Charter
Charter of the Guangdong Institute of Certified Public Accountants
Passed by the 6th Assembly of Delegates of Guangdong Institute of Certified Public Accountants on June 18, 2015
Chapter I General Principles
Article 1 This Charter is formulated in accordance with the Law of the PRC on Certified Public Accountants and the Charter of the Chinese Institute of Certified Public Accountants and other relevant laws and regulations.
Article 2 The full name of the Institute is “GUANGDONG INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS”, abbreviated as GDICPA.
Article 3 The Institute, which is a professional organization of Certified Public Accountants (CPAs) in Guangdong Province, has obtained the qualification of a juridical association in accordance with relevant laws, and shall carry out self-discipline management of accountancy profession in Guangdong Province in accordance with relevant laws. The Institute is the local organization of Chinese Institute of Certified Public Accountants (CICPA).
Article 4 The purposes of the Institute are: Providing services, monitoring, regulating and coordinating. That is, with providing services to national construction as its main task, and constructing professional credibility and integrity as its guiding principle, the Institute is devoted to provide services to its members; to monitor the service quality and professional ethics of members; to regulate the accountancy profession according to relevant laws; to coordinate the relationship within and beyond the accountancy profession; to protect the interests of the general public and the legitimate rights of the CICPA members; and to promote the healthy development of the accountancy profession in accordance with the Constitution, laws and regulations and national policies.
Article 5 The Institute should accept the supervision and guidance of the Department of Finance of Guangdong Province and the People’s Government of Guangdong Province, as well as the guidance of CICPA.
Article 6 The organization of the Communist Party of China is established in the Institute to guide and coordinate the party-masses work of accountancy profession in Guangdong Province.
Article 7 The Institute is located in Guangzhou. Address: Floor 17 to 18, Yuecai Building, No. 481 Middle Dongfeng Road, Guangzhou; Zip code: 510045. Website: http://www.gdicpa.org.cn
Chapter II Functions and Responsibilities
Article 8 The main functions and responsibilities of the Institute are as follows:
1) To formulate and implement the development plan of certified public accountancy profession in Guangdong Province;
2) To examine and approve applications for GICPA membership, and regulate its members;
3) To put forward suggestions to the set-up, merger and rectification of accounting firms.
4) To supervise the enforcement of standards and rules of certified public accountancy profession;
5) To formulate and implement the self-discipline system of certified public accountancy profession;
6) To organize annual reviews of CPA qualification and the practices of individual CPAs, and to guide, review and urge accounting firms to have standardized operations;
7) To investigate, verify and take disciplinary actions against members involved in activities in accordance with laws and regulations and self-disciplinary specifications of accountancy profession, and to transfer those non-compliant activities to relevant administrative authorities;
8) To organize National Uniform CPA Examination in Guangdong Province;
9) To organize and deliver training programs for members, and promote the development of accounting talents;
10) To support CPAs to conduct their practice in line with laws, safeguard their legitimate rights and interests, and report to relevant authorities their opinions and suggestions;
11) To organize professional exchanges, conduct theoretical studies and provide technical support;
12) To coordinate the relationship within and beyond the accountancy profession in order to provide a good environment for the Profession;
13) To represent Guangdong accountancy profession in carrying out international co-operations and exchanges;
14) To give publicity to the accountancy profession and enhance the image of accountancy profession;
15) To organize activities for public well-being;
16) To provide guidance to CPA institutes in cities at prefecture-level or above;
17) To conduct other relevant work stipulated by laws and regulations, and entrusted or authorized by financial authorities and CICPA.
Chapter III Members
Article 9 The membership of the Institute is classified into group members and individual members.
Persons who have passed the National Uniform CPA Examination and whose membership application has been approved, or those who have been qualified through the former evaluation procedures, shall become individual members of the Institute. Individual members are classified into practicing members and non-practicing members. Practicing members are those who have obtained the CPA practicing certificate in accordance with the laws.
Accounting firms established under the law shall become group members of the Institute.
Both group members and individual members of the Institute shall be group members and individual members of CICPA.
Article 10 Individual members of the Institute are entitled to the following rights:
1) To vote and to stand for election in the Institute;
2) To participate in learning and training activities conducted by the Institute;
3) To participate in professional study and activities of exchanging experiences conducted by the Institute;
4) To obtain relevant materials from the Institute;
5) To put forward, through the Institute, suggestions and requests to relevant agencies;
6) To supervise the work of the Institute and give criticism and suggestions;
7) To apply to leave the Institute according to the relevant regulations;
8) Other rights stipulated by laws, rules and regulations.
Article 11 Individual members of the Institute have the following duties:
1) To abide by the Charter of the Institute;
2) To implement the resolution made by the Institute;
3) To accept the supervision and regulation of the Institute;
4) To conscientiously safeguard the reputation of the accountancy profession and uphold unity among the members;
5) To complete continuing professional education as stipulated by the Institute;
6) To pay membership dues in accordance with regulations;
7) To undertake the task entrusted by the Institute.
8) To perform other duties stipulated by laws, rules and regulations.
Article 12 Group members of the Institute are entitled to the following rights:
1) To participate in learning and training activities conducted by the Institute;
2) To participate in professional study and activities of exchanging experiences conducted by the Institute;
3) To obtain relevant materials from the Institute;
4) To get professional assistance from the Institute in case of major difficulties during service-providing process and legal proceedings.
5) To put forward, through the Institute, suggestions and requests to relevant agencies;
6) To supervise the work of the Institute and give criticism and suggestions;
7) Other rights stipulated by laws, rules and regulations.
Article 13 Group members of the Institute have the following duties:
To abide by the Charter of the Institute;
To complete the member application procedure and get their membership cards.
3) To pass on and implement the resolution made by the Institute;
4) To accept the supervision and regulation of the Institute;
5) To conscientiously safeguard the reputation of the accountancy profession and uphold unity among the members;
6) To establish internal management mechanism, and enact and implement relevant rules and regulations.
7) To urge CPAs to honor professional ethics, rules and regulations;
8) To involve CPAs into various activities organized by the Institute;
9) To provide necessary conditions for CPAs to exercise their rights and obligations;
10) To pay membership dues designated for group members and collect membership dues from practicing members in accordance with regulations;
11) To undertake the task entrusted by the Institute.
12) To perform other duties stipulated by laws, rules and regulations.
Article 14 Should a member fail to perform their duty, or become no longer qualified, the Council or Executive Committee may request them to leave the Institute or remove their name from the membership list.
In case of merger, split-ups and alteration of accounting firms, group members of the Institute shall alter their registration and acquire new membership cards; for accounting firms that have been canceled or rescinded by financial authorities, their group membership is abolished accordingly with their membership cards revoked.
Article 15 The regulatory rules on the Institute members are drafted in accordance with that of CICPA and shall take effect upon approval by the Council or Executive Committee.
Chapter IV Assembly of Delegates
Article 16 The highest authority of the Institute is the Provincial Assembly of Delegates. The Assembly meets every five years and may be moved ahead of schedule or postponed when necessary, and upon approval by the Council.
Article 17 The Provincial Assembly of Delegates has the following major powers:
1) To formulate and amend the Charter of the Institute;
2) To elect the members of the Institute’s Council;
3) To elect the members of the Institute’s Board of Supervisors;
4) To discuss and determine the policies and tasks of the Institute;
5) To review and approve the work report of the Institute’s Council;
6) To review and approve the work report of the Institute’s Board of Supervisors;
7) To discuss and approve the report on revenues and expenditures of the annual membership dues;
8) To exercise other powers under its ambit.
Article 18 The Provincial Assembly of Delegates is formed through election, consultation and special invitation.
Article 19 To convene the Provincial Assembly of Delegates, there must be more than 2/3 of the delegates present and the resolutions can only become effective when more than 1/2 of the delegates present agree.
Chapter V Council and Executive Committee
Article 20 The Provincial Assembly of Delegates shall elect members to form the Council. The term of office of the council members is the same with that of the Assembly, which will ends until the next Council is formed.
Article 21 The Council and Executive Committee shall be responsible to the Provincial Assembly of Delegates. Its responsibilities are:
1) To propose the convening of the National Assembly of Delegates;
2) To elect members of the Executive Office;
3) To elect the members of the leadership team;
4) To review and approve members of the leadership team of the Executive Office;
5) To determine the structure of the Executive Office;
6) To determine the structure, duties, working mechanism and members of the Council and Executive Committee;
7) To take disciplinary actions against activities in violation of laws and regulations and professional disciplines of CPA;
8) To consider and approve the annual work report of the Council and Executive Committee;
9) To discuss and approve the report on revenues and expenditures of the annual membership dues;
10) To hear and respond to supervision comments and suggestions of the Board of Supervisors;
11) To manage other matters under its ambit.
Article 22 The Council members are elected from the Provincial Assembly of Delegates. Candidates recommended by Department of Finance of Guangdong Province as members of the Council and Executive Committee shall be Council member and Executive Directors of this Assembly.
If approved by the Council, there can be replacement or augmentation of the Council members or Executive Directors, on the condition that the replacement or augmentation are recommended by relevant authorities and approved by the Council.
Article 23 Council members shall have the following qualifications:
1) Council members who are practicing accountants of this Institute shall work as professional accountant during the last five consecutive years, and shall have no record of administrative punishment in their career or disciplinary actions for the last five years. And Council members must be well- acknowledged, enthusiastic about CPA profession and available for various activities of the Council.
2) Council members who are non-practicing accountants of this Institute shall have the recommendation of accountancy-related government authorities, theoretical researches into accounting audit or practical experience of accounting audit, good reputation, enthusiasm in CPA profession and the time and capabilities to exercise their powers as Supervisors.
Article 24 The term of office of the council members will be automatic nullified or canceled according to the specific circumstances, and shall be announced in the next Assembly of Delegates:
1) Council members whose membership is canceled due to withdrawal and transfer of membership or other reasons shall be disqualified as council members.
2) Council members will be dismissed in case of any of the following circumstances upon the approval of the Council:
a. To have received administrative punishments for irregularity actions;
b. To have received criminal punishment for irregularity actions;
c. Fail to perform the duties stipulated for members of the Institute.
Article 25 The Council meeting meets annually and may be moved ahead of schedule or postponed when necessary, and be held through telecommunication.
To convene the Council meeting, there must be more than 2/3 of the Executive Directors present and the resolutions can only become effective when more than 1/2 of the Executive Directors present agree.
Article 26 The Council elects a President, a certain number of Vice Presidents and Executive Directors. President, Vice Presidents, and Executive Directors together constitute the Executive Committee.
Article 27 The term of office of President, Vice Presidents, and Executive Directors is five years. President, Vice Presidents, and Executive Directors can serve for more than one term, while the President shall not serve for more than two terms and should not be over the age of 70.
Article 28 The Executive Committee exercises the powers and duties of the Council when the Council is not in session, except from the powers and duties stipulated in 2) of Article 21.
Article 29 Executive Committee meet at least twice a year, and can be held through telecommunication.
To convene the Executive Committee meeting, there must be more than 2/3 of the Executive Directors present and the resolutions can only become effective when more than 2/3 of the Executive Directors present agree.
Article 30 During their terms, Executive Directors shall be considered as having abandoned their post if they fail to attend the Committee meeting three times consecutively or five times in the aggregate for no special circumstances.
Article 31 As the head of the Institute, the President shall convene and chair the Council meeting, the Executive Committee meeting and the Provincial Assembly of Delegates, and supervise and examine the implementation of their resolutions.
Article 32 Council Members, Executive Directors, Vice President and President of this Institute should be honest and trustworthy, and diligent and conscientious. They should take the lead in observing laws and regulations and the Charter of this Institute, fulfilling tasks assigned by the Institute and safeguarding the interests of the accountancy profession.
Council Members, Executive Directors, Vice President and President of this Institute shall not solicit unjustifiable personal gains and embark on unfair competition by taking advantage of their position and powers in this Institute.
Chapter VI Board of Supervisors
Article 33 The Institute establishes a Board of Supervisors, which is formed by a dozen members elected by the Provincial Assembly of Delegates. Council members cannot assume the position of Supervisors. The terms of Supervisors are the same with that of Council members of the Provincial Assembly of Delegates.
Article 34 The Board of Supervisors shall be responsible to the Provincial Assembly of Delegates, Its responsibilities are:
1)To report to the member representative assembly;
2)To supervise the election and deposition of Provincial Assembly of Delegates, the Council and Executive Committee.
3)To supervise the financial status of this Institute;
4)To attend Council meeting and Executive Committee meeting, making inquiries and offering suggestions;
5)To supervise the observation of laws and the Charter of this Institute by the Council, Executive Committee and Executive Office.
Article 35 Supervisors of the Board shall have the following qualifications:
1)Supervisors who are practicing accountants of this Institute shall work as professional accountant during the last five consecutive years, and shall have no record of administrative punishment in their career or disciplinary actions for the last five years. And Supervisors must be well- acknowledged, enthusiastic about CPA profession and available for various activities of the Board of Supervisors.
2)Supervisors who are non-practicing accountants of this Institute shall have the recommendation of accountancy-related government authorities, theoretical researches into accounting audit or practical experience of accounting audit, good reputation, enthusiasm in CPA profession and the time and capabilities to exercise their powers as Supervisors.
Article 36 Supervisors whose membership is canceled due to withdrawal and transfer of membership or other reasons shall be disqualified as Supervisors.
Article 37 Supervisors should be honest and trustworthy, and objective and impartial. They should keep secret the information of this Assembly, abide by laws and regulations and the Charter of this Institute, accept the guidance of the Assembly and truly fulfill their obligations.
Chapter VII Special Committees and Professional Committees
Article 38 There shall be a number of special committees under the Council, which are the special working organs assisting the Council to discharge its responsibilities, and are accountable to the Council.
Article 39 Executive Office puts forward proposals for the structure, responsibilities and working rules of Special and Professional Committees, and the appointment and dismissal of their Committee members. And the proposals shall be reviewed and approved by the Council and Executive Committee.
Chapter VIII Execution Office
Article 40 The Institute establishes a Secretariat, which is the execution office of the Institute. The Secretariat is responsible for implementing the resolutions and decisions made by the Assembly of Delegates, the Council and the Executive Committee. It is also in charge of the daily operation of the Institute.
Article 41 The Institute has a Secretary General and several Deputy Secretary Generals, who are recommended by Department of Finance of Guangdong Province and approved by the Council or Executive Committee. The Secretary General and deputy secretary generals shall take office through Department of Finance of Guangdong Province.
Article 42 The Secretary General is the legal representative of this Institute. The Secretary General takes charge of the daily operation of the Secretariat. The Deputy Secretary Generals assist with the work of the Secretary General. The proposal of setting up the functional departments in the Secretariat should be put forward by the Secretary General and then be reviewed by the Council or Executive Committee before being reported to Department of Finance of Guangdong Province.
Chapter IX Local CPA Institutes in Cities at Prefecture-Level or Above
Article 43 The establishment of CPA institutes of cities at prefecture-level or above shall be approved by this Institute and be reported to CICPA for records.
Article 44 The structures, operation and duties and powers of CPA institutes of cities at prefecture-level or above shall be defined in accordance with laws and regulations and the authorization of this Institute. The Charter of CPA institutes of cities at prefecture-level or above shall be formulated by local Assembly of Delegates and be reported to the Institute and competent authorities of the local governments for records.
Chapter X Financial Resources
Article 45 The financial resources of the Institute come from:
1) Membership dues;
2) Donation from members;
3) Subsidy from the government;
4) Donation and sponsor from the public;
5) Subsidy from CICPA;
6) Other lawful revenues.
Article 46 The Institute shall collect membership dues according to management measures of membership dues passed by CICPA.
Article 47 Membership dues of the Institute shall be used for the purposes of the functions and responsibilities of the Institute stipulated in the Charter and for the development of the accountancy profession. Under no circumstance shall membership dues be spitted among members.
Article 48 The Institute shall set up a financial accounting management system in accordance with the law and ensure the authenticity and integrity of the accounting data.
Article 49 Financial resources of the Institute are managed according to the state’s financial accounting management system, and are supervised by the Provincial Assembly of Delegates and Department of Finance of Guangdong Province. The sources of revenues belong to fiscal appropriation, public donation or subsidy, and shall be supervised by auditing authorities.
Article 50 The report on revenues and expenditures of this Institute shall be audited by accounting firms.
Article 51 No unites and individuals shall encroach on, split or embezzle financial resources of this Institute.
Chapter XI Termination of the Institute
Article 52 The termination of this Institute due to fulfillment of its purpose, voluntary dissolution, or cancellation arising from division and merger shall be raised by the Council or Executive Committee.
Article 53 Termination of the Institute should be agreed by more than 2/3 of the delegates of the Assembly and be approved by Department of Finance of Guangdong Province.
Article 54 Before the termination of the Institute, liquidation group shall be established under the guidance of Department of Finance of Guangdong Province to settle claims and debts and deal with the aftermath. During the liquidation process, no activity other than liquidation shall be carried out.
Article 55 Termination of the Institute commences on the day the nullification procedures of its registration with the Nongovernmental Organization Management Authority is completed.
Article 56 Remaining assets of the Institute shall be used for the development of undertakings related to the purpose of this Institute under the supervision of Department of Finance of Guangdong Province in accordance with relevant stipulations of the state.
Chapter XII Supplementary Rules
Article 57 Amendment of this Charter shall be voted by the Council and then approved by the Provincial Assembly of Delegates. When it is necessary, supplementary provisions to this Charter can be made through the proposal of the Executive Committee and then the approval of the Council.
Article 58 This Charter shall be enacted on the day it is passed by the Provincial Assembly of Delegates; the right of final explanation belongs to this Council.
Article 59 This Charter shall come into effect on the day it is approved by People’s Government of Guangdong Province, and be reported to CICPA and Department of Finance of Guangdong Province for record.
