PROFESSIONAL ACCOUNTANTS BY-LAWS

PROFESSIONAL ACCOUNTANTS BY-LAWS

PROFESSIONAL ACCOUNTANTS BY-LAWS

ARRANGEMENT OF BY-LAWS

By-law .................................... Page-

1. Citation................................. ... ... ... ... ... ... ... ... A 3

PART 1
THE COUNCIL

2. Nominations of members of Council .......... ... ... ... ... ... ... A 3
3. Ballot for elected members of Council ... ... ... ... ... ... ... ... A 3

4. Meetings of Council ........................ ... ... ... ... ... ... A4
5. Quorum of Council .......................... ... ... ... ... ... A 4

6. Notice of meetings of Council .............. ... ... ... ... ... ... A4
7. Chairman of meetings of Council ............ ... ... ... ... ... ... A4
8. Voting at meetings of Council .............. ... ... ... ... ... ... A 5
9. Adjournment of meetings of Council ......... ... ... ... ... ... ... ... A 5
10....................Minutes of meetings of Council ... ... ... ... ... ... ... ... ... A 5

11................................Custody and use of the common seal of the Society ... ... ... ... A 5

PART II
ELECTION OF PRESIDENT AND VICE-
PRESIDENT

12................................Manner of election of President and Vice-President ... ... ... ... A 5

PART III
MEETINGS OF THE
SOCIETY

13..................General meetings of Society ... ... ... ... ... ... ... ... ... ... A 6
14..................Notice of meetings of Society ... ... ... ... ... ... ... ... ... A 6

15...........Resolution ....................... ... ... ... ... ... ... ... ... A 6

16.........................Quorum of general meetings of Society ... ... ... ... ... ... ... A 7
17.........................Cha~ of general meetings of the Society ... ... ... ... ... ... A 7

18....................Procedure at meetings of Society ... ... ... ... ... ... ... ... ... A 7

PART IV
REGISTRATION

19...........Interpretation ................... ... ... ... ... ... ... ... ... ... A 8

20................................Appointment and functions of registration committee ... ... ... ... A 8

21......................Meetings of registration committee ... ... ... ... ... ... ... ... A 9

PART V
DESIGNATION OF PROFESSIONAL
ACCOUNTANTS

22................Associates and Fellows ...... ... ... ... ... ... ... ... ... ... ... A 9

PART VI
PRACTICE OF PUBLIC
ACCOUNTANCY

23...........Interpretation ................... ... ... ... ... ... ... ... ... ... A10







24. [Cancelled]

25................................Certified public accountants and public accountants ... ... ... ... A 10
26................................Appointment and functions of practising committee ... ... ... ... A10

27. Meetings of practising committee ... ... ... ... ... ... ... ... ... All





By-law Page

PART VII
RESTRICTIONS IN CONNEXION WITH PRACTICE

28. Professional accountants not to practise with or employ certain persons ... All
29. Restrictions on name in which practice may be carried on ... ... ... ... A 12

PART VIII
REGISTERED STUDENTS

30...................Meaning of registered student ... ... ... ... ... ... ... ... ... A 12

31...............Consent to registration ..... ... ... ... ... ... ... ... ... ... ... A 12

32..........Registration ..................... ... ... ... ... ... ... ... ... A 13

33........Register ....................... ... ... ... ... ... ... ... ... ... A 13

34...............Disciplinary provisions ..... ... ... ... ... ... ... ... ... ... ... A 13

35.....................Powers of Disciplinary Committee ... ... ... ... ... ... ... ... A 14

36............Appeal to Council .............. ... ... ... ... ... ... ... ... ... A 14

PART IX
EXAMINATIONS

37...................Power of Council to make rules ... ... ... ... ... ... ... ... ... A 14
38...................Restriction on taking examinations ... ... ... ... ... ... ... ... A15

39...............Removal from register ....... ... ... ... ... ... ... ... ... ... ... A15

40........................Establishment of Examinations Board ... ... ... ... ... ... ... A 15

41...............................Restriction on registration as a professional accountant ... ... ... ... A 16

PART X
AUDITORS

42.................Appointment of auditor .... ... ... ... ... ... ... ... ... ... A 16

43............Qualification etc . ............ ... ... ... ... ... ... ... ... ... A 16
44............Retirement of auditor .......... ... ... ... ... ... ... ... ... ... A 16

45.................Nomination of auditors .... ... ... ... ... ... ... ... ... ... A 16

46...............Removal of auditor .......... ... ... ... ... ... ... ... ... ... A 17

PART M
INDEMNIFICATIO
N

47...............................Indemnification of members of the Council and others ... ... ... A 17
48...............................Members of Council and others not to be liable for losses ... ... ... A 17





PROFESSIONAL ACCOUNTANTS BY-LAWS

(Cap. 50, section 8(4))

[1st January, 1973.]

1. These by-laws may be cited as the Professional Accountants By-
laws.

PART I

THE COUNCIL

2. (1) A professional accountant who is a candidate for election as
an elected member of the Council shall be nominated by 2 professional
accountants.

(2) The nomination referred to in paragraph (1) shall be-

(a) in writing;

(b)proposed by one professional accountant and seconded by
another professional accountant; and

(c)accompanied by a notice in writing signed by the candidate
that he is willing to offer himself for election to the Council.

(3) The nomination paper and notice referred to in paragraph (2)
shall be lodged with the Registrar not less than 18 days prior to the
annual general meeting.

(4) A candidate may withdraw at any time before the election is
held.

(5) The Registrar shall, not less than 14 days prior to the annual
general meeting, send to each professional accountant, to whom notice
has been given of the annual general meeting under by-law 14, a notice
containing the names of the candidates who have been nominated for
election.

3. (1) If a ballot is to be held under section 13(1)(b) of the
Ordinance, the Registrar shall, not less than 10 days prior to the annual
general meeting, send a ballot paper to each professional accountant
under by-law 14.

(2) The ballot paper shall contain-

(a) the names of the candidates, in alphabetical order of
surnames, for election as members of the Council; and

(b)a statement of the number of vacancies in respect of elected
members of the Council.

(3) A professional accountant shall be entitled to cast one vote in
respect of each vacancy.





(4) Completed ballot papers shall be returned to the Registrar
not less than 48 hours before the annual general meeting at which
the election is to be held.

(4A) The auditor of the Society shall count the number of
votes cast for each candidate and shall furnish to the Council a
confidential report in writing on the number of votes so cast.

(5) The Council shall meet before the annual general meeting
to receive from the auditor of the Society the confidential report
referred to in paragraph (4A) and to eliminate the candidates
receiving the lowest number of votes until the number of candidates
left equals the number of vacancies, and those candidates shall be
deemed to have been elected.

(6) If an equality of votes is found to exist between any
candidates, and the addition of one vote would entitle any candidate
to be declared elected, the President shall have a casting vote to
determine which of such candidates shall be deemed to have been
elected.

4. (1) Subject to paragraph (2), the Council shall meet at
such times and places as it may determine.

(2) The Council shall meet at least once in every 3 months to
discuss the management and affairs of the Society.

(3) A meeting of the Council, other than the first meeting of
the first Council, may be called-
(a) on the order of the President; or

(b)at the request in writing, addressed to the Registrar, of
4 members of the Council.

5. Six members of the Council shall form a quorum at a
meeting of the Council.

6. (1) Except in the case of the first meeting of the first
Council, the Registrar shall give to each member of the Council-
(a)not less than 7 days notice in writing of an ordinary
meeting of the Council; and
(b) not less than 2 days notice of a special meeting.

(2) A notice given under paragraph (1) shall specify the time
and place for the holding of the meeting and the business to be
transacted thereat.

7. (1) The President, or in his absence the Vice-President,
shall be chairman at a meeting of the Council.

(2) If, 15 minutes after the time appointed for any meeting
of the Council, neither the President nor the Vice-President is





present, the members of the Council present may elect one of their
number to be chairman of the meeting.

8. (1) Subject to section 4(6) of the Ordinance, a question arising at
a meeting of the Council shall be decided by a majority vote of the
members present and voting.

(2) At a meeting of the Council, each member present shall have
one vote on any question before the Council and, in the event of an
equality of votes, the chairman shall have a second or casting vote.

9. (1) A meeting of the Council may be adjourned from time to time
and from place to place, but no business shall be transacted at an
adjourned meeting other than the business left unfinished at the meeting
which was adjourned.

(2) It shall not be necessary to give notice of an adjourned meeting
unless the meeting which was adjourned has by resolution so directed.

10. Minutes of all proceedings of meetings of the Council and all
committees thereof shall be entered in records kept for that purpose and
any such minutes, if purporting to be signed by the chairman of the
meeting at which the proceedings were held or by the chairman of the
next succeeding meeting, shall be evidence of the proceedings.

11. (1) The Council shall provide for the safe custody of the
common seal of the Society.

(2) The* common seal of the Society shall not be used or affixed to
any instrument except on the authority of the Council.

PART II

ELECTION OF PRESIDENT AND VICE-PRESIDENT

12. (1) A member of the Council may propose an elected member as
President or Vice-President if the elected member is willing to serve if
elected.

(2) A proposal under paragraph (1) shall be seconded by another
member of the Council.

(3) No debate shall be allowed on such a proposal.

(4) If more than 1 member of the Council is proposed for election as
President or Vice-President, the election shall be determined by ballot.





PART III

MEETINGS OF THE SOCIETY

13. (1) The Council may, whenever it thinks fit, call a general
meeting of the Society.

(2) The Council shall call a general meeting of the Society on receipt
of a request in writing signed by not less than 20 professional
accountants, specifying the object of the proposed meeting.

(3) The notice calling a general meeting under paragraph (2), shall
be issued by the Registrar within 21 days of the receipt of such request.

(4) At a general meeting, no business other than that specified in
the notice shall be transacted.

14. The Registrar shall give not less than 21 days notice of any
general meeting of the Society to each professional accountant at his
registered address, specifying the day, place and hour of the general
meeting and the general nature of the business to be transacted.

15. (1) A professional accountant shall, if he wishes to propose a
resolution unrelated to the ordinary annual business at an annual
general meeting, give to the Registrar not less than 14 days before the
annual general meeting notice of such resolution in accordance with
paragraph (2).

(2) Notice of a resolution shall be in writing and shall contain-

(a)the name and signature of the professional accountant who
wishes to propose the resolution;

(b)the name and signature of the professional accountant who
wishes to second the resolution;

(c)the names and signatures of at least 8 other professional
accountants who support the resolution; and

(d)a declaration that the motion relates to matters affecting the
Society or the accountancy profession.

(3) No resolution shall he discussed at an annual general meeting
unless notice under paragraph (1) has been given.

(4) The Registrar shall, not less than 10 days before the annual
general meeting, send to each professional accountant a notice
containing

(a) the proposed resolution;

(b)the names of the proposer, the seconder and the professional
accountants who support the resolution under paragraph
(2)(c).





16. (1) Subject to paragraph (3), 25 professional accountants
shall constitute a quorum at a general meeting of the Society.

(2) Subject to paragraph (4), if 15 minutes after the time
appointed for a general meeting, there is no quorum, the meeting
shall stand adjourned for not less than 1 week and not more than
4 weeks, to be held on such date and at such hour and place as the
Council may determine.

(3) Subject to paragraph (4), at a meeting adjourned under
paragraph (2), the professional accountants present shall form a
quorum and shall have full power to transact the proposed business
of the adjourned meeting.

(4) Paragraph (2) shall not apply to a general meeting called
under by-law 13(2).

17. (1) The President, or in his absence the Vice-President,
shall be chairman at a general meeting of the Society.

(2) If, 15 minutes after the time appointed for a general meet-
ing of the Society, neither the President nor the Vice-President is
present, the professional accountants present at the meeting may
elect-

(a) a member of the Council who is present; or
(b)if no member of the Council is present, a professional
accountant who is present,

to be chairman of the meeting.

18. (1) A resolution or amendment thereto proposed and
seconded at a general meeting of the Society shall be put to the
meeting by the chairman and, subject to the provisions of paragraph
(2), shall be decided by a show of hands.

(2) Each professional accountant shall have 1 vote on a
question coming before or arising at a general meeting and in the
event of an equality of votes either on a show of hands or on the
holding of a poll under paragraph (3), the chairman shall have a
second or casting vote.

(3) Subject to paragraph (7), a poll shall be taken on a resolu-
tion or amendment thereto proposed and seconded at a general
meeting if requested-

(a)by not less than 10 professional accountants immediately
after the declaration by the chairman of the result of a
show of hands under paragraph (1); or
(b)upon the request in writing, signed and submitted before
the dissolution or adjournment of the meeting by not less
than 10 professional accountants present.





(4) Unless a poll is held under paragraph (3), a declaration by the
chairman that a resolution or amendment thereto has, on a show of
hands, been carried, or carried unanimously, or lost, and an entry to that
effect in the minutes relating to that meeting shall be conclusive
evidence of the fact without proof of the number or proportion of the
votes recorded in favour of or against such resolution or any amendment
thereto.

(5) If a poll is held under paragraph (3) it shall be held in such
manner as the chairman may direct.

(6) The chairman shall appoint scrutineers from among the'
professional accountants present, not being proposers or seconders of
the resolution or any amendment thereto, or persons the subject of or
mentioned in the resolution or amendment thereto, and the scrutineers
shall sign their report on the result of the poll, which shall be declared by
the chairman.

(7) No poll shall be taken for the election of the chairman or the
adjournment of a general meeting.

(8) Subject to section 8(3) of the Ordinance, the votes of a
professional accountant on a poll may be given either personally or by
proxy.

(9) The instrument appointing a proxy (who shall be a member of
the Society) shall be in writing signed by the appointer or his attorney
duly authorized in writing.

(10) The appointment of a proxy shall have no effect unless the
instrument appointing the proxy, and the power of attorney or other
authority (if any) under which it is signed, is lodged with the chairman
not less than 48 hours before the time for holding the meeting at which
the proxy proposes to vote, or within such lesser time as the chairman
may allow.

(11) Minutes of all proceedings at a general meeting of the Society
shall be entered in records kept for that purpose and any such minutes, if
purporting to be signed by the chairman of the meeting at which the
proceedings were held or by the chairman of the next succeeding
meeting, shall be evidence of the proceedings.

PART IV

REGISTRATION

19. In this Part, 'registration committee' means a committee
appointed under by-law 20(1).

20. (1) The Council may appoint a committee of not less than 5
professional accountants to examine the qualifications of an applicant
for registration under section 25 of the Ordinance.

(1A) A majority of the professional accountants appointed under
paragraph (1) shall be cl~ members.





(2) The registration committee shall examine the qualifications of
the applicant and shall advise the Council as to whether the applicant
should be registered or whether the application should be rejected.

(3) The Council shall not be bound to accept the advice of the
registration committee.

21. (1) The registration committee shall meet at least once in every 3
months, and at more frequent intervals if it so determines or if the
Council so requires.

(2) Three members of the registration committee shall form a
quorum at a meeting thereof.

(3) If at a meeting of the registration committee the number of
members of the committee present is insufficient to form a quorum, the
meeting shall stand adjourned for 1 week to be then held at the same
hour and place.

(4) The registration committee may, if it thinks fit, transact any of its
business by the circulation of papers, and a resolution in writing
approved in writing by a majority of the members thereof present in
Hong Kong shall be as valid and effectual as if it had been passed at a
meeting of the registration committee by the votes of the members so
approving the resolution.

PART V

DESIGNATION OF PROFESSIONAL ACCOUNTANTS

22. (1) Subject to paragraph (2), a professional accountant shall

(a)be designated as an Associate of the Hong Kong Society of
Accountants;

(b)be entitled to use the initials 'A.H.K.S.A.' after his name;and

(c)be issued by the Registrar with a certificate, signed by the
President, certifying that he is an Associate of the Society.

(2) A professional accountant who satisfies the conditions

specified in paragraph (3) shall on payment of the fee fixed by the
Council- A

(a)be designated as a Fellow of the Hong Kong Society of
Accountants;

(b)be entitled to use the initials 'F.H.K.S.A.- after his name; and

(c) be issued by the Registrar with a certificate, signed by the
President, certifying that he is a Fellow of the Society.





(3) The conditions referred to in paragraph (2) are that the
professional accountant

(a) is a Fellow of an approved institute or any other

accountancy body accepted by the Council under sub-paragraph (ii)
of section 24(1)(c) of the Ordinance;

(b) has been an associate member of an approved institute or any
other accountancy body accepted by the Council under
sub-paragraph(ii)section 24(1)(c) of the Ordinance for
not less than 7 years,

(c)has been an Associate of the Society for not less than 7 years;
or

(d)has been for an aggregate period of not less than 7 years an
Associate of the Society and an associate of an approved
institute or any other accountancy body accepted by the
Council under sub-paragraph (ii) of section 24(1)(c) of the
Ordinance.

PART VI

PRACTICE OF PUBLIC ACCOUNTANCY

23. In this Part, 'practising committee' means a committee
appointed under by-law 26(1).

24. [Cancelled, L.N. 137177]

25. (1) A professional accountant registered as such by virtue of
section 24(1) of the Ordinance and holding a practising certificate shall
describe himself as a 'Certified Public Accountant' and use the initials
'C.P.A.'.

(2) A professional accountant registered as such by virtue of
section 24(2) of the Ordinance and holding a practising certificate shall
describe himself as a 'Public Accountant' and use the initials 'P.A.'.

(3) If a firm is carrying on the business of public accountancy and
some of the partners of the firm are entitled to describe themselves as
'Certified Public Accountants' and others as 'Public Accountants% the
members of such firm shall collectively describe themselves as 'Public
Accountants'.

26. (1) The Council may appoint a committee of not less than 5
professional accountants to advise the Council on applications by
professional accountants for practising certificates.

(1A) A majority of the professional accountants appointed under
paragraph (1) shall be elected members.





(2) The practising committee shall-

(a)make such inquiries as it may consider necessary to ascertain
whether a professional accountant applying for a practising
certificate has had the experience required by section 29A of
the Ordinance and is otherwise eligible to hold a practising
certificate; and

(b)advise the Council as to the acceptance or rejection of the
application of such accountant.

(3) The Council shall not be bound to accept the advice of the
practising committee.

27. (1) The practising committee shall meet at least once in every 3
months, and at more frequent intervals if it so determines or if the
Council so requires.

(2) Three members of the practising committee shall form a quorum
at a meeting thereof.

(3) If at a meeting of the practising committee the number of
members of the committee present is insufficient to form a quorum, the
meeting shall stand adjourned for one week, to be then held at the same
hour and place.

(4) The practising committee may, if it thinks fit, transact any of its
business by the circulation of papers, and a resolution in writing
approved in writing by a majority of the members thereof present in
Hong Kong shall be as valid and effectual as if it had been passed at a
meeting of the practising committee by the votes of the members so
approving the resolution.

PART VII

RESTRICTIONS IN CONNEXION WITH PRACTICE

28. Save with the approval in writing of the Council, a professional
accountant holding a practising certificate who knowingly

(a)permits his name to be made use of in connexion with the
practice of public accountancy by a person who is not a
professional accountant holding a practising certificate;

(b)employs, in or in connexion with his practice as an accountant,
a person whose name has been removed from the register
under section 35(1)(a) of the Ordinance and has not been
restored thereto; or

(e)practises in partnership as an accountant with a person who is
not entitled to practise as a certified public accountant or
public accountant,

shall be guilty of professional misconduct.





29. Save with the approval in writing of the Council, a professional
accountant who, either on his own account or in partnership with any
other professional accountant, practises as a certified public accountant
or public accountant other than

(a) in his own name;

(b)in his own name in association with the names of his partners;
or

(c)in the name of a firm in which he was lawfully practising at the
commencement of these by-laws,

shall be guilty of professional misconduct.

PART VIII

REGISTERED STUDENTS

30. In this Part-

-registered student' means a student registered with the Society.

31. (1) A person desiring to become a registered student shall

(a) apply to the Council in such form as it may specify;

(b)furnish to the Council such evidence as the Council may
require that he

(i) is 16 years of age or more;

(ii) has attained the requisite standard of education; and

(iii) is of good character; and

(c) pay to the Council-

(i) the fee fixed by the Council; and

(ii) the fee fixed by the Council for annual registration with
the Society.

(2) The Council shall, if satisfied that such a person has reached the
age of 16 years, has attained the requisite standard of education
prescribed by paragraph (3), and has a good character, authorize the
Registrar to register such person as a student.

(3) A person shall be deemed to have attained the requisite
standard of education if he

(a) is the holder of a Hong Kong Certificate of Education

English

with credits in at least 5 subjects (including English and
Mathematics);

(b) has passed examinations in the subjects specified in sub-
paragraph (a)which in the opinion of the Council are of
an equivalent standard to the Hong Kong Certificate of
Education (English);




(c) is a graduate of a university approved by the Council; or



(d) is the holder of a diploma in accountancy awarded by an
educational institute approved by the Council:

Provided that the Council may in its absolute discretion exempt
from compliance with the requisite standard of education a person who--

(i) is over the age of 25 years;

(ii) has attained a standard of education acceptable to the
Council;and

(iii) has undergone 5 years practical experience as defined in by-
law 41.

32. (1) Registration of a person as a registered student shall-

(a)remain in force until the 1st day of January in the year
following the year in which he was so registered; and

(b)be renewable annualy not later than the 3 1st day of January in
each year.

(2) A registered student shall sign an undertaking, in the specified
form, to abide by such of these by-laws as are applicable to him.

33. (1) The Registrar shall keep a register of registered students and
shall advise the Council of the name of a registered student whose
annual registration fee is more than 2 months in arrear.

(2) The Council may direct the Registrar to remove from the register
of registered students the name of a student whose annual registration
fee is more than 3 months in arrear.

(3) The Registrar shall in writing notify a student of a direction of
the Council under paragraph (2), and if the annual registration fee
remains unpaid for more than 14 days after such notice the Registrar
shall remove the name of the student from the register.

34. A complaint that a registered student-

Crimes Ordinance;

(b)has been convicted in Hong Kong or elsewhere of any offence
involving dishonesty;

(c) has been guilty of misconduct in carrying out his duties;

(d)has been guilty of conduct which renders him unfit to become
a professional accountant; or

(e)has refused, or neglected without reasonable excuse, to
comply with such of these by-laws as are applicable to him,





shall be made to the Registrar who shall submit the complaint to the
Council which may, in its discretion, refer the complaint to the
Disciplinary Committee.



35. (1) If, after due inquiry, the Disciplinary Committee is satisfied
that a complaint referred to it under by-law 34 is proved the Disciplinary
Committee may, in its discretion, make any one or more of the following
orders against the registered student

(i)that he be declared unfit to remain a registered student, and
that the Registrar remove his name from the register of
registered students;

(ii) that he be declared uneligible for such period (not exceeding 2
years) to sit for such examinations of the Society as shall be
specified in the order;

(iii) that he be reprimanded;

(iv) that he be admonished.

(2) The Registrar shall cause a copy of an order made under this by-
law to be served forthwith upon the registered student concemed and
shall forward a copy to the Council.

(5) For the purposes of an inquiry under this by-law the
Disciplinary Committee shall have the powers specified in section 36 of
the Ordinance.

36. (1) A registered student aggrieved by an order made under by-
law 35 may, within 21 days of the date of service upon him of the order,
appeal to the Council.

(2) The practice and procedure on an appeal to the Council shall be
such as the Council may determine.

(3) On an appeal the Council may-

(a) affirm or vary the order;

(b)rescind the order and substitute any other order which might
have been made by the Disciplinary Committee under by-law
35.

(4) The Registrar shall notify the registered student concerned of
the decision of the Council.

PART IX

EXAMINATIONS

37. The Council may make rules prescribing

(a) the examinations of the Society;

(b) the syllabuses therefor;

(c) the sections into which the examinations are to be divided;





(d) the times for holding the examinations;

(e) examination fees;

(f) the period within which any examination must be passed;

(g)exemptions from examinations or concessions which may be
granted; and

(h) any other matter incidental to the holding of examinations.

38. (1) Subject to paragraph (2), a person shall not be entitled to
enter for an examination of the Society unless he

(a) is a registered student;

(b)has paid his annual registration fee to the Society for the year
in which the examination is held; and

(c)complies with such regulations relating to the examination as
the Council may specify.

(2) Paragraph (1)(a) and (b) shall not apply to a member of an
approved institute specified in Part B of the Schedule to the Ordinance
who is entering for an examination pursuant to the requirements of
section 29B of the Ordinance.

39. (1) Subject to paragraph (2), the Registrar shall remove from the
register the name of any registered student who

(a)has not presented himself for any of the examinations of the
Society within 5 years from the date of his registration as a
registered student; or

(b)has not passed the final section of the examinations of the
Society within 10 years from the date of his registration as a
registered student.

(2) The Council may extend the period of time specified in
paragraph (1)(a) or (b) in any particular case.

40. (1) There is hereby established an Examinations Board, the
members of which, whether members of the Society or not, shall be
appointed by the Council and shall hold office until they resign or are
removed from office by the Council.

(2) The functions of the Examinations Board shall be to advise the
Council on

(a) the conduct and control of examinations of the Society;

(b) the appointment and remuneration of examiners; and

(c)such other functions as may be specified by the Council from
time to time.

(3) Members of the Examinations Board shall be paid such fees as
the Council may determine.





41. (1) Subject to paragraph (2), a registered student who passes
the examinations of the Society shall not be registered as a professional
accountant unless he has not less than 5 years practical experience.

(2) The Council may, in the case of a graduate of a university
approved by the Council or the holder of a diploma in accountancy
awarded by an educational institute approved by the Council who has
attended a full time course for not less than 3 years, reduce the period of
practical experience required by paragraph (1) by such amount as it
thinks fit, not being more than 2 years.

(3) In this by-law

'practical experience' means experience acceptable to the Council as an
employee of a professional accountant practising as a certified
public accountant or a public accountant or in the financial, cost
accountancy or statistical department of an organization in
industry, commerce or the public service or in a similar department.

PART X

AUDITORS

42. (1) The Society shall at each annual general meeting appoint an
auditor, who shall hold office until the next annual general meeting.

(2) The Council may fill any casual vacancy in the office of auditor.

43. (1) A person shall not be eligible for appointment under by-law
42 as auditor unless he is a professional accountant holding a practising
certificate.

(2) The following persons shall not be qualified for appointment as
auditor

(a) a member of the Council; and

(b) a partner of a member of the Council.

(3) The remuneration of the auditor shall be fixed by the Society at
a general meeting.

44. The auditor shall be eligible for reappointment and shall
be deemed to have been nominated for reappointment unless he
informs the Council 1 in writing, not less than 14 days before the
annual general meeting, that he does not wish to be so nominated.

45. (1) A person, other than a retiring auditor, shall not be capable
of being appointed auditor at an annual general meeting





unless notice of intention to nominate him for appointment as auditor
has been received by the Registrar not less than 14 days before the
annual general meeting.

(2) Every such notice shall be signed by 2 or more professional
accountants and shall be accompanied by notice in writing from the
person who is nominated that he is willing to be appointed as auditor.

(3) The Registrar shall send a copy of such a notice to the retiring
auditor.

(4) Notice of the names of all persons nominated for appointment,
or deemed to have been nominated for reappointment, shall be sent to
all professional accountants not less than 10 days before the annual
general meeting.

46. (1) The Society may, at a general meeting, by resolution passed
by not less than two-thirds of the voting members voting thereon,
remove the auditor from office and may, by resolution passed at the
same meeting by a majority of the voting members voting thereon,
appoint in his place another auditor.

(2) If no such appointment is made, the Council may appoint
another auditor in his place.

PART XI

INDEMNIFICATION

47. A member of the Council (which expression in this bylaw and by-
law 48 includes a member of a committee or subcommittee of the
Council), an officer employed by the Council and the auditor shall each
be indemnified by the Society against any liability incurred by him in
consequence of the performance of his duty as such, unless the same is
caused by his wilful default, or, in the case of an auditor, his negligence
or wilful default or that of his partner or employee.

48. A member of the Council, an officer employed by the Council
and the auditor shall be liable only if liability arises from his own wilful
default or, in the case of an auditor, from his own negligence or wilful
default or that of his partner or employee.
L.N. 266/72. L.N. 137/77. Citation. Nominations of members of Council. (cf. S. Rhodesia by-law 4.) L.N. 137/77. L.N. 137/77. L.N. 137/77. Ballot for elected members of Council. (cf. S. Rhodesia by-law 6.) L.N. 137/77. L.N. 137/77. L.N. 137/77. Meetings of Council. Quorum of Council. L.N. 137/77. Notice of meetings of Council. Chairman of meetings of Council. Voting at meetings of Council. Adjournment of meetings of Council. (cf. S. Rhodesia by-law 16.) Minutes of meetings of Council. (cf. S. Rhodesia by-law 17.) Custody and use of the common seal of the Society. Manner of election of President and Vice-President. General meetings of Society. (cf. S. Rhodesia by-law 31.) Notice of meetings of Society. (cf. S. Rhodesia by-law 32.) Resolution. Quorum of general meetings of Society. (cf. S. Rhodesia by-law 35.) Chairman of general meetings of the Society. Procedure at meetings of Society. (cf. S. Rhodesia by-law 36.) Interpretation. Appointment and functions of registration committee. L.N. 137/77. Meetings of registration committee. L.N. 137/77. Associates and Fellows. L.N. 137/77. L.N. 137/77. Interpretation. Certified public accountants and public accountants. Appointment and functions of practising committee. L.N. 137/77. Meetings of practising committee. L.N. 137/77. Professional accountants not to practise with or employ certain persons. Restrictions on name in which practice may be carried on. Meaning of registered student. Consent to registration. L.N. 137/77. L.N. 137/77. L.N. 137/77. L.N. 137/77. Registration. L.N. 137/77. Register. L.N. 137/77. Disciplinary provisions. (Cap. 200.) Powers of Disciplinary Committee. Appeal to Council. Power of Council to make rules. Restriction on taking examinations. L.N. 137/77. Removal from register. Establishment of Examinations Board. Restriction on registration as a professional accountant. L.N. 137/77. Appointment of auditor. Qualification etc. Retirement of auditor. Nomination of auditors. Removal of auditor. Indemnification of members of the Council and others. Members of Council and others not to be liable for losses.

L.N. 266/72. L.N. 137/77. Citation. Nominations of members of Council. (cf. S. Rhodesia by-law 4.) L.N. 137/77. L.N. 137/77. L.N. 137/77. Ballot for elected members of Council. (cf. S. Rhodesia by-law 6.) L.N. 137/77. L.N. 137/77. L.N. 137/77. Meetings of Council. Quorum of Council. L.N. 137/77. Notice of meetings of Council. Chairman of meetings of Council. Voting at meetings of Council. Adjournment of meetings of Council. (cf. S. Rhodesia by-law 16.) Minutes of meetings of Council. (cf. S. Rhodesia by-law 17.) Custody and use of the common seal of the Society. Manner of election of President and Vice-President. General meetings of Society. (cf. S. Rhodesia by-law 31.) Notice of meetings of Society. (cf. S. Rhodesia by-law 32.) Resolution. Quorum of general meetings of Society. (cf. S. Rhodesia by-law 35.) Chairman of general meetings of the Society. Procedure at meetings of Society. (cf. S. Rhodesia by-law 36.) Interpretation. Appointment and functions of registration committee. L.N. 137/77. Meetings of registration committee. L.N. 137/77. Associates and Fellows. L.N. 137/77. L.N. 137/77. Interpretation. Certified public accountants and public accountants. Appointment and functions of practising committee. L.N. 137/77. Meetings of practising committee. L.N. 137/77. Professional accountants not to practise with or employ certain persons. Restrictions on name in which practice may be carried on. Meaning of registered student. Consent to registration. L.N. 137/77. L.N. 137/77. L.N. 137/77. L.N. 137/77. Registration. L.N. 137/77. Register. L.N. 137/77. Disciplinary provisions. (Cap. 200.) Powers of Disciplinary Committee. Appeal to Council. Power of Council to make rules. Restriction on taking examinations. L.N. 137/77. Removal from register. Establishment of Examinations Board. Restriction on registration as a professional accountant. L.N. 137/77. Appointment of auditor. Qualification etc. Retirement of auditor. Nomination of auditors. Removal of auditor. Indemnification of members of the Council and others. Members of Council and others not to be liable for losses.

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