CGA Ontario Act, 1983

Whereas The Certified General Accountants of Ontario hereby represents that it was incorporated under the laws of Ontario by letters patent dated the 2nd day of August, 1957; that the Association is desirous of being continued as a corporation for the purpose of carrying out the objects of the Association and of the government and discipline of its members; and whereas the Association considers it desirable to grant to members of the Association the right to use the designation "Certified General Accountant"; and whereas the Association hereby applies for special legislation for such purposes; and whereas it is expedient to grant the application;

Therefore, Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows:

1. In this Act,

"Association" means The Certified General Accountants of Ontario;
"Board" means the Board of Governors of the Association;
"by-law" means a by-law of the Association;
"registered" means registered as a member under this Act, and "registration" has a corresponding meaning;
"registrar" means the registrar of the Association;
"student" means a student of the Association as provided for in this Act.

2. The Certified General Accountants of Ontario is…

The Certified General Accountants of Ontario is hereby continued as a corporation without share capital and the persons registered as members of the Association on the day this Act comes into force and such other persons as hereafter become members of the Association constitute the corporation.
The members of the Board and the officers of the Association in office immediately prior to the coming into force of this Act are hereby continued in office until their successors are appointed or elected in accordance with this Act and the by-laws.
The letters patent of the Association are revoked, but the revocation of the letters patent does not affect the rights or obligations of the Association or any by-law, resolution or appointment of the Association except to the extent that the by-law, resolution or appointment is inconsistent with this Act.
The Association shall be deemed to be a corporation incorporated by a special Act.

3. The objects of the Association are,

to furnish means and facilities by which members of the Association and students may increase their knowledge, skill and efficiency in all things related to the business or profession of an accountant;
to hold examinations and prescribe tests of competency deemed appropriate to qualify for admission to membership in the Association; and
to maintain discipline among members of the Association and students.

4. For the purposes of carrying out its objects, the Association has the capacity and the powers of a natural person.

5. The affairs of the Association shall be managed by…

The affairs of the Association shall be managed by the Board of Governors.
The Board shall consist of not fewer than fifteen or more than thirty-five members of the Association, as the Board may from time to time determine, elected from the membership of the Association.
The Association may by by-law provide for the appointment to the Board of up to three persons who are not members of the Association.
The manner of electing the members of the Board, the notification to the electors of the time and place of holding elections, the nomination of candidates, the presiding officers at elections, the taking and counting of votes, the giving of a casting vote in the case of an equality of votes, the tenure of office of members of the Board and other necessary details shall be as set out in the by-laws.
At any meeting of the Board, a majority of the members of the Board constitutes a quorum.
The Board shall elect from its number a president, an executive vice-president and three other vice-presidents and shall appoint a secretary-treasurer or a secretary and a treasurer, who need not be a member of the Board.
In the case of the death, resignation or incapacity of any member of the Board, the office shall be declared vacant by the Board and the Board shall fill the vacancy in such manner as may be provided by the by-laws of the Association for the balance of the term and, for the purposes of this subsection, absence from three consecutive meetings of the Board may be treated by the Board as incapacity.
The Board shall appoint a registrar, who need not be a member of the Board, and the registrar shall perform the functions assigned to him by this Act and such other duties as may be assigned to him by the Board.

6. At any general or special meeting, members of the Association may be represented and vote by proxy, but,

no proxy shall be exercised by a person who is not a member of the Association; and
the proxy shall be exercised in accordance with the by-laws on voting and proxies.

7. The Board may pass by-laws regarding such matters…

The Board may pass by-laws regarding such matters as are necessary to conduct the business and carry out the objects of the Association and, without restricting the generality of the foregoing, in addition to the matters specifically provided elsewhere in this Act, the Board may pass by-laws,

prescribing the qualifications for and conditions of registration for students;
prescribing a curriculum and courses of study to be pursued by students and the subjects upon which students and candidates for admission as members of the Association shall be examined, and for granting certificates to students and candidates who have successfully passed the examinations;
regulating and governing the conduct of members of the Association in the practice of their business or profession, by prescribing a code of ethics, rules of professional conduct and standards of practice, and by providing for the suspension, expulsion or other penalty for professional misconduct, incapacity or incompetence;
prescribing fees payable to the Association;
governing the calling, holding and conducting of meetings of the Board and of the members of the Association;
establishing and providing for the administration of a benevolent fund for the benefit of any member of the Association or the families of deceased members of the Association who may require financial assistance and, for that purpose, providing for the receipt of contributions or donations and for contributions from the funds of the Association; and
authorizing the making of grants for any purpose that may tend to advance accounting knowledge and education, or improve standards of practice in accounting, or support and encourage public information and interest in the past and present role of accounting in society.

Every new by-law or change to an existing by-law is effective when it is passed by the Board but expires with the close of the next annual meeting of the members of the Association held after its passing, unless it is confirmed by the meeting.
The by-laws of the Association shall be open to examination by the public at the head office of the Association during normal office hours.

8. The Association will grant membership…

The Association will grant a membership in the Association to any individual who applies therefor in accordance with the by-laws, if the individual,

is of good character;
is not less than eighteen years of age;
has complied with the academic and experience requirements specified in the by-laws for the issuance of membership; and
has passed such examinations as the Board may set or approve in accordance with the by-laws.

The registrar shall keep a register in which shall be entered the names of all members of the Association in good standing and only those persons so registered are members entitled to the privileges of membership in the Association.
The register shall be open to examination by the public at the head office of the Association during normal office hours.
An individual who is qualified for membership in the Association who has been refused membership or a person who has been subject to a disciplinary sanction under the by-laws may appeal to the Divisional Court, in accordance with the rules of court, from the refusal to grant membership or from the sanction.
Where a person appeals to the Divisional Court, the registrar shall forthwith file in the Divisional Court a record of the proceeding that resulted in failure or a refusal to grant membership or the decision of the committee imposing a sanction which, together with any transcript of evidence, if there is one, shall constitute the record in the appeal.
An appeal under this section may be made on questions of law or fact, or both, and the Court may rescind any decision, may exercise all powers of any committee and may direct the Association to take any action that the Association is empowered to take as the Court considers proper and, for such purposes, the Court may substitute its opinion for that of any committee or of the Association or the Court may refer the matter back for rehearing in whole or in part, in accordance with such directions as the Court considers proper.

9. Every member of the Association may use the designation…

Every member of the Association may use the designation "Certified General Accountant" and may use after his name the initials "C.G.A." indicating that he is a Certified General Accountant.
Any person in Ontario who, not being a registered member of the Association, takes or uses the designation "Certified General Accountant" or "C.G.A." alone or in combination with any other word, name, title, initial or description, or implies, suggests or holds out that he is a Certified General Accountant is guilty of an offence.
In every case where registration is an issue, the production of a copy of the register, certified under the hand of the registrar, is sufficient evidence of all persons who are registered in lieu of the production of the original register, and any certificate upon such copy of the register purporting to be signed by a person in his capacity as registrar is proof, in the absence of evidence to the contrary, that such a person is the registrar without any proof of his signature or of his being in fact the registrar.
The absence of the name of any person from a copy of the register produced under subsection (3) is proof, in the absence of evidence to the contrary, that the person is not registered.

Two or more members of the Association may form a limited liability partnership or may continue a partnership as a limited liability partnership within the maning of the Partnerships Act for the purpose of practising as a certified general accountant.
This Act shall be deemed to be an Act governing a profession for the purpose of section 44.2 of the Partnerships Act.

10. This Act does not affect or interfere…

This Act does not affect or interfere with the right of any person who is not a member of the Association to practise as an accountant in the Province of Ontario.
The rights and privileges of a member of the Association do not include the right to practise as a public accountant, as defined in the Public Accountancy Act, unless the member is licensed under that Act.

11. Any surplus derived…

Any surplus derived from carrying on the affairs and business of the Association shall be devoted and applied solely in promoting and carrying out its objects and purposes and shall not be divided among its members.

12. This Act comes into force…

This Act comes into force on the day it receives Royal Assent.

13. The short title of this Act is…

The short title of this Act is the Certified General Accountants of Ontario Act, 1983.

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