isolated and inadvertent failuer to prepare the required documentation would not impair independence, provided that the licensee did establish the understanding with the client, the licensee documents the understanding promptly upon discovery of the failure to do so, and all other provisions of the interpretation are met.

4

The documentation requirement does not apply to certain routine activities performed by the covered licensee such as providing advice and responding to the client's technical questions as part of the normal client-covered licensee relationship. General Activities

The following are some general activities that would impair a covered licensee’s or firm’s independence: # Authorizing, executing, or consummating a transaction, otherwise exercising authority on behalf of a client, or having the authority to do so

Preparing source documents,6 in electronic or other form, evidencing the occurrence of a transaction #

Having custody of client assets # Supervising client employees in the performance of their normal recurring activities # Determining which recommendations of the covered licensee should be implemented # Reporting to the board of directors on behalf of management # Servicing as a client's stock transfer or escrow agent, registrar, general counsel or its equivalent Specific Examples of Nonattest Services

The examples in the following table identify the effect that performance of certain nonattest services for an attest client can have on a covered licensee’s or firm 's independence. These examples presume that the general requirements in the previous subsection “General Requirements for Performing Nonattest Services” have been met and are not intended to be all-inclusive of the types of nonattest services performed by covered licensee.

Impact on Independence of Performance of Nonattest Services Type of Nonattest Service Independence Would Not Be Impaired Independence Would Be Impaired

_________________________________________

6Source documents are the documents upon which evidence of an accounting transaction are initially recorded. Source documents are often followed by the creation of many additional records and reports, which do not, however, qualify as initial recordings. Examples of source documents are purchase orders, payroll time cards,

5

and customer orders. Type of Nonattest Service Independence Would Not Be Impaired Independence Would Be Impaired

Bookkeeping Record transactions for which management Prepare financial statements Post client-approved entries to a client's trial balance. Propose standard, adjusting, or correcting journal entries or other changes affecting the financial statements to the client provided the client reviews the entries and the covered licensee is satisfied that management understands the nature of the proposed entries and the impact the entries have on the financial statements.

Determine or change journal entries, account codings or classifications for transactions, or other accounting records without obtaining client approval. Authorize or approve transactions. Prepare source documents. Make changes to source documents without client approval

Payroll and other disbursements

Using payroll time records provided and approved by the client, generate unsigned checks, or process client’s payroll. Transmit client-approved payroll or other disbursement information to a financial institution provided the client has authorized the member to make the transmission and has made arrangements for the financial institution to limit the corresponding individual payments as to amount and payee. In addition, once transmitted, the client must authorize the financial institution to process the information. Make electronic payroll tax payments in accordance with U.S. Treasury Department or comparable guidelines provided the client has made arrangements for its financial institutions to limit such payments to a named payee.

Accept responsibility to authorize payment of client funds, electronically or otherwise, except as specifically provided for with respect to electronic payroll tax payments. Accept responsibility to sign or cosign client checks, even if only in emergency situations. Maintain a client's bank account or otherwise have custody of a client's funds or make credit or banking decisions for the client. Sign payroll tax return on behalf of client management. Approve vendor invoices for payment.

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Type of Nonattest Service Independence Would Not Be Impaired Independence Would Be Impaired

Benefit plan administration Communicate summary plan data to plan trustee Advise client management regarding the application or impact of provisions of the plan documented. Process transactions (e.g., investment/benefit elections or increase/decrease contributions to the plan; data entry; participant confirmations; and processing of distributions and loans) initiated by plan participants through the covered licensee’s or firm’s electronic medium such as an interactive voice response system or Internet connection or other media. Prepare account valuations for plan participants using data collected through the covered licensee’s or firm’s electronic or other media. Prepare and transmit participant statements to plan participants based on data collected through the covered licensee’s or firm’s electronic or other medium.

Make policy decisions on behalf of client management. When dealing with plan participants, interpret the plan document on behalf of management without first obtaining management's concurrence. Make disbursements on behalf of the plan. Have custody of assets of a plan. Service a plan as a fiduciary as defined by ERISA.

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Type of Nonattest Service Independence Would Not Be Impaired Independence Would Be

Impaired Investment–advisory or management

Recommend the allocation of funds that a client should invest in various asset classes, depending upon the client’s desired rate of return, risk tolerance, etc., Perform recordkeeping and reporting of client's portfolio balances including providing a comparative analysis of the client's investments to third-party benchmarks. Review the manner in which a client's portfolio is being managed by investment account managers, including determining whether the managers are (1) following the guidelines of the client's investment policy statement; (2) meeting the client's investment objectives; and (3) conforming to the client's stated investment styles. Transmit a client's investment selection to a broker-dealer or equivalent provided the client has authorized the broker-dealer or equivalent to execute the transaction.

Make investment decisions on behalf of client management or otherwise have discretionary authority over a client's investments. Execute a transaction to buy or sell a client's investment. Have custody of client assets, such as taking temporary possession of securities purchased by a client.

Corporate finance– consulting or advisory

Assist in developing corporate strategies. Assist in identifying or introducing the client to possible sources of capital that meet the client's specifications or criteria. Assist in analyzing the effects of proposed transactions including providing advice to a client during negotiations with potential buyers, sellers, or capital sources. Assist in drafting an offering document or memorandum. Participate in transaction negotiations in an advisory capacity. Be named as a financial adviser in a client's private placement memoranda or offering documents.

Commit the client to the terms of a transaction or consummate a transaction on behalf of the client. Act as a promoter, underwriter, brokerdealer, or guarantor of client securities, or distributor of private placement memoranda or offering documents. Maintain custody of client securities.

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Type of Nonattest Service Independence Would Not Be Impaired Independence Would Be Impaired

Executive or employee search

Recommend a position description or candidate scecifications. Solicit and perform screen of candidate and recommend qualified candidates to a client based on the client-approved criterial (e.g., required skills and experience. Participate in employee hiring or compensation discussions in an advisory capacity.

Commit the client to employee compensation or benefit arrangements. Hire or terminate client employees.

Business risk consulting Provide assistance in assessing the client's business risks and control processes. Recommend a plan for making improvements to a client's control processes and assist in implementing these improvements.

Make or approve business risk decisions. Present business risk considerations to the Board or others on behalf of management.

Information systems–design, installation or integration.

Install or integrate a client's financial information that was not designed or developed by the covered licensee (e. g. an off-the-shelf accounting package) Design, develop, install or integrate a client’s information system that is unrelated to the client’s financial statements or accounting records. Assist in setting up the client's chart of accounts and financial information system that is unrelated to the client's financial statements or accounting records. Provide training and instruction to client employees on an information and control system.

Design or develop a client's financial information system.. Make other than insignificant modifications to source code underlying a client's existing financial information system. Supervise client personnel in the daily operation of a client's information system. Operate a client's local area network (LAN) system.

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Appraisal, Valuation, and Actuarial Services (1) Independence would be impaired if a covered licensee performs an appraisal, valuation, or

actuarial service for an attest client where the results of the service, individually or in the aggregate, would be material to the financial statements and the appraisal, valuation, or actuarial service involves a significant degree of subjectivity. (2) Valuations performed in connection with, for example, employee stock ownership plans,

business combinations, or appraisals of assets or liabilities generally involve a significant degree of subjectivity. Accordingly, if these service produce results that are material to the financial statements, independence would be impaired. __________________________________________

7Although this type of transaction may be considered by some to be similar to signing checks or disbursing funds, making electronic payroll tax payments under the specified criteria would not impair a covered licensee’s or firm’s independence.

8When auditing plans subject tot he Employee Retirement Income Security Act (ERISA), Department of Labor (DOL) regulations, which may be more restrictive, must be followed.

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(3) An actuarial valuation of a client's pension or postemployment benefit liabilities generally

produces reasonably consistent results because the valuation does not require a significant degree of subjectivity. Therefore, such services would not impair independence. In additional, appraisal, valuation, and actuarial services performed for nonfinancial statement purposes would not impair independence.9 However, in performing such services, all other requirements of this section should be met, including that all significant assumptions and matters of judgment are determined or approved by the client and the client is in a position to have an informed judgment on, and accepts responsibility for, the results of the service. Internal Audit Assistance Services

(1) Internal audit services involve assisting the client in the performance of its internal audit activities, sometimes referred to as “internal audit outsourcing.” In evaluating whether independence would be impaired with respect to an attest client, the nature of the service needs to be considered.

(2) Assisting the client in performing financial and operational10 internal audit activities would impair independence unless the covered licensee takes appropriate steps to ensure that the client understands its responsibility for establishing and maintaining the internal control system11 and directing the internal audit function, including the management thereof. Accordingly, any outsourcing of the internal audit function to the covered licensee whereby the covered licensee in effect manages the internal audit activities of the client would impair independence.

(3) In addition, to the general requirements of this interpretation, the covered licensee should ensure the client management:

Designates a competent12 individual or individuals, preferable within senior management, to be responsible for the internal audit functions; Determines the scope risk and frequency of internal audit activities, including those to be performed by the covered licensee providing internal audit assistance services; $ Evaluates the findings and results arising from the internal audit activities, including those performed by the covered licensee providing internal audit assistance services; and $ Evaluates the adequacy of the audit procedures performed and the findings resulting from the performance of those procedures by, among other things, obtaining reports from the licensee.

(4) The covered licensee should also be satisfied that the client's board of directors, audit committee, or other governing body is informed about the covered licensee’s or firm’s and management's respective roles and _________________________

9Examples of such services may include appraisal, valuation, and actuarial services performed for tax planning or tax compliance, estate and gift taxation, and divorce proceedings.

10For example, a covered licensee may assess whether performance is in compliance with management's policies and procedures, to identify opportunities for improvement, and to develop recommendations for improvement or further action for management consideration and decision making.

11As part of its responsibility to establish and maintain internal control, management monitors internal control to assess the quality of its performance over time. Monitoring can be accomplished through ongoing activities, separate evaluations, or a combination of both. Ongoing monitoring activities are the procedures designed to assess the quality of internal control performance over time and built into the normal recurring activities of an entity; they include regular management and supervisory activities, comparisons, reconciliations, and other routine actions. A licensee's independence would not be impaired by the performance of separate evaluations of the effectiveness of a client's internal control, including separate evaluations of the client's ongoing monitoring activities. [Footnote added, effective December 31, 2003, by the Professional Ethics Executive Committee.

12A competent individual would have an understanding of internal audit activities sufficient to oversee the services performed by the covered licensee.

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responsibilities in connection with the engagement. Such information should provide the client's governing body a basis for developing guidelines for management and the licensee to follow in carrying out these responsibilities and monitoring how well the respective responsibilities have been met.

(5) The covered licensee is responsible for performing the internal audit procedures in accordance with the terms of the engagement and reporting thereon. The performance of such procedures should be directed, reviewed, and supervised by the covered licensee. The report should include information that allows the individual responsible for the internal audit function to evaluate the adequacy of the audit procedures performed and the findings resulting from the performance of those procedures. This report may include recommendations for improvements in systems, processes, and procedures. The covered licensee may assist the individual responsible for the internal audit function in performing preliminary audit risk assessments, preparing audit plans, and recommending audit priorities. However, the covered licensee should not undertake any responsibilities that are required, as described above, to be performed by the individual responsible for the internal audit function.

(6) The following are examples of activities (in addition to those listed in the “General Activities” section of this interpretation) that, if performed as part of an internal audit assistance engagement, would impair independence: $ Performing ongoing monitoring activities or control activities (for example, reviewing loan originations as part of the client's approval process or reviewing customer credit information as part of the customer's sales authorization process) that affect the execution of transactions or ensure that transactions are properly executed, accounted for, or both, and performing routine activities in connection with the client's operating or production processes that are equivalent to those of an ongoing compliance or quality control function $ Determining which, if any, recommendations for improving the internal control should be implemented $ Reporting to the board of directors or audit committee on behalf of management or the individual responsible for the internal audit function $ Approving or being responsible for the overall internal audit work plan including the determination of the internal audit risk and scope, project priorities, and frequency of performance of audit procedures $ Being connected with the client as an employee or in any capacity equivalent to a licensee of client management (for example, being listed as an employee in client directories or other client publications, permitting himself or herself to be referred to by title or description as supervising or being in charge of the client's internal audit function, or using the client's letterhead or internal correspondence forms in communications) The foregoing list is not intended to be all-inclusive.

(7) Services involving an extension of the procedures that are generally of the type considered to be extensions of the covered licensee’s or firm’s audit scope applied in the audit of the client's financial statements, such as confirming of accounts receivable and analyzing fluctuations in account balances, are not considered internal audit assistance services and would not impair independence even if the extent of such testing exceeds that required by generally accepted auditing standards. In addition, engagements performed under the attestation standards would not be considered internal audit assistance services and therefore would not impair independence. Transition

Independence would not be impaired as a result of the more restrictive requirements of this Section, provided the provision of any such nonattest services are pursuant arrangements in existence on December 31, 2004, and are completed December 31, 2005, and the covered licensee was in compliance with the preexisting requirements of Rule 61H1-21.001.

Section 101-4. Honorary Directorships and Trusteeships of Not-for-profit Organization. Partners or professional employees of a firm (individual) may be asked to lend the prestige of their names to not-for-profit organizations that limit their activities to those of a charitable, religious, civic, or similar nature by being named as a director or a trustee. An individual who permits his or her name to be used in this manner would not be considered to impair independence under rule 61H1-21.001, provided his or her position is clearly honorary, and he or she cannot vote or otherwise participate in board or management functions. If the individual is named in

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letterheads and externally circulated materials, he or she must be identified as an honorary director or honorary trustee.

Section 101-5. Permitted Loans This section describes the conditions a covered licensee (or his or her immediate family) must meet in

order to have any loan to or from the client, any officer or director of the client, or any individual owning ten percent or more of the client’s outstanding equity securities or other ownership interests. Acceptable loans are termed "Grandfathered Loans" or "Other Permitted Loans." Grandfathered Loans

Unsecured loans that are not material to the covered licensee's net worth, home mortgages13, and other secured loans14 are grandfathered if:

(1) they were obtained from a financial institution under that institution's normal lending procedures, terms, and requirements. ___________________________

13The value of the collateral securing a home mortgage or other secured loan should equal or exceed the remaining balance of the grandfathered loan during the term of the loan. If the value of the collateral is less than the remaining balance of the grandfathered loan, the portion of the loan that exceeds the value of the collateral must not be material to the covered licensee's net worth.

14See Footnote 4.

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(2) after becoming a covered licensee they are kept current as to all terms at all times and those terms

do not change in any manner not provided for in the original loan agreement,15 and (3) they were: (a) obtained from the financial institution prior to its becoming a client requiring independence; or (b) obtained from a financial institution for which independence was not required and were later sold

to a client for which independence is required; or (c) were obtained prior to April 1, 2003 and met the requirements of previous provisions of Rule

61H1-21.001; or (d) obtained after April 1, 2003 from a financial institution client requiring independence by a

borrower prior to his or her becoming a covered licensee with respect to that client.

In determining when a loan was obtained, the date a loan commitment or line of credit is granted must be used, rather than the date a transaction closes or funds are obtained. For purposes of applying the grandfathered loans provision when the covered licensee is a partner in a partnership:

a loan to a limited partnership (or similar type of entity) or a general partnership would be ascribed to each covered licensee who is a partner in the partnership on the basis of their legal liability as a limited or general partner if:

the covered licensee's interest in the limited partnership, either individually or combined with the interest of one or more covered licensees, exceeds 50 percent of the total limited partnership interest; or

the covered licensee, either individually or together with one or more covered licensees, can control the general partnership.

even if no amount of a partnership loan is ascribed to the covered licensee(s) identified above, independence is considered to be impaired if the partnership renegotiates the loan or enters into a new loan that is not one of the permitted loans described below. Other Permitted Loans

This provision permits only the following new loans to be obtained from a financial institution client for which independence is required. These loans must be obtained under the institution's normal lending procedures, terms, and requirements and must, at all times, be kept current as to all terms.

(1) Automobile loans and leases collateralized by the automobile. (2) Loans fully collateralized by the cash surrender value of an insurance policy. (3) Loans fully collateralized by cash deposits at the same financial institution (e.g., "passbook

loans"). (4) Credit cards and cash advances where the aggregate outstanding balance on the current statement

is reduced to $10,000 or less by the payment due date. Related prohibitions that may be more restrictive are prescribed by certain state and federal agencies having

regulatory authority over such financial institutions. Broker-dealers, for example, are subject to regulation by the Securities and Exchange Commission.

Section 101-6. The Effect of Actual or Threatened Litigation on Independence. In some circumstances, independence may be considered to be impaired as a result of litigation or the expressed intention to commence litigation as discussed below. Litigation between client and licensee

The relationship between the management of the client and a covered licensee must be characterized by complete candor and full disclosure regarding all aspects of the client's business operations. In addition, there must be an absence of bias on the part of the covered licensee so that he or she can exercise professional judgment on the financial reporting decisions made by the management. When the present management of a client company commences, or expresses an intention to commence, legal action against a covered licensee, the covered licensee. __________________________

15Changes in the terms of the loan include, but are not limited to, a new or extended maturity date, a new interest rate or formula, revised collateral, or revised or waived covenants.

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and the client's management may be placed in adversarial positions in which the management's willingness to make complete disclosures and the covered licensee's objectivity may be affected by self-interest.

For the reasons outlined above, independence may be impaired whenever the covered licensee and the covered licensee's client or its management are in threatened or actual positions of material adverse interests by reason of threatened or actual litigation. Because of the complexity and diversity of the situations of adverse interests which may arise, however, it is difficult to prescribe precise points at which independence may be impaired. The following criteria are offered as guidelines:

1. The commencement of litigation by the present management alleging deficiencies in audit work for the client would be considered to impair independence.

2. The commencement of litigation by the covered licensee against the present management alleging management fraud or deceit would be considered to impair independence.

3. An expressed intention by the present management to commence litigation against the covered licensee alleging deficiencies in audit work for the client would be considered to impair independence if the covered licensee concludes that it is probable that such a claim will be filed.

4. Litigation not related to performance of an attest engagement for the client (whether threatened or actual) for an amount not material to the covered licensee's firm16 or to the client company17 would not generally be considered to affect the relationship in such a way as to impair independence. Such claims may arise, for example, out of disputes as to billings for services, results of tax or management services advice or similar matters. Litigation by security holders

A covered licensee may also become involved in litigation ("primary litigation") in which the covered licensee and the client or its management are defendants. Such litigation may arise, for example, when one or more stockholders bring a stockholders' derivative action or a so-called "class action" against the client or its management, its officers, directors, underwriters and covered licensees under the securities laws. Such primary litigation in itself would not alter fundamental relationships between the client or its management and the covered licensee and therefore would not be deemed to have an adverse impact on independence. These situations should be examined carefully, however, since the potential for adverse interests may exist if cross-claims are filed against the covered licensee alleging that the covered licensee is responsible for any deficiencies or if the covered licensee alleges fraud or deceit by the present management as a defense. In assessing the extent to which independence may be impaired under these conditions, the covered licensee should consider the following additional guidelines:

1. The existence of cross-claims filed by the client, its management, or any of its directors to protect a right to legal redress in the event of a future adverse decision in the primary litigation (or, in lieu of cross-claims, agreements to extend the statute of limitations) would not normally affect the relationship between client management and the covered licensee in such a way as to impair independence, unless there exists a significant risk that the cross-claim will result in a settlement or judgment in an amount material to the covered licensee's firm18 or to the client.

2. The assertion of cross-claims against the covered licensee by underwriters would not generally impair independence if no such claims are asserted by the client or the present management.

3. If any of the persons who file cross-claims against the covered licensee are also officers or directors of other clients of the covered licensee, independence with respect to such other clients would not generally be considered to be impaired. Other third-party litigation ____________________________

16Because of the complexities of litigation and the circumstances under which it may arise, it is not possible to prescribe meaningful criteria for measuring materiality; accordingly, the covered licensee should consider the nature of the controversy underlying the litigation and all other relevant factors in reaching a judgment.

17See Footnote 7. 18See Footnote 7.

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Another type of third-party litigation against the covered licensee may be commenced by a lending institution, other creditor, security holder, or insurance company who alleges reliance on financial statements of the client with which the covered licensee is associated as a basis for extending credit or insurance coverage to the client. In some instances, an insurance company may commence litigation (under subrogation rights) against the covered licensee in the name of the client to recover losses reimbursed to the client. These types of litigation would not normally affect independence with respect to a client who is either not the plaintiff or is only the nominal plaintiff, since the relationship between the covered licensee and client management would not be affected. They should be examined carefully, however, since the potential for adverse interests may exist if the covered licensee alleges, in his defense, fraud, or deceit by the present management.

If the real party in interest in the litigation (e.g., the insurance company) is also a client of the covered licensee ("the plaintiff client"), independence with respect to the plaintiff client may be impaired if the litigation involves a significant risk of a settlement or judgment in an amount which would be material to the covered licensee's firm19 or to the plaintiff client. Effects of impairment of independence

If the covered licensee believes that the circumstances would lead a reasonable person having knowledge of the facts to conclude that the actual or intended litigation poses an unacceptable threat to independence, the covered licensee shall either (a) disengage himself or herself, or (b) disclaim an opinion because of lack of independence. Such disengagement may take the form of resignation or cessation of any attest engagement then in progress pending resolution of the issue between the parties. Termination of impairment

The conditions giving rise to a lack of independence are generally eliminated when a final resolution is reached and the matters at issue no longer affect the relationship between the covered licensee and client. The covered licensee should carefully review the conditions of such resolution to determine that all impairments to the covered licensee's objectivity have been removed. 101-7. RESERVED 101-8. Effect on Independence of Financial Interests in Nonclients Having Investor or Investee Relationships with a Covered Licensee's Client. Introduction

Financial interests in nonclients that are related in various ways to a client may impair independence. Situations in which the nonclient investor is a partnership are covered in other rulings [See Appendix 3]. The Following Definitions are to be used in only in Section 101-8 (all other definitions are contained at the end of the Standards).

The following specifically identified terms are used in Section 101-8 as indicated: 1. Client. The term client means the person or entity with whose financial statements a covered

licensee is associated. 2. Investor. The term investor means (a) a parent, (b) a general partner, or (c) a natural person or

corporation that has the ability to exercise significant influence. 3. Investee. The term investee means (a) a subsidiary or (b) an entity over which an investor has the

ability to exercise significant influence. Interpretation

Where a nonclient investee is material to a client investor, any direct or material indirect financial interest of a covered licensee in the nonclient investee would be considered to impair independence with respect to the client investor. If the nonclient investee is immaterial to the client investor, a covered licensee's material investment in the nonclient investee would cause an impairment of independence.

Where a client investee is material to nonclient investor, any direct or material indirect financial interest of a covered licensee in the nonclient investor would be considered to impair independence with respect to the client investee. If the client investee is immaterial to the nonclient investor, and if a covered licensee's financial interest in ____________________________

19See Footnote 7.

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the nonclient investor allows the covered licensee to exercise significant influence over the actions of the nonclient investor, independence would be considered to be impaired.

Other relationships, such as those involving brother-sister common control or client-nonclient joint ventures, may affect the appearance of independence. The covered licensee should make a reasonable inquiry to determine whether such relationships exist, and if they do, careful consideration should be given to whether the financial interests in question would lead a reasonable observer to conclude that the specified relationships pose an unacceptable threat to independence.

In general, in brother-sister common control situations, an immaterial financial interest of a covered licensee in the nonclient investee would not impair independence with respect to the client investee, provided the covered licensee could not exercise significant influence over the nonclient investor. However, if a covered licensee's financial interest in a nonclient investee is material, the covered licensee could be influenced by the nonclient investor, thereby impairing independence with respect to the client investee. In like manner, in a joint venture situation, an immaterial financial interest of a covered licensee in the nonclient investor would not impair the independence of the covered licensee with respect to the client investor, provided that the covered licensee could not exercise significant influence over the nonclient investor.

If a covered licensee does not and could not reasonably be expected to have knowledge of the financial interests or relationship described in this Section, independence would not be considered to be impaired under this Section.

Section 101-9. RESERVED Section 101-10. The Effect on Independence of Relationships with Entities Included in the

Governmental Financial Statements.20

For purposes of this Section, a financial reporting entity's basic financial statements, issued in conformity with generally accepted accounting principles in the United States of America, include the government-wide financial statements (consisting of the entity's governmental activities, business-type activities, and discretely presented component units), the fund financial statements (consisting of major funds, nonmajor governmental and enterprise funds, internal service funds, blended component units, and fiduciary funds) and other entities disclosed in the notes to the basic financial statements. Entities that should be disclosed in the notes to the basic financial statements include, but are not limited to, related organizations, joint ventures, jointly governed organizations, and component units of another government with characteristics of a joint venture or jointly governed organization. Auditor of Financial Reporting Entity

A covered licensee issuing a report on the basic financial statements of the financial reporting entity must be independent of the financial reporting entity, as defined in the preceding paragraph of this Section. However, independence is not required with respect to any major or nonmajor fund, internal service fund, fiduciary fund, or component unit or other entities disclosed in the financial statements, where the primary auditor explicitly states reliance on other auditors reports thereon. In addition, independence is not required with respect to an entity disclosed in the notes to the basic financial statements, if the financial reporting entity is not financially accountable for the organization and the required disclosure does not include financial information. For example, a disclosure limited to the financial reporting entity's ability to appoint the governing board members would not require a licensee to be independent of that organization.

However, the covered licensee and his or her immediate family shall not hold a key position with a major fund, nonmajor fund, internal service fund, fiduciary fund, or component unit of the financial reporting entity or other entity that should be disclosed in the notes to the basic financial statements. Auditor of a Major Fund, Nonmajor Fund, Internal Service Fund, Fiduciary Fund, or Component Unit of the Financial Reporting Entity or Other Entity That Should Be Disclosed in the Notes to the Basic Financial _______________________________

20Except for a financial reporting entity's general purpose financial statements, which is defined within the text of this interpretation, certain terminology used throughout the interpretation is specifically defined by the Governmental Accounting Standards Board.

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Statements

A covered licensee who is auditing the financial statements of a major fund, nonmajor fund, internal service fund, fiduciary fund, or component unit of the financial reporting entity or an entity that should be disclosed in the notes to the basic financial statements of the financial reporting entity, but is not auditing the primary government, must be independent with respect to those financial statements that the covered licensee is reporting upon. The covered licensee is not required to be independent of the primary government or other funds or component units of the reporting entity or entities that should be disclosed in the notes to the basic financial statements. However, the covered licensee and his or her immediate family should not hold a key position within the primary government. For purposes of this Section, a covered licensee and immediate family member would not be considered employed by the primary government if the exceptions provided for in the definition of a client are met.

Section 101-11. RESERVED Section 101-12. Independence and Cooperative Arrangements with Clients. Independence will be considered to be impaired if, during the period of a professional engagement, a

licensee or his or her firm had any cooperative arrangement with the client that was material to the licensee's firm or to the client.

Cooperative Arrangement – A cooperative arrangement exists when a licensee's firm and a client jointly participate in a business activity. The following are examples, which are not all inclusive, of cooperative arrangements:

1. Prime/subcontractor arrangements to provide services or products to a third party 2. Joint ventures to develop or market products or services 3. Arrangements to combine one or more services or products of the firm with one or more services

or products of the client and market the package with references to both parties 4. Distribution or marketing arrangements under which the firm acts as a distributor or marketer of

the client's products or services, or the client acts as the distributor or marketer of the products or services of the firm

Nevertheless, joint participation with a client in a business activity does not ordinarily constitute a cooperative arrangement when all the following conditions are present: $ The participation of the firm and the participation of the client are governed by separate agreements, arrangements, or understandings. $ The firm assumes no responsibility for the activities or results of the client, and vice versa. $ Neither party has the authority to act as the representative or agent of the other party. In addition, the licensee's firm should consider the requirements of section 473.319 and section 473.3205. 101-13 RESERVED. 101-14 RESERVED.

Pursuant, 473.315(3) standards of practice are established for independence. Florida Certified Public Accountants in public practice should be independent in fact (mind) and appearance when providing services under 473.302(8)(a) (collectively the services rendered under 473.203(8)(a) are referred to herein as “attest services”). Independence. Consists of two elements, defined as follows: a. Independence of mind (fact) is the state of mind that permits a Certified Public Accountant to perform an attest service without being affected by influences that compromise professional judgment, thereby allowing an individual to act with integrity and exercise objectivity and professional skepticism. b. Independence in appearance is the avoidance of circumstances that would cause a reasonable and informed third party who has knowledge of all relevant information, including the safeguards applied, to reasonably conclude that the integrity, objectivity, or professional skepticism of a licensed Certified Public Accountant and/or licensed firm of Certified Public Accountants is compromised. This definition should not be interpreted as an absolute. For example, the phrase “without being affected by influences that compromise professional judgment” is not intended to convey that the Certified Public Accountant must be free of any and all influences that might compromise objective judgment. Instead, the Certified Public Accountant should determine whether such influences, if present, create a threat, that is not at an acceptable level, that a Certified Public Accountant would not act with integrity and exercise objectivity and professional skepticism in the conduct of a particular engagement or would be perceived as not being able to do so by a reasonable and informed third party with knowledge of all relevant information. In connection with independence, an acceptable level is a level at which a reasonable and informed third party who is aware of the relevant information would be expected to conclude that a Certified Public Accountant’s independence is not impaired. Threats to Independence include: a. Adverse Interest Threat – the Certified Public Accountant’s interest are opposed to the client’s interests. b. Advocacy Threat – The Certified Public Accountant engages in activities to promote the client’s interests. c. Familiarity Threat – The Certified Public Accountant’s relationship with the client has become too sympathetic to the client’s interests or too accepting of the information provided by the client. d. Management Participation Threat – The Certified Public Accountant undertakes the role of client management or similar responsibilities in connection with providing non-attest services. e. Self-Interest Threat – The Certified Public Accountant could benefit in some way from an interest in or relationship with the client or some entity associated with the client. f. Self-Review Threat – The Certified Public Accountant does not evaluate properly prior judgments, services and/or work performed by the Certified Public Accountant and/or their firm. g. Undue Influence Threat – The Certified Public Accountant will subordinate their judgement to someone.

Remarks from Executive Director

Update from Board Member(s) serving on NASBA Committees

FICPA Discussion

Public Comments

Old Business

Other Business