Chip, just a reminder. When and if the Board amends or changes the
by-laws; any amendments or changes must be filed with the Internal
Revenue Service along with the SSA tax return for and in the tax year
said change { amendment} is made. The purpose is so the IRS can
determine thet no by-law changes have been made that could question or
revoke the entities tax exempt status.

Therefore,you might wish to defer any by-law amendments until all
current outstanding issues, ( delinquent tax returns, payroll taxes,
and etc. ), with the IRS have been resolved.

In my professional dealings with the IRS, I have found it wiser to
resolve old outstanding issues before raising new or current questions
or issues.

Penn Smith


wrote:
I've discussed audits vs. reviews vs. compilations by a CPA firm in a
previous thread so I won't revisit it now. I've also stated that
previous SSA Budget & Finance Committees (before and when I was a
director) most often made the decision to have a review performed
rather than an audit, maintained close contact with both the CPA firm
and the SSA accounting person, and had an audit done much less
frequently to confirm there were no problems.

History confirms and I continue to believe that this policy is more
cost effective than a full audit every year [caveat: one poster raised
a valid point that audits shouldn't cost nearly as much as I recall SSA
having to pay and this is worth following up]. Unfortunately,
disclosures from ExComm seem to indicate that this enlightened policy
was not followed after 2002 (i.e., no review, no CPA involvement of any
kind, and limited contact with SSA's accounting person) and was the
primary reason why the current disaster was allowed to occur.

John Cochrane has stated things pretty well and I'll disagree slightly
with him on only one point. I don't believe that if a member doesn't
like what the SSA Board is doing he/she must campaign to become a
director (although it would be just punishment in many cases for the
irresponsible behavior displayed on this forum!). Most members have
neither the time nor inclination to do so. What they have a right to
expect is to be able to vote for and elect directors who will make the
tough decisions, exercising their business judgment to do so. In my
opinion, good business judgment in this case is to return to the
previous policy (i.e., allowing reviews with an occasional audit
depending on the relative costs thereof). The only thing wrong with
this policy was that it was in conflict with the letter of the ByLaws.
ExComm proposed to remedy that.

The minutes of the 30 Sep Board meeting will indicate whether the
ByLaws were changed to allow reviews. If they weren't changed then,
they should be at the winter board meeting. I'm sure we all expect a
full audit to be done for this year's financials anyway so the next
review vs. audit decision it won't come up until 2007.

Chip Bearden