Certified Management Accountants Act, 2010, S.O. 2010, c. 6, Sched. B

• Jurisdiction: Ontario

Certified Management Accountants Act, 2010

S.O. 2010, CHAPTER 6
Schedule B

Historical version for the period October 25, 2010 to May 16, 2017.

Last amendment: 2010, c. 15, s. 215.

CONTENTS

Definitions and Interpretation

Definitions

1 In this Act,

“appeal committee” means the appeal committee established by the by-laws; (“comité d’appel”)

“associate” means an individual or entity registered as an associate of the Corporation in accordance with the by-laws; (“associé”)

“Board” means the Board of Directors of the Corporation; (“conseil”)

“by-laws” means the by-laws made under this Act; (“règlements administratifs”)

“capacity committee” means the capacity committee established by the by-laws; (“comité de détermination de la capacité”)

“complaints committee” means the complaints committee established by the by-laws; (“comité des plaintes”)

“Corporation” means the Certified Management Accountants of Ontario; (“Ordre”)

“discipline committee” means the discipline committee established by the by-laws; (“comité de discipline”)

“document” includes data and information in electronic form; (“document”)

“firm” means an entity registered under section 21 as a firm; (“cabinet”)

“limited liability partnership” means a limited liability partnership as defined in the Partnerships Act; (“société à responsabilité limitée”)

“public accountant” and “public accounting” have the same meanings as in the Public Accounting Act, 2004; (“expert-comptable”, “expertise comptable”)

“register” means the register established under section 61; (“registre”)

“Registrar” means the registrar of the Corporation appointed by the Board; (“registrateur”)

“review committee” means the review committee established by the by-laws; (“comité d’examen”)

“student” means an individual registered as a student of the Corporation in accordance with the by-laws. (“stagiaire”) 2010, c. 6, Sched. B, s. 1.

Interpretation – rights not affected

2 This Act does not affect or interfere with the right of any person who is not a member of the Corporation to practise as an accountant. 2010, c. 6, Sched. B, s. 2.

The Corporation

Society continued as Corporation

3 (1) The Society of Management Accountants of Ontario is continued as a corporation without share capital under the name Certified Management Accountants of Ontario in English and Comptables en management accrédités de l’Ontario in French. 2010, c. 6, Sched. B, s. 3 (1).

Composition

(2) The Corporation is composed of its members. 2010, c. 6, Sched. B, s. 3 (2).

Powers, etc., of natural person

(3) For the purpose of carrying out its objects, the Corporation has the capacity and the rights, powers and privileges of a natural person. 2010, c. 6, Sched. B, s. 3 (3).

Implied provisions do not apply

(4) Section 92 (implied provisions for corporations) of the Legislation Act, 2006 does not apply to the Corporation. 2010, c. 6, Sched. B, s. 3 (4).

Note: On a day to be named by proclamation of the Lieutenant Governor, section 3 is amended by adding the following subsection:

Application of Not-for-Profit Corporations Act, 2010

(5) The Not-for-Profit Corporations Act, 2010 does not apply to the Corporation, except as may be prescribed by regulation. 2010, c. 15, s. 215 (1).

See: 2010, c. 15, ss. 215 (1), 249.

Section Amendments with date in force (d/m/y)

2010, c. 15, s. 215 (1) - not in force

Objects of the Corporation

4 The objects of the Corporation are,

(a) to promote and protect the public interest by governing and regulating the practice of individuals and firms as Certified Management Accountants in accordance with this Act and the by-laws, including,

(i) establishing, maintaining, developing and enforcing standards of qualification,

(ii) establishing, maintaining, developing and enforcing standards of practice,

(iii) establishing, maintaining, developing and enforcing standards of professional ethics,

(iv) establishing, maintaining, developing and enforcing standards of knowledge, skill and proficiency, and

(v) regulating the practice, competence and professional conduct of individuals and firms as Certified Management Accountants;

(b) to promote and increase the knowledge, skill and proficiency of members of the Corporation, firms, students and associates;

(c) to promote and protect the welfare and interests of the Corporation and of the accounting profession;

(d) to meet and maintain the standards that the Corporation, as a designated body within the meaning of the Public Accounting Act, 2004, is required to meet and maintain in order to be authorized to license and govern the activities of its members as public accountants under that Act; and

(e) to promote and protect the public interest by licensing members of the Corporation as public accountants and regulating those members and professional corporations as public accountants under the Public Accounting Act, 2004, when authorized under that Act to do so, in accordance with that Act, this Act and the by-laws. 2010, c. 6, Sched. B, s. 4.

Meetings of the Corporation

Annual meetings

5 (1) The Corporation shall hold an annual meeting of the members of the Corporation in accordance with the by-laws. 2010, c. 6, Sched. B, s. 5 (1).

General meetings

(2) The members of the Corporation or the Board may at any time call a general meeting of the members of the Corporation in accordance with the by-laws. 2010, c. 6, Sched. B, s. 5 (2).

Proxy

(3) At any annual or general meeting of the members of the Corporation, a member may be represented by proxy in accordance with the by-laws. 2010, c. 6, Sched. B, s. 5 (3).

Limitation

(4) A proxy granted by a member for the purposes of subsection (3) is not valid unless it is granted to another member of the Corporation. 2010, c. 6, Sched. B, s. 5 (4).

Surplus

6 Any surplus obtained from carrying on the business of the Corporation shall be solely devoted to and applied towards promoting and carrying out its objects in accordance with this Act and the by-laws and shall not be divided among its members. 2010, c. 6, Sched. B, s. 6.

Benevolent or charitable fund

7 The Corporation may establish and administer a benevolent or charitable fund, and for that purpose may make or receive contributions. 2010, c. 6, Sched. B, s. 7.

The Board

Board of Governors

8 (1) The Council of The Society of Management Accountants of Ontario is continued as the Board of Directors of the Corporation, which shall manage and administer the Corporation’s affairs in accordance with this Act and the by-laws. 2010, c. 6, Sched. B, s. 8 (1).

Composition

(2) The Board shall be composed of,

(a) no fewer than eight and no more than 17 individuals, as fixed by the by-laws, who are members of the Corporation and who are elected by members of the Corporation in accordance with the by-laws;

(b) two or three individuals, as determined under subsection (3), who are not members of the Corporation or of a self-regulating accounting body and who are appointed by the Lieutenant Governor in Council; and

(c) the President and Chief Executive Officer of the Corporation appointed under subsection 11 (2). 2010, c. 6, Sched. B, s. 8 (2).

Same

(3) If 10 or more members of the Corporation are elected to the Board, then three individuals may be appointed under clause (2) (b); otherwise, two individuals may be appointed. 2010, c. 6, Sched. B, s. 8 (3).

Deemed reappointment

(4) An individual whose appointment under clause (2) (b) expires is deemed to have been reappointed until his or her successor takes office. 2010, c. 6, Sched. B, s. 8 (4).

Board appointments

(5) Until the first appointment of an individual to the Board by the Lieutenant Governor in Council under clause (2) (b), the Board may appoint as members of the Board one or more individuals who are not members of the Corporation or of a self-regulating accounting body, for the term or terms that the Board specifies. 2010, c. 6, Sched. B, s. 8 (5).

Same

(6) The appointment of an individual appointed under subsection (5) expires on the earlier of,

(a) the day on which the individual’s term expires; and

(b) the day on which the Lieutenant Governor in Council makes a first appointment under clause (2) (b). 2010, c. 6, Sched. B, s. 8 (6).

Vacancy

9 (1) If the seat of an elected member of the Board becomes vacant, the vacancy shall be filled for the remainder of the member’s term in accordance with the by-laws. 2010, c. 6, Sched. B, s. 9 (1).

Same

(2) For the purposes of subsection (1), an elected member’s seat becomes vacant,

(a) if the member dies or resigns;

(b) if the member is removed from the Board in accordance with the by-laws; or

(c) for any other reason specified by the by-laws. 2010, c. 6, Sched. B, s. 9 (2).

Quorum

10 At any meeting of the Board, a majority of the elected members of the Board constitutes a quorum. 2010, c. 6, Sched. B, s. 10.

Officers of the Corporation

11 (1) The Board shall elect from among its members the officers specified by the by-laws to be elected. 2010, c. 6, Sched. B, s. 11 (1).

Same

(2) The Board shall appoint as officers of the Corporation a President and Chief Executive Officer, a Registrar and any other officers specified by the by-laws to be appointed. 2010, c. 6, Sched. B, s. 11 (2).

Powers and duties

(3) In addition to the powers and duties that are set out in this Act and the by-laws, an officer of the Corporation has the powers and duties that are granted or assigned to him or her by the Board. 2010, c. 6, Sched. B, s. 11 (3).

Committees

12 (1) The Board shall by by-law establish a complaints committee, a discipline committee, a review committee, a capacity committee and an appeal committee, and may establish additional committees as it considers appropriate. 2010, c. 6, Sched. B, s. 12 (1).

Panels

(2) The by-laws may authorize a committee to sit in panels for the purposes of exercising its powers and performing its duties under this Act, and for any other...