Chapter 35

22 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 1 CHAPTER 35 GUAM ACCOUNTANCY ACT SOURCE: Title LVII, Chapter 1 of the Government Code, Publ ic Accountancy, §§ 54000-54019, repealed and reenacted by P.L. 20-173 (May 17, 1990). Entire chapter repealed and reenacted by P.L. 27-058:2 (Dec. 19, 2 003). All source references in this Chapter will refer to the law enacted by P.L. 27-05 8:2, and any amendments thereafter. § 35101. Title. § 35102. Purpose. § 35103. Definitions. § 35104. Guam Board of Accountancy. § 35105. Qualifications for a Certificate as a Cert ified Public Accountant. § 35106. Issuance and Renewal of Licenses, and Mai ntenance of Competency. § 35107. Firm Permits to Practice, Attest and Compi lation Competency and Peer Review. § 35108. Appointment of Director of the Department of Revenue and Taxation as Agent. § 35109. Enforcement Against Holders of Certificate s, Licenses, Firm Permits to Practice, and 22 GCA § 35122 Practitione rs. § 35110. Enforcement Procedures - Investigations. § 35111. Enforcement Procedures - Hearings by the B oard. § 35112. Reinstatement. § 35113. Unlawful Acts. § 35114. Injunctions Against Unlawful Acts. § 35115. Criminal Penalties. § 35116.

stigations. § 35111. Enforcement Procedures - Hearings by the B oard. § 35112. Reinstatement. § 35113. Unlawful Acts. § 35114. Injunctions Against Unlawful Acts. § 35115. Criminal Penalties. § 35116. Single Act Evidence of Practice. § 35117. Confidential Communications. § 35118. Licensees = Working papers; Clients = Records. § 35119. Privacy of Contract. § 35120. Uniform Statute of Limitations. § 35121. Proportionate Liability. § 35122. Substantial Equivalency. § 35123. Construction; Severability. § 35124. Repeal of Prior Law. § 35125. Effective Date. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 2 § 35101. Title. This Chapter may be cited as the >Guam Accountancy Act of 2003 =. § 35102. Purpose. It is the policy of Guam, and the purpose of this C hapter, to promote the reliability of information that is used for guidanc e in financial transactions or for accounting for or assessing the financial statu s or performance of commercial, noncommercial, and governmental enterpr ises. The public interest requires that persons professing special c ompetence in accountancy or offering assurance as to the reliability or fair ness of presentation of such information shall have

r ises. The public interest requires that persons professing special c ompetence in accountancy or offering assurance as to the reliability or fair ness of presentation of such information shall have demonstrated their qualifica tions to do so, and that persons who have not demonstrated and maintained su ch qualifications, not be permitted to represent themselves as having such special competence or to offer such assurance; that the conduct of person s licensed as having special competence in accountancy be regulated in a ll aspects of their professional work; that a public authority competen t to prescribe and assess the qualifications and to regulate the conduct of l icensees be established; and that the use of titles that have a capacity or tend ency to deceive the public as to the status or competence of the persons using su ch titles be prohibited. § 35103. Definitions. When used in this Act, the following terms have the meanings indicated: (a) >AICPA = means the American Institute of Certified Public Accountants. (b) (1) ‘ Attest’ means providing the following services: (A) any audit or other engagement to be performed i n accordance with the Statements on Auditing Standard

te of Certified Public Accountants. (b) (1) ‘ Attest’ means providing the following services: (A) any audit or other engagement to be performed i n accordance with the Statements on Auditing Standard s (SAS); (B) any review of a financial statement to be perfo rmed in accordance with the Statements on Standards for Accounting and Review Services (SSARS); (C) any examination of prospective financial information to be performed in accordance with the Statements on Standards for Attestation Engagements (SSAE); COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 3 (D) any engagement to be performed in accordance with the standards of the PCAOB; and (E) any examination, review, or agreed upon procedures engagement to be performed in accordance with the SSAE, other than an examination described in Su bsection (3). (2) The standards specified in this definition shall be adopted by reference by the Board pursuant to rulemaking an d shall be those developed for general application by recogniz ed national accountancy organizations such as the AICPA and the PCAOB. (c) >Board = means the Guam Board of Accountancy established under § 35104 of this Chapter or its predecessor un der prior

ogniz ed national accountancy organizations such as the AICPA and the PCAOB. (c) >Board = means the Guam Board of Accountancy established under § 35104 of this Chapter or its predecessor un der prior law. (d) >Certificate = means a certificate as certified public accountant issued under § 35105 of this Chapter or correspondi ng provisions of prior law, or a corresponding certificate as certif ied public accountant issued after examination under the law of any other state. (e) >Client = means a person or entity that agrees with a license e, or licensee's employer, to receive any professional se rvice. (f) >Compilation = means providing a service to be performed in accordance with Statements on Standards for Account ing and Review Services ( >SSARS =) that is presenting in the form of financial statements, information that is the representation of management (owners) without undertaking to express any assuran ce on the statements. (g) ‘ CPA Firm = means a sole proprietorship, a corporation, a partnership, a limited liability partnership, a pro fessional limited liability company. or any other form of organizatio n issued a permit under § 35107 of this Chapter.

rietorship, a corporation, a partnership, a limited liability partnership, a pro fessional limited liability company. or any other form of organizatio n issued a permit under § 35107 of this Chapter. (h) >License = means a certificate or license issued under § 3510 6 of this Chapter; a permit issued under § 35107 of this Chapter; or in each case, a certificate, license, or permit issued unde r corresponding provisions of prior law. (i) >Licensee = means the holder of a license as defined in § 35103(h). (j) >Manager = means a manager of a limited liability company. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 4 (k) >Member = means a member of a limited liability company. (l) >NASBA = means the National Association of State Boards of Accountancy. (m) >Peer Review = means a study, appraisal, or review of one (1) or more aspects of the professional work of a certific ate holder, licensee, or CPA firm that issues attest or compilation repor ts, by a person or persons who hold licenses and who are not affiliate d with the license holder or CPA firm being reviewed. (n) >Permit = means a Firm Permit to Practice as a CPA firm issu ed under § 35107 of this Chapter, or

who hold licenses and who are not affiliate d with the license holder or CPA firm being reviewed. (n) >Permit = means a Firm Permit to Practice as a CPA firm issu ed under § 35107 of this Chapter, or corresponding pro visions of prior law, or under corresponding provisions of the laws of other states. (o) >Professional = means arising out of or related to the specialized knowledge or skills associated with CPAs. (p) >Report, = when used with reference to any attest or compilati on service, means an opinion, report, or other form of language that states or implies assurance as to the reliability of the a ttested information or compiled financial statements and that also include s or is accompanied by any statement or implication that the person or firm issuing it has special knowledge or competence in accounting or au diting. Such a statement or implication of special knowledge or co mpetence may arise from use by the issuer of the report of names or ti tles indicating that the person or firm is an accountant or auditor, or from the language of the report itself. The term ‘report’ includes any form of language which disclaims an opinion when such form of language is conventionally

or firm is an accountant or auditor, or from the language of the report itself. The term ‘report’ includes any form of language which disclaims an opinion when such form of language is conventionally understood to imply any positive assurance as to th e reliability of the attested information or compiled financial statemen ts referred to and/or special competence on the part of the person or fir m issuing such language; and it includes any other form of languag e that is conventionally understood to imply such assurance a nd/or such special knowledge or competence. (q) >Rule = means any rule, regulation, or other written direc tive of general application duly adopted by the Board. (r) >State = means any State of the United States, the District of Columbia, Puerto Rico, the United States Virgin Isl ands, Guam, and the Commonwealth of the Northern Mariana Islands; e xcept that this State means the Territory of Guam. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 5 (s) >Substantial Equivalency = is a determination by the Board of Accountancy or its designee that the education, exa mination, and experience requirements contained in the statutes a nd administrative rules of

ntial Equivalency = is a determination by the Board of Accountancy or its designee that the education, exa mination, and experience requirements contained in the statutes a nd administrative rules of another jurisdiction are comparable to, or exceed the education, examination, and experience requirements contained in the Uniform Accountancy Act or that an individual CPA’s educati on, examination, and experience qualifications are comparable to or exceed the education, examination, and experience requirements contained in the Uniform Accountancy Act. In ascertaining substantia l equivalency as used in this Act, the Board shall take into account the qualifications without regard to the sequence in which experience, education, or examination requirements were attained. (t) ‘PCAOB’ means the Public Company Accounting Oversight Board. (u) ‘Principal place of business’ means the office location designated by the licensee for purposes of substant ial equivalency and reciprocity. (v) ‘Home Office’ is the location specified by the client as the address to which a service described in § 35122(a)( 4) is directed. SOURCE: Subsection (b) amended by P.L. 28-118:2 (Apr 26, 2006), and P.L.

ome Office’ is the location specified by the client as the address to which a service described in § 35122(a)( 4) is directed. SOURCE: Subsection (b) amended by P.L. 28-118:2 (Apr 26, 2006), and P.L. 33- 193:2 (Dec. 15, 2016). Subsection (r) amended by P .L. 28-118:3 (Apr 26, 2006) , and P.L. 33-193:3 (Dec. 15, 2016). Subsection (t) adde d P.L. 28-118:4 (Apr 26, 2006). Subsection (u) added by P.L. 28-118:5 (Apr 26, 2006 ). Subsection (s) amended by P.L. 33-193:4 (Dec. 15, 2016). Subsection (v) adde d by P.L. 33-193:5 (Dec. 15, 2016). Subsection (p) amended by P.L. 33-193:38 (De c. 15, 2016). Subsection (h) amended by P.L. 33-193:42 (Dec. 15, 2016). 2017 NOTE: Subitem designations added/altered pursuant to the authority of 1 GCA § 1606. § 35104. Guam Board of Accountancy. (a) There is hereby created the Guam Board of Acco untancy, which shall have responsibility for the administration and enfo rcement of this Chapter. (1) The Board shall consist of five (5) members appointed by I Maga’låhi , all of whom shall be residents of Guam and holders of licenses currently valid under § 35105 of this Chap ter. (2) The term of each member of the Board shall be four (4) years.

inted by I Maga’låhi , all of whom shall be residents of Guam and holders of licenses currently valid under § 35105 of this Chap ter. (2) The term of each member of the Board shall be four (4) years. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 6 (3) Vacancies occurring during a term shall be filled by appointment by I Maga’låhi for the unexpired remaining term. (4) Upon the expiration of a member's term of offic e, such member shall continue to serve until a successor shall have been appointed and takes office. (5) Any member of the Board whose license under § 3 5105 of this Chapter is revoked or suspended shall automatically cease to be a member of the Board. (6) I Maga’låhi may, after a hearing pursuant to the Administrative Adjudication Law, remove any member of the Board for neglect of duty or other cause. (b) The Board shall elect annually from among its m embers a chairman and such other officers as the Board may determine to be appropriate. (1) The Board shall meet at such times and places a s may be fixed by the Board. (2) Meetings of the Board shall be open to the publ ic except insofar as they are concerned with investigations u nder § 35110 of this Chapter

at such times and places a s may be fixed by the Board. (2) Meetings of the Board shall be open to the publ ic except insofar as they are concerned with investigations u nder § 35110 of this Chapter and except as may be necessary to protect i nformation that is required to be kept confidential by Board rules or by the laws of Guam. (3) A majority of the Board members then in office shall constitute a quorum at any meeting duly called. (4) The Board shall have a seal which shall be judi cially noticed. (5) The Board shall retain or arrange for the reten tion of all applications and all documents under oath that are filed with the Board and also records of its proceedings, and it shall m aintain a registry of the names and addresses of all licensees under this Chapter. (6) In any proceeding in court, civil or criminal, arising out of or founded upon any provision of this Chapter, copies of any of said records certified as true copies under the seal of the Board shall be admissible in evidence as tending to prove the cont ents of said records. (c) Each member of the Board shall be reimbursed fo r the member =s actual and necessary expenses incurred in the disch arge of the member =s

idence as tending to prove the cont ents of said records. (c) Each member of the Board shall be reimbursed fo r the member =s actual and necessary expenses incurred in the disch arge of the member =s official duties. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 7 (d) Notwithstanding the Central Accounting Act, all fees and money collected by the Board under this Chapter shall be accounted for by the Board and deposited in a special fund known as the ‘Guam Board of Accountancy Fund.’ (1) The Board shall maintain said Fund in a bank l icensed to do business on Guam, and funds therein shall be paid o ut only upon a request for payment, or requisition, submitted by t he Executive Director and countersigned by the Chairperson of the Board, or some other member specifically designated by the Board. All m onies in this Fund are subject to legislative appropriation for the us e of the Board in performing its duties. Said monies shall be expend ed solely to administer the provisions of this Chapter, and may include, but shall not be limited to, (A) the cost of investigations, taking testimony a nd procuring the attendance of witnesses before the Bo ard or its committees; (B)

ons of this Chapter, and may include, but shall not be limited to, (A) the cost of investigations, taking testimony a nd procuring the attendance of witnesses before the Bo ard or its committees; (B) all legal proceedings brought pursuant to this Chapter; and (C) educational programs for the benefit of the pu blic and licensees and their employees. (2) On or before January 30, 2009 for Fiscal Year 2010 and January 30th for each fiscal year thereafter, the B oard shall approve and submit to I Liheslatura its annual budget for the following fiscal year. If the Board fails to submit a budget for the next fiscal year, or if I Liheslatura fails to approve the annual budget before the next fiscal year, the current fiscal year’s budget shall become law for the next fiscal year, subject to legislative modification. (e) The Board shall file an annual report of its ac tivities with I Maga =lahi , I Liheslatura ,[the Governor, the Legislature] and the Public Auditor, which report shall include a listing of al l current licensees under this Chapter. The Board shall mail a copy of the an nual report to any person requesting it and paying a reasonable charge theref or.

ch report shall include a listing of al l current licensees under this Chapter. The Board shall mail a copy of the an nual report to any person requesting it and paying a reasonable charge theref or. (f) The Board may employ or contract for the servic es of an executive director and such other personnel as it deems neces sary in its administration and enforcement of this Chapter. It may appoint suc h committees or persons, to advise or assist it in such administration and e nforcement, as it may see COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 8 fit. It may retain its own counsel to advise and as sist it in addition to such advice and assistance as is provided by the Attorne y General of Guam. (g) (1) The Board shall have the power to take all action that is necessary and proper to effectuate the purposes of this Chapter, including the power to sue and be sued in its offic ial name as an agency of Guam. (2) The Board shall also have the power to issue subpoenas to compel the attendance of witnesses and the producti on of documents; to administer oaths; to take testimony; to cooperate w ith the PCAOB and the appropriate State and federal regulatory author ities having

the attendance of witnesses and the producti on of documents; to administer oaths; to take testimony; to cooperate w ith the PCAOB and the appropriate State and federal regulatory author ities having jurisdiction over the professional conduct in quest ion in investigation and enforcement concerning violations of this Chapt er and comparable acts of other states; to cooperate in enforcement w ith appropriate foreign regulatory authorities in instances which h ave or may result in criminal conviction, loss of license or suspension, admonishment or censure; and to receive evidence concerning all mat ters within the scope of this Chapter. (3) In case of disobedience of a subpoena, the Boar d may invoke the aid of any court or other appropriate regulator y authority in requiring the attendance and testimony of witnesses and the production of documentary evidence. (4) For purposes of this Subsection, ‘appropriate f oreign regulatory authorities’ shall be those foreign authorities granting substantially equivalent foreign designations in ac cordance with § 35106(h) of this Chapter. (5) The Board, its members, and its agents shall be immune from personal liability for actions taken in

g substantially equivalent foreign designations in ac cordance with § 35106(h) of this Chapter. (5) The Board, its members, and its agents shall be immune from personal liability for actions taken in good faith in the discharge of the Board’s responsibilities, and the government of Gua m shall hold the Board, its members, and its agents harmless from al l costs, damages, and attorneys’ fees arising from claims and suits a gainst them with respect to matters to which such immunity applies. (h) The Board may adopt rules governing its adminis tration and enforcement of this Chapter and the conduct of lice nsees, including but not limited to: (1) Rules governing the Board =s meetings and the conduct of its business; COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 9 (2) Rules of procedure governing the conduct of inv estigations and hearings by the Board; (3) Rules specifying the educational and experience qualifications required for the issuance of certificates under § 3 5105 of this Chapter and the continuing professional education required for renewal of licenses under § 35106 of this Chapter; (4) Rules of professional conduct directed to contr olling the quality and

05 of this Chapter and the continuing professional education required for renewal of licenses under § 35106 of this Chapter; (4) Rules of professional conduct directed to contr olling the quality and probity of services by licensees, and d ealing among other things with independence, integrity, and objectivit y; competence and technical standards; responsibilities to the public ; and responsibilities to clients; (5) Rules governing the professional standards appl icable to licensees; (6) Rules governing the manner and circumstances of use of the titles >certified public accountant = and >CPA =; (7) Rules regarding peer review that may be require d to be performed under provisions of this Chapter; (8) Rules on substantial equivalence to implement § 35122; and (9) Such other rules as the Board may deem necessar y or appropriate for implementing the provisions and the purposes of this Chapter. (i) All rules or amendments thereto as promulgated under Subsection (h) of this § 35104, or under any other provision o f this Chapter shall be adopted pursuant to the rule making procedures set forth in the Administrative Adjudication Law.

omulgated under Subsection (h) of this § 35104, or under any other provision o f this Chapter shall be adopted pursuant to the rule making procedures set forth in the Administrative Adjudication Law. (j) Records, papers, and other documents containing information collected or compiled by the Board, its members, em ployees, contractors, or agents, including its legal counsel, as a result of a complaint, investigation, inquiry, or interview in connection with an applica tion for examination, certification, or registration, or in connection wi th a licensee’s professional ethics and conduct, shall not be considered public records within the meaning of Guam’s public records laws. Additionally , any record, paper, or other document received by the Board as a result of a self-reporting requirement shall not be considered public records within the meanin g of Guam’s public records laws. When any such record, p aper, or other COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 10 document is admitted into evidence in a hearing hel d by the Board, it shall then be a public record within the meaning of Guam’ s public records laws.

GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 10 document is admitted into evidence in a hearing hel d by the Board, it shall then be a public record within the meaning of Guam’ s public records laws. However, upon a showing of good cause, the presidin g officer at such a hearing may order that confidential or privileged i nformation be redacted or admitted under seal. (1) Notwithstanding any other provision of this Cha pter, information protected by this confidentiality provi sion shall not be disclosed to other authorities unless the recipient confirms in writing that it will assure preservation of confidentiality , and the licensee has been given reasonable notice that the information w ill be provided to another entity. (2) Notwithstanding any contrary provision in Guam’ s public records laws, disclosures to law enforcement and re gulatory authorities and, only to the extent deemed necessary to conduct an investigation, to the subject of the investigation, persons whose com plaints are being investigated and witnesses questioned in the course of investigation, as provided in § 35110(b), shall not be considered public disclosures and shall not deprive such records of their

aints are being investigated and witnesses questioned in the course of investigation, as provided in § 35110(b), shall not be considered public disclosures and shall not deprive such records of their confidential sta tus. (3) Nothing in this Subsection shall be construed as a waiver of any privilege, such as attorney-client privilege, w hich may also apply to any records covered by this Subsection. (4) Nothing in this Subsection shall confer confidential status on any record collected under this Subsection that was a public record when collected or thereafter becomes a public recor d through other lawful means. SOURCE: Subsection (a) amended by P.L. 27-104:5; P.L. 28-1 18:6 (Apr 26, 2006); and P.L. 33-193:6 (Dec. 15, 2016). Subsection (d) a mended by P.L. 28-068:IV:51 (Sept. 30, 2005), P.L. 29-123:1 (Dec. 2, 2008). Re pealed and reenacted by P.L. 29- 002:VI:8 (May 18, 2007). Subsection (j) added by P .L. 28-068:IV:52 (Sept. 30, 2005) as subsection (i); relettered to (j) by the Compile r; repealed by P.L. 29-002:VI:9 (May 18, 2007). Subsection (j) added by P.L. 33-193:8 (D ec. 15, 2016). Subsection (g) amended by P.L. 33-193:7 (Dec. 15, 2016). § 35105.

ettered to (j) by the Compile r; repealed by P.L. 29-002:VI:9 (May 18, 2007). Subsection (j) added by P.L. 33-193:8 (D ec. 15, 2016). Subsection (g) amended by P.L. 33-193:7 (Dec. 15, 2016). § 35105. Qualifications for a Certificate as a Cert ified Public Accountant. (a) The certificate of >certified public accountant = shall be granted to persons of good moral character who meet the educat ion, experience and examination requirements of the following Subsectio ns of this § 35105 and COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 11 rules adopted thereunder and who make application t herefor pursuant to § 35106 of this Act. (b) Good moral character for purposes of this §3510 5 means the propensity to provide professional services in a fa ir, honest, and open manner and a lack of a history of dishonest or felo nious acts. The Board may refuse to grant a certificate or license on the gro und of failure to satisfy this requirement only if there is a substantial connection between the lack of good moral character of the applicant and the profe ssional responsibilities of a licensee and if the finding by the Board of lack of good moral cha racter is supported by clear and

tween the lack of good moral character of the applicant and the profe ssional responsibilities of a licensee and if the finding by the Board of lack of good moral cha racter is supported by clear and convincing evidence. When an applicant is found to be unqualified for a certificate or license because of a lack of good moral character, the Board shall furnish the applicant a statement containing the findings of the Board, a complete record of the evi dence upon which the determination was based, and a notice of the applic ant’s right of appeal. (c) The education requirement for a certificate and license, which must be met before an applicant is eligible to take the examination prescribed in Subsection (d), shall be as follows: (1) during the five (5)-year period immediately fol lowing the effective date of this amendment, at least a colleg e education, including a baccalaureate, or higher, degree or its equivalen t conferred by a college or university acceptable to the Board, the total educational program to include an accounting concentration, or equivalent, as determined by Board rule to be appropriate; (2) After the expiration of the five (5)-year perio d immediately following

l educational program to include an accounting concentration, or equivalent, as determined by Board rule to be appropriate; (2) After the expiration of the five (5)-year perio d immediately following the effective date of this amendment, at least one hundred fifty (150) semester hours of college education, in cluding a baccalaureate, or higher, degree conferred by a col lege or university acceptable to the Board, the total educational prog ram to include an accounting concentration or equivalent as determine d by Board rule to be appropriate. (d) Examination and Education. (1) The examination required to be passed as a cond ition for the granting of a certificate shall be held regularly throughout the year, and shall test the applicant’s knowledge of the subjects of accounting and auditing, and such other related subjects as the Bo ard may specify by rule, including, but not limited to, business law a nd taxation. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 12 (A) The time for holding such examination shall be determined by the Board and may be changed from tim e to time.

siness law a nd taxation. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 12 (A) The time for holding such examination shall be determined by the Board and may be changed from tim e to time. (B) The Board shall prescribe by rule the methods of applying for and conducting the examination, includ ing the methods for grading and determining a passing grade required of an applicant for a certificate; provided, however, that the Board shall to the extent possible see to it that the examinat ion itself, grading of the examination, and the passing grades, are uniform with those applicable in all other states. (C) The Board may make such use of all or any part of the Uniform Certified Public Accountant Examination and Advisory Grading Service of the American Institute of Certif ied Public Accountants, and may contract with third parties to perform such administrative services with respect to the examina tion as it deems appropriate to assist it in performing its duties h ereunder. (2) Notwithstanding § 35105(c), the educational req uirement, which must be met before an applicant is qualified to take the examination prescribed in § 35105(d)(1), may be ful filled by the completion

) Notwithstanding § 35105(c), the educational req uirement, which must be met before an applicant is qualified to take the examination prescribed in § 35105(d)(1), may be ful filled by the completion of such educational requirement within e ighteen (18) months following an applicant’s taking of the exami nation. No credit for the examination shall be granted if the education requirement is not completed within such time. (e) The Board may charge, or provide for a third pa rty administering the examination to charge, each applicant a fee, in an amount prescribed by the Board by rule. (f) (1) An applicant for initial issuance of a cert ificate and inactive license under this § 35105 shall show that the applicant has met the education and examination requirements as defined h erein and as prescribed by the Board by rule. (2) An applicant for initial issuance of a certific ate and active license under this § 35105 shall show (A) that the applicant has met the education and ex amination requirements, and has had two (2) years of experien ce as defined herein as prescribed by the Board by rule; or (B) if the applicant’s educational qualifications c omprise at least one hundred fifty

requirements, and has had two (2) years of experien ce as defined herein as prescribed by the Board by rule; or (B) if the applicant’s educational qualifications c omprise at least one hundred fifty (150) semester hours of col lege education, COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 13 including a baccalaureate, or higher, degree confer red by a college or university acceptable to the Board, the total ed ucational program to include an accounting concentration, or equivalent, as determined by Board rule to be appropriate, then th at such applicant shall have had one (1) year of experience as defined herein and as prescribed by the Board by rule. (i) This experience shall include providing any type of service or advice involving the use of accounting, attest, compilation, management advisory, financial advisor y, tax, or consulting skills, all of which must be verified by an active licensee. Experience shall be acceptable if it was gained through employment in government, industry, academi a, or public practice, meeting all the requirements presc ribed by the Board by rule.

ive licensee. Experience shall be acceptable if it was gained through employment in government, industry, academi a, or public practice, meeting all the requirements presc ribed by the Board by rule. (iii) To be authorized to sign reports on attest engagements, an applicant shall show that the applicant has had experience in attest services as prescribed by the Board by rule. The type of experience now acceptable can be applied retroactively. (3) An applicant for initial certification and acti ve licensure who first sat for the exam as other than a Guam candida te and did not meet a one hundred fifty (150) hour educational requiremen t at the time of first sitting shall have had two (2) years of experience in the practi ce of public accountancy, meeting the requirements prescr ibed by the Board by rule. (4) An applicant for initial certification and acti ve licensure who first sat for the exam as other than a Guam candida te and did meet a one hundred fifty (150) hour educational requiremen t at the time of first sitting shall have had one (1) year of experience in the practic e of public accountancy, meeting the requirements prescr ibed by the Board by rule.

hour educational requiremen t at the time of first sitting shall have had one (1) year of experience in the practic e of public accountancy, meeting the requirements prescr ibed by the Board by rule. (g) Upon the effective date of this Chapter, any pe rson holding a valid certificate issued under prior Guam law shall be deemed to have met the requirements for certification set out in this § 35 105. Individuals who held certificates issued prior to the effective date of this law will be marked ‘inactive’ unless they are issued licenses pursuant to and in accordance with § 35106. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 14 SOURCE: Subsection (b) amended by P.L. 28-118:7 (Apr 26, 2006). Subsection (c) amended by P.L. 28-118:8 (Apr 26, 2006), and P.L. 3 3-193:9 (Dec. 15, 2016). Subsection (d)(2) amended by P.L. 28-118:9, and P.L . 33-193:11 (Dec. 15, 2016). Subsection (f) amended by P.L. 28-118:10 (Apr 26, 2 006), and P.L. 33-193:12 (Dec. 15, 2016. Subsection (g) amended P.L. 28-118:11 (A pr 26, 2006). Subsection (d)(1) added by P,L. 33-193:10 (Dec. 15, 2016). 2017 NOTE: Subsection/subitem designations added/altered pursu ant to the authority of 1 GCA § 1606. § 35106.

.L. 28-118:11 (A pr 26, 2006). Subsection (d)(1) added by P,L. 33-193:10 (Dec. 15, 2016). 2017 NOTE: Subsection/subitem designations added/altered pursu ant to the authority of 1 GCA § 1606. § 35106. Issuance and Renewal of Licenses, and Main tenance of Competency. (a) The Board shall grant or renew licenses to pers ons who make application and demonstrate: (1) that their qualifications, including where appl icable, the qualifications prescribed by § 35105, are in accord ance with the following Subsections of this Section, or (2) that they are eligible under the substantial eq uivalency standard set out in § 35122 of this Chapter which requires l icensure for those CPAs that establish their principal place of busine ss in another state. The holder of a license issued under this Section m ay only provide attest services, as defined, in a CPA firm that hol ds a permit issued under § 35107 of this Chapter. (b) Licenses shall be initially issued, and renewed , for periods of not more than three (3) years but in any event shall ex pire on the last day of June. (1) Applications for such licenses shall be made in such form, and in the case of applications for renewal, between su ch

than three (3) years but in any event shall ex pire on the last day of June. (1) Applications for such licenses shall be made in such form, and in the case of applications for renewal, between su ch dates, as the Board shall by rule specify, and the Board shall gr ant or deny any such application no later than sixty (60) days after the application is filed in proper form. (2) In any case where the applicant seeks the oppor tunity to show that issuance or renewal of a license was mistakenl y denied, or where the Board is not able to determine whether it shoul d be granted or denied, the Board may issue to the applicant a prov isional license, which shall expire ninety (90) days after its issuance or when the Board determines whether or not to issue or renew the lic ense for which application was made, whichever shall first occur. (c) Non-substantial equivalency reciprocity. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 15 (1) With regard to applicants that do not qualify f or reciprocity under the substantial equivalency standard set out in §35122 of this Chapter, the Board shall issue a license to a holde r of a certificate, license, or permit issued by another state

or reciprocity under the substantial equivalency standard set out in §35122 of this Chapter, the Board shall issue a license to a holde r of a certificate, license, or permit issued by another state upon a s howing that: (A) The applicant passed the uniform CPA examinatio n; (B) The applicant had four (4) years of experience outside of Guam of the type described in § 35105(f) or meets c omparable requirements prescribed by the Board by rule, after passing the examination upon which the applicant’s certificate was based and within the ten (10) years immediately preceding the application; and (C) If the applicant’s certificate, license, or per mit was issued more than four (4) years prior to the applic ation for issuance of an initial license under this Section, that the applicant has fulfilled the requirements of continuing profes sional education that would have been applicable under Subsection (d ) of this Section. (2) (A) As an alternative to the requirements of § 35106(c)(1) of this Chapter, a certificate holder licensed by anot her State who establishes their principal place of business in Gu am shall request the issuance of a license and Guam CPA Firm Permit to Practice from

s Chapter, a certificate holder licensed by anot her State who establishes their principal place of business in Gu am shall request the issuance of a license and Guam CPA Firm Permit to Practice from the Board prior to establishing such principal place of business. (B) The Board shall issue a certificate and license to such person who obtains from the NASBA National Qualific ation Appraisal Service verification that such individual ’s CPA qualifications are substantially equivalent to the CPA licensure requirements of the AICPA/NASBA Uniform Accountancy Act. (3) An application under this Section may be made t hrough the NASBA Qualification Appraisal Service. (d) (1) For renewal of a license under this § 35106 each licensee shall participate in a program of learning designed to ma intain professional competency. Such program of learning must comply w ith rules adopted by the Board. (2) The Board may by rule create an exception to th is requirement for licensees who do not perform or offer to perfor m for the public one COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 16 (1) or more kinds of services involving the use of accounting or auditing skills, including issuance of

ffer to perfor m for the public one COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 16 (1) or more kinds of services involving the use of accounting or auditing skills, including issuance of reports on f inancial statements, or of one (1) or more kinds of management advisory, fi nancial advisory or consulting services, or the preparation of tax retu rns or the furnishing of advice on tax matters. (A) Licensees granted such an exception by the Boar d must place the word ‘inactive’ or such other indicative wording as the Board may prescribe by rule, adjacent to their CPA title on any business card, letterhead or any other document or device, with the exception of their CPA certificate, on which their CPA title appears. (B) A licensee availing of such exception who desir es to resume performing or offering to perform services f or the public as described in this Section must comply with the r ules adopted by the Board for ‘reactivation’ of their license. (e) The Board shall by rule require as a condition for renewal of a license under this Section, by any license holder w ho issues compilation reports for the public other than through a CPA fir m, that such individual

l by rule require as a condition for renewal of a license under this Section, by any license holder w ho issues compilation reports for the public other than through a CPA fir m, that such individual undergo, no more frequently than once every three ( 3) years, a peer review conducted in such manner as the Board shall by rule specify, and such review shall include verification that such individual has met the competency requirements set out in professional sta ndards for such services. (f) The Board shall charge a fee for each applicati on for initial issuance, or renewal, of a license under this Section in an a mount prescribed by the Board by rule. (g) Applicants for initial issuance, or renewal, of licenses under this Section shall in their applications list all states in which they have applied for or hold certificates, licenses, or permits and list any past denial, revocation or suspension of a certificate, license or permit, and each holder of or applicant for a license under this § 35106 sh all notify the Board in writing, within thirty (30) days after its occurren ce, of any issuance, denial, revocation, or suspension of a certificate, license or permit by another state.

his § 35106 sh all notify the Board in writing, within thirty (30) days after its occurren ce, of any issuance, denial, revocation, or suspension of a certificate, license or permit by another state. (h) The Board shall issue a license to a holder of a substantially equivalent foreign designation, provided that: COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 17 (1) The foreign authority which granted the designa tion makes similar provision to allow a person who holds a val id license issued by Guam to obtain such foreign authority =s comparable designation; and (2) The foreign designation was: (A) duly issued by a foreign authority that regulat es the practice of public accountancy and the foreign desi gnation has not expired or been revoked or suspended; (B) entitles the holder to issue reports upon finan cial statements; and (C) was issued upon the basis of educational, exami nation, and experience requirements established by the fore ign authority or by law; and (3) The applicant: (A) received the designation, based on educational and examination standards substantially equivalent to t hose in effect in Guam, at the time the foreign designation was grant ed; (B)

The applicant: (A) received the designation, based on educational and examination standards substantially equivalent to t hose in effect in Guam, at the time the foreign designation was grant ed; (B) completed an experience requirement, substantia lly equivalent to the requirement set out in § 35105(f) , in the jurisdiction which granted the foreign designation or has completed four (4) years of professional experience in Guam; or meets equivalent requirements prescribed by the Boa rd by rule, within the (10) ten years immediately preceding the application; and (C) passed a uniform qualifying examination in nati onal standards and, if the Board requires in its rules, an examination on the laws, regulations and code of ethical conduct i n effect in Guam. (i) An applicant under § 35106(h) shall in the appl ication list all jurisdictions, foreign and domestic, in which the a pplicant has applied for or holds a designation to practice public accountancy, and each holder of a license issued under this Subsection shall notify t he Board in writing, within thirty (30) days after its occurrence, of any issua nce, denial, revocation or suspension of a designation or commencement of a di

ued under this Subsection shall notify t he Board in writing, within thirty (30) days after its occurrence, of any issua nce, denial, revocation or suspension of a designation or commencement of a di sciplinary or enforcement action by any jurisdiction. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 18 (j) The Board has the sole authority to interpret the application of the provisions of Subsections (h) and (i) of this Secti on. (k) Upon the effective date of this Chapter, any pe rson holding a currently valid Individual Permit to Practice issue d under prior Guam law shall be automatically issued a License. SOURCE : Subsection (c)(1) amended by P.L. 28-118:12 (Apr . 26, 2006) . Subsection (d) amended by P.L. 28-118:13 (Apr. 26, 2006), and amended by P.L. 33-193:41 (Dec. 15, 2016). Subsection (e) repealed by P.L.28- 118:14 (Apr. 26, 2006), added by P.L. 33-193:16 (Dec. 15, 2016). Subsection (a)(2) a mended by P.L. 33-193:13 (Dec. 15, 2016). Subsection (c)(2) amended by P.L. 33-193 :14 (Dec. 15, 2016). Subsection (j) amended by P.L. 33-193:15 (Dec. 15, 2016). 2017 NOTE: Subsection/subitem designations added/altered purs uant to the authority of 1 GCA § 1606. § 35107.

.L. 33-193 :14 (Dec. 15, 2016). Subsection (j) amended by P.L. 33-193:15 (Dec. 15, 2016). 2017 NOTE: Subsection/subitem designations added/altered purs uant to the authority of 1 GCA § 1606. § 35107. Firm Permits to Practice, Attest and Compi lation Competency and Peer Review. (a) The Board shall grant or renew permits to practice as a CPA firm t o applicants that demonstrate their qualifications th erefor in accordance with this Section. (1) The following must hold a permit issued under t his Section: (A) any firm with an office in Guam performing atte st services as defined in § 35103(b) of this Chapter; (B) any firm with an office in Guam that uses the t itle ‘CPA’ or ‘CPA firm’; or (C) any firm that does not have an office in Guam b ut performs attest services described in § 35103(b)(1) , (3), (4), or (5) of this Chapter for a client having its home office in Guam. (2) A firm which does not have an office in Guam ma y perform services described in § 35103(b)(2) or § 35103(f) f or a client having its home office in Guam and may use the title ‘CPA’ or ‘CPA firm’ without a permit issued under this Section only if: (A) it has the qualifications described in Subsecti ons (d) and

r a client having its home office in Guam and may use the title ‘CPA’ or ‘CPA firm’ without a permit issued under this Section only if: (A) it has the qualifications described in Subsecti ons (d) and (i) of this Section; and (B) it performs such services through an individual with practice privileges under § 35122 of this Chapter. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 19 (3) A firm which is not subject to the requirements of Subsections (a)(1)(C) or (a)(2) of this Section may perform other professional services while using the title ‘CPA’ o r ‘CPA firm’ in Guam without a permit issued under this Section onl y if: (A) it performs such services through an individual with practice privileges under § 35122 of this Chapter; and (B) it can lawfully do so in the State where said i ndividuals with practice privileges have their principal place of business. (b) Firm Permits to Practice shall be initially iss ued and renewed for periods of not more than three years but in any eve nt expiring on the last day of June in the year of expiration. Applications for Firm Permits to Practice shall be made in such form, and in the case of appl ications for renewal, between such

any eve nt expiring on the last day of June in the year of expiration. Applications for Firm Permits to Practice shall be made in such form, and in the case of appl ications for renewal, between such dates as the Board may by rule specify , and the Board shall grant or deny any such application no later than si xty (60) days after the application is filed in proper form. (c) In any case where the applicant seeks the oppor tunity to show that issuance or renewal of a Firm Permit to Practice wa s mistakenly denied or where the Board is not able to determine whether it should be granted or denied, the Board may issue to the applicant a prov isional Firm Permit to Practice, which shall expire ninety (90) days after its issuance or when the Board determines whether or not to issue or renew t he Firm Permit to Practice for which application was made, whichever shall first occur. (d) An applicant for initial issuance or renewal of a Firm Permit to Practice under this Section shall be required to sh ow that: (1) Notwithstanding any other provision of law, a s imple majority of the ownership of the CPA firm, in terms of finan cial interests and voting rights of all partners, officers,

uired to sh ow that: (1) Notwithstanding any other provision of law, a s imple majority of the ownership of the CPA firm, in terms of finan cial interests and voting rights of all partners, officers, shareholde rs, members, or managers, belongs to holders of a certificate who a re licensed in some state, and such partners, officers, shareholders, m embers, or managers, whose principal place of business is in Guam, and w ho perform professional services in Guam hold a valid license issued under § 35106 or the corresponding provision of prior law. Although CPA firms may include non-licensee owners, the CPA firm and its ownership must comply with rules promulgated by the Board. An individual who has practice privileges under § 3512 2 who performs services for which a firm permit is required under § 35122(a)(4) shall COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 20 not be required to obtain a license from Guam pursu ant to § 35106 of this Chapter. (2) Any CPA firm as defined in this Chapter may inc lude non- licensee owners, provided that: (A) the CPA firm designates a licensee of Guam, or in the case of a firm which must have a permit pursuant to § 35122(a)(4), a licensee

this Chapter may inc lude non- licensee owners, provided that: (A) the CPA firm designates a licensee of Guam, or in the case of a firm which must have a permit pursuant to § 35122(a)(4), a licensee of another State who meets the requirements set out in §§ 35122(a)(1) or 35122(a)( 2), who is responsible for the proper registration of the firm and identifies that individual to the Board; (B) all non-licensee owners are of good moral chara cter and active individual participants in the CPA firm or a ffiliated entities; and (C) the CPA firm complies with such other requireme nts as the Board may impose by rule. (3) Any individual licensee and any individual gran ted practice privileges under this Chapter who is responsible fo r supervising attest or compilation services and signs or authorizes som eone to sign the accountant’s report on behalf of the CPA firm, shall meet the competency requirements set out in the professional standards for such services as prescribed by the Board by rule. (4) Any individual licensee and any individual gran ted practice privileges under this Chapter who signs or authoriz es someone to sign the accountant’s report on behalf of the CPA firm shall meet

e. (4) Any individual licensee and any individual gran ted practice privileges under this Chapter who signs or authoriz es someone to sign the accountant’s report on behalf of the CPA firm shall meet the competency requirement of Subsection (d)(3) of this Section. (e) An applicant for initial issuance or renewal of a Firm Permit to Practice under this Section shall be required to re gister each office of the firm within Guam with the Board and to show that al l attest and compilation services as defined herein rendered in Guam are und er the charge of a person holding a valid license issued under either § 35106 , a corresponding provision of prior Guam law, or the law of another state. (f) The Board shall charge a fee for each applicati on for initial issuance, or renewal, of a permit under § 35107 in an amount prescribed by the Board by rule. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 21 (g) Applicants for initial issuance or renewal of F irm Permits to Practice under § 35107 shall in their applications list all states in which they have applied for or hold permits as CPA firms and list a ny past denial, revocation or suspension of a permit by any other state, and e

35107 shall in their applications list all states in which they have applied for or hold permits as CPA firms and list a ny past denial, revocation or suspension of a permit by any other state, and e ach holder of or applicant for a Firm Permit to Practice under § 35107 shall n otify the Board in writing, within thirty (30) days after its occurrence, of an y change in the identities of owners, partners, officers, shareholders, members o r managers whose principal place of business is in Guam, any change in the number or location of offices within Guam, any change in the identity of the persons in charge of such offices, and any issuance, denial, revocati on, or suspension of a license or permit by any other state. (h) CPA Firms which fall out of compliance with the provisions of § 35107 due to changes in CPA firm ownership or perso nnel, after receiving or renewing a Firm Permit to Practice , shall take corrective action to bring the CPA firm back into compliance as quickly as pos sible. The Board may grant a reasonable period of time for a CPA firm to take such corrective action. Failure to bring the CPA firm back into co mpliance within a reasonable period as defined by the

sible. The Board may grant a reasonable period of time for a CPA firm to take such corrective action. Failure to bring the CPA firm back into co mpliance within a reasonable period as defined by the Board will resu lt in the suspension or revocation of the Firm Permit to Practice. (i) The Board shall by rule require, as a condition to renewal of Firm Permits to Practice under § 35107, that applicants undergo, no more frequently than once every three (3) years, peer re views conducted in such manner as the Board shall specify, and such review shall include a verification that individuals in the CPA firm who a re responsible for supervising attest and compilation services and sig n or authorize someone to sign the report on the financial statements on beha lf of the CPA firm meet the competency requirements set out in the professi onal standards for such services, provided that any such rule: (1) shall be promulgated reasonably in advance of t he time when it first becomes effective; (2) shall include reasonable provision for complian ce by an applicant showing that it has, within the preceding three (3) years, undergone a peer review that is a satisfactory equi valent to peer

e; (2) shall include reasonable provision for complian ce by an applicant showing that it has, within the preceding three (3) years, undergone a peer review that is a satisfactory equi valent to peer review generally required pursuant to this § 35107(I); (3) may require, with respect to peer reviews conte mplated by § 35107(i)(2), that they be subject to oversight by t he Board or an oversight body established or sanctioned by Board r ule, which body COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 22 shall periodically report to the Board on the effec tiveness of the review program under its charge, and provide to the Board a listing of CPA firms that have participated in a peer review progr am that is satisfactory to the Board; and (4) shall require, with respect to peer reviews con templated by § 35107(i)(2), that the peer review processes be oper ated and documents maintained in a manner designed to preserve confide ntiality, and that neither the Board nor any third party (other than t he oversight body) shall have access to documents furnished or generat ed in the course of the review. SOURCE : Subsection (d)(4) amended by P.L. 28-118:15 (Apr 26, 2006), and P.L.

arty (other than t he oversight body) shall have access to documents furnished or generat ed in the course of the review. SOURCE : Subsection (d)(4) amended by P.L. 28-118:15 (Apr 26, 2006), and P.L. 33-193:21 (Dec. 15, 2016). Subsection (i)(3) amende d by P.L.28-118:16 (Apr 26, 2006). Subsection (a) amended by P.L. 33-193:17 (De c. 15, 2016). Subsection (d)(1) amended by P.L. 33-193:18 (Dec. 15, 2016). Subsecti on (d)(2) amended by P.L. 33- 193:19 (Dec. 15, 2016). Subsection (d)(3) amended b y P.L. 33-193:20 (Dec. 15, 2016). § 35108. Appointment of Director of the Department of Revenue and Taxation as Agent. Application by a person or a CPA firm not a reside nt of Guam for a license under § 35106, or a Firm Permit to Practice under § 35107, shall constitute appointment of the Director of the Depar tment of Revenue and Taxation as the applicant =s agent upon whom process may be served in any action or proceeding against the applicant arising out of any transaction or operation connected with or incidental to services performed by the applicant while a licensee within Guam. § 35109. Enforcement and Grounds for Discipline.

pplicant arising out of any transaction or operation connected with or incidental to services performed by the applicant while a licensee within Guam. § 35109. Enforcement and Grounds for Discipline. (a) After notice and hearing pursuant to § 35111 of this Chapter, the Board may revoke any certificate, licenses, or Firm Permit to Practice issued under § 35105, § 35106, or § 35107 or corresponding provisions of prior law, or revoke or limit privileges under § 35122; s uspend any such certificate, license or Firm Permit to Practice or refuse to renew any such certificate, license, or Firm Permit to Practice fo r a period of not more than five (5) years; reprimand, censure, or limit the sc ope of practice of any licensee; impose an administrative fine not exceedi ng Five Thousand Dollars ($5,000), or place any licensee on probation, all w ith or without terms, conditions, and limitations, for any one (1) or mor e of the following reasons: (1) Dishonesty, fraud or deceit in obtaining a lice nse; COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 23 (2) Cancellation, revocation, suspension, or refusa l to renew a license or privileges under § 35122 for disciplinar y reasons in

lice nse; COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 23 (2) Cancellation, revocation, suspension, or refusa l to renew a license or privileges under § 35122 for disciplinar y reasons in any other state for any cause; (3) Failure, on the part of a licensee under § 3510 6 or Firm Permit to Practice under § 35107, to maintain compl iance with the requirements for issuance, or renewal of such licen se or Firm Permit to Practice, or to report changes to the Board under § 35106(g) or § 35107(g); (4) Revocation or suspension of the right to practi ce before any State or federal regulatory authority or by the PCA OB; (5) Dishonesty, fraud, deceit or gross negligence i n the performance of services as a licensee or individual granted privileges under § 35122, or in the filing or failure to file one’s own income tax returns, or other required tax filings; (6) Violation of any provision of this Chapter, or rule promulgated by the Board under this Chapter, or vio lation of professional standards; (7) Violation of any rule of professional conduct p romulgated by the Board under § 35104(h)(4) of this Chapter; (8) Conviction of a felony, or of any other crime a n element of which

onal standards; (7) Violation of any rule of professional conduct p romulgated by the Board under § 35104(h)(4) of this Chapter; (8) Conviction of a felony, or of any other crime a n element of which is dishonesty, deceit or fraud, under the law s of the United States, of Guam, or of any other state, if the acts involved would have constituted a crime under the laws of Guam; (9) Performance of any fraudulent act while holding a certificate, license, Firm Permit to Practice, or § 35122 privil ege issued under this Chapter, or prior law; (10) Any conduct reflecting adversely upon the lice nsee’s fitness to perform services while a licensee, or individual granted privileges under § 35122; (11) Making any false or misleading statement or ve rification, in support of an application for a certificate or Firm Permit to Practice filed by another; or (12) Failure to pay child support as determined by the Child Support Enforcement Division of the Office of the A ttorney General of Guam. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 24 (b) In lieu of, or in addition to any remedy specif ically provided in § 35109(a), the Board may require of a licensee or th e holder of a

COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 24 (b) In lieu of, or in addition to any remedy specif ically provided in § 35109(a), the Board may require of a licensee or th e holder of a certificate under § 35105, or prior law: (1) A peer review conducted in such fashion as the Board may specify; and/or (2) Satisfactory completion of such continuing prof essional education programs as the Board may specify; or bot h. (c) In any proceeding in which a remedy provided by § 35109(a) or § 35109(b) is imposed, the Board may also require the respondent licensee to pay the costs of the proceeding and fees including reasonable attorneys fees incurred by the Board. SOURCE : Section title amended by P.L. 28-118:17 (Apr 26, 2006). Subsection (a) amended by P.L. 28-118:18 (Apr 26, 2006). Subsecti on (c) amended by P.L. 28- 118:19 (Apr 26, 2006). Subsection (a)(4) amended by P.L. 33-193:22 (Dec. 15, 2016). Subsection (a)(11) amended by P.L. 33-193:23 (Dec. 15, 2016). § 35110. Enforcement Procedures - Investigations. (a) The Board may, upon receipt of a complaint or o ther information suggesting violations of this Chapter or of the rul es of the Board, conduct investigations to

cement Procedures - Investigations. (a) The Board may, upon receipt of a complaint or o ther information suggesting violations of this Chapter or of the rul es of the Board, conduct investigations to determine whether there is probab le cause to institute proceedings under § 35111, § 35114, § 35115, or any other Section of this Chapter, against any person or firm for such violat ion, but an investigation under § 35110 shall not be a prerequisite to such p roceedings in the event that a determination of probable cause can be made without investigation. In aid of such investigations, the Board or the chairp erson thereof may issue subpoenas to compel witnesses to testify and/or to produce evidence. (b) The Board may designate a member, or any other person of appropriate competence, to serve as investigating o fficer to conduct an investigation. Upon completion of an investigation , the investigating officer shall file a report with the Board. The Board shal l find probable cause, or lack of probable cause, upon the basis of the repor t or shall return the report to the investigating officer for further investigat ion.

port with the Board. The Board shal l find probable cause, or lack of probable cause, upon the basis of the repor t or shall return the report to the investigating officer for further investigat ion. Unless there has been a determination of probable cause, the report of the investigating officer, the complaint, if any, the testimony and documents subm itted in support of the complaint or gathered in the investigation, and the fact of pendency of the investigation shall be treated as confidential info rmation and shall not be disclosed to any person except law enforcement auth orities and, to the extent deemed necessary in order to conduct the investigat ion, the subject of the COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 25 investigation, persons whose complaints are being i nvestigated, and witnesses questioned in the course of the investiga tion. (c) Upon a finding of probable cause, if the subjec t of the investigation is a licensee, holder of a certificate, or an indiv idual with privileges under § 35122 of this Chapter, the Board shall direct that a complaint be issued under § 35111 of this Chapter, and if the subject o f the investigation is not a licensee,

indiv idual with privileges under § 35122 of this Chapter, the Board shall direct that a complaint be issued under § 35111 of this Chapter, and if the subject o f the investigation is not a licensee, holder of a certificate, or an individual with privileges under § 35122, the Board shall take appropriate action unde r § 35114 or § 35115 of this Chapter. Upon a finding of no probable cause, the Board shall close the matter and shall thereafter release information rel ating thereto only with the consent of the person or firm under investigation. (d) The Board may review the publicly available pro fessional work of licensees, holders of certificates, or individuals with privileges under § 35122 of this Act on a general or random basis, wit hout any requirement of a formal complaint or suspicion of impropriety. In th e event that as a result of such review the Board discovers reasonable grounds for a more specific investigation, the Board may proceed under Subsecti ons (a) through (c) of this Section. § 35111. Enforcement Procedures Hearings by the Boa rd. (a) In any case where probable cause with respect to a violation by a licensee, holder of a certificate, or an individual with

of this Section. § 35111. Enforcement Procedures Hearings by the Boa rd. (a) In any case where probable cause with respect to a violation by a licensee, holder of a certificate, or an individual with privileges granted under § 35122 of this Chapter has been determined b y the Board, whether following an investigation under § 35110 of this Ch apter, or upon receipt of a written complaint furnishing grounds for a determ ination of such probable cause, or upon receipt of notice of a decision by t he Board of Accountancy of another state furnishing such grounds, the Board shall issue a complaint setting forth appropriate charges and set a date fo r hearing before the Board on such charges. The Board shall, not less than th irty (30) days prior to the date of the hearing, serve a copy of the complaint and notice of the time and place of the hearing upon the licensee, holder of a certificate, or an individual with privileges granted under § 35122 of this Chapter, together with a copy of the Board =s rules governing proceedings under this Section, either by personal delivery, or by mailing a copy t hereof by registered mail to the licensee or holder of a certificate at the lice nsee =s

e Board =s rules governing proceedings under this Section, either by personal delivery, or by mailing a copy t hereof by registered mail to the licensee or holder of a certificate at the lice nsee =s or certificate holder =s address last known to the Board. In the case of an individual exercising privileges under § 35122, service shall be by regis tered mail to the address last known to the Board, or pursuant to § 35122(a)( 3)(c). COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 26 (b) A licensee, a holder of a certificate, or an in dividual with privileges under § 35122, against whom a complaint has been is sued under this § 35111 shall have the right, reasonably in advance o f the hearing, to examine and copy the report of investigation, if any, and any documentary or testimonial evidence and summaries of anticipated e vidence in the Board =s possession relating to the subject matter of the co mplaint. The Board =s rules governing proceedings under this Section shall spec ify the manner in which such right may be exercised. (c) In a hearing under this § 35111 the respondent licensee, holder of a certificate, or an individual with privileges grant ed under § 35122 may

ify the manner in which such right may be exercised. (c) In a hearing under this § 35111 the respondent licensee, holder of a certificate, or an individual with privileges grant ed under § 35122 may appear in person (or, in the case of a firm, throug h a partner, officer, director, shareholder, member or manager) and/or by counsel, examine witnesses and evidence presented in support of the complaint, and present evidence and witnesses on the licensee =s or an individual's own behalf. The licensee, holder of a certificate, or an individual granted p rivileges under § 35122 shall be entitled, on application to the Board, to the issuance of subpoenas to compel the attendance of witnesses and the producti on of documentary evidence. (d) The evidence supporting the complaint shall be presented by the investigating officer, by a Board member designated for that purpose, or by counsel. A Board member who presents the evidence, or who has conducted the investigation of the matter under § 35110 of th is Chapter, shall not participate in the Board =s decision of the matter. (e) In a hearing under this § 35111, the Board may be advised by counsel, who shall not be the same counsel who pres

10 of th is Chapter, shall not participate in the Board =s decision of the matter. (e) In a hearing under this § 35111, the Board may be advised by counsel, who shall not be the same counsel who pres ents, or assists, in presenting the evidence supporting the complaint un der Subsection (d) of this § 35111. (f) In a hearing under this § 35111, the Board shal l not be bound by technical rules of evidence. (g) In a hearing under this § 35111, a stenographic or electronic record, shall be made and filed with the Board. A transcrip t need not be prepared unless review is sought under Subsection (j) of thi s § 35111, or the Board determines that there is other good cause for its p reparation. (h) In a hearing under this § 35111, a recorded vot e of a majority of all members of the Board then in office (excluding memb ers disqualified by reason of Subsection (d) of this § 35111) shall be required to sustain any charge and to impose any penalty with respect there to. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 27 (i) If , after service of a complaint and notice of hearin g as provided in Subsection (a) of this § 35111, the respondent lice nsee, holder of a certificate, or

ESS REGULATIONS CH. 35 ACCOUNTANCY 27 (i) If , after service of a complaint and notice of hearin g as provided in Subsection (a) of this § 35111, the respondent lice nsee, holder of a certificate, or individual granted privileges under § 35122, fails to appear at the hearing, the Board may proceed to hear evidence against the licensee, holder of a certificate, or an individual granted p rivileges under § 35122, and may enter such order as it deems warranted by the e vidence, which order shall be final unless the licensee, holder of a certificate, or an indivi dual granted privileges under § 35122 petitions for revi ew thereof under Subsection (j) of this § 35111, provided, however, that within thirty (30) days from the date of any such order, upon a showin g of good cause for the licensee =s, certificate holder =s, or an individual =s failure to appear and defend, the Board may set aside the order and sched ule a new hearing on the complaint, to be conducted in accordance with appli cable Subsections of this § 35111. (j) Any person or firm adversely affected by any or der of the Board entered after a hearing under this § 35111 may obta in review thereof by filing a written

appli cable Subsections of this § 35111. (j) Any person or firm adversely affected by any or der of the Board entered after a hearing under this § 35111 may obta in review thereof by filing a written petition for review with the Super ior Court of Guam within thirty (30) days after the entry of said order. Th e procedures for review and the scope of the review shall be as specified in th e Administrative Adjudication Law. However all hearings conducted p ursuant to this Section shall be conducted in accordance with the procedure s specified in this Section rather than those under the Administrative Adjudication Law. (k) In any case where the Board renders a decision imposing discipline under §§ 35109, 35111, or 35122, against a licensee or CPA firm, or an individual granted privileges under § 35122, the Bo ard shall examine its records to determine whether the licensee or CPA fi rm, or individual holds a license or permit or practice privilege in any othe r State or is subject to the PCAOB’s authority; and if so, the Board shall notify the State Boards of Accountancy and any other regulatory authorities, i ncluding the PCAOB if applicable, of its decision, immediately in the cas e

CAOB’s authority; and if so, the Board shall notify the State Boards of Accountancy and any other regulatory authorities, i ncluding the PCAOB if applicable, of its decision, immediately in the cas e of a consent order and in all other cases when the time for petitioning for r eview of the Board’s decision has expired. Such immediate notice shall indicate whether or not the consent order has been petitioned for review an d whether or not the subject order has been stayed. Subject to § 35104( j) of this Chapter, the Board may also furnish information relating to proc eedings resulting in disciplinary action to other public authorities and to private professional organizations having a disciplinary interest in the licensee or CPA firm or individual. Where a petition for review has been fi led pursuant to § 35111(j), the notification and furnishing of information prov ided for in this Subsection COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 28 shall await the resolution of such review and, if the re solution is in favor of the licensee or CPA firm, or individual granted pri vileges under § 35122 of this Chapter, no such notification or furnishing of information shall be

uch review and, if the re solution is in favor of the licensee or CPA firm, or individual granted pri vileges under § 35122 of this Chapter, no such notification or furnishing of information shall be made. (l) A licensee, a holder of a certificate, or an i ndividual with privileges under §35122 against whom a complaint has been issu ed under this §35111 may waive in writing his right to a hearing before the Board on such charge(s), thus sustaining the charge(s), and accep ting such penalty as may be imposed by the Board with respect thereto. SOURCE : Subsection (l) added by P.L. 28-118:20 (Apr 26, 2006). Subsection (k) amended by P.L. 33-193:24 (Dec. 15, 2016). § 35112. Reinstatement. (a) In any case where the Board has suspended or r evoked or refused to renew a certificate, license, a Firm Permit to Prac tice, or privileges under §35122, the Board may, upon application in writing by the person or firm affected and for good cause shown, modify the suspe nsion, or reissue the certificate, license, or Firm Permit to Practice, o r remove the limitation or revocation of privileges under § 35122.

r firm affected and for good cause shown, modify the suspe nsion, or reissue the certificate, license, or Firm Permit to Practice, o r remove the limitation or revocation of privileges under § 35122. (b) The Board shall by rule specify the manner in w hich such applications shall be made, the times within which they shall be made, and the circumstances in which hearings will be held th ereon. (c) Before reissuing, or terminating the suspension of, a certificate, license, or Firm Permit to Practice under this § 35 112 or of privileges under § 35122, and as a condition thereto, the Board may require the applicant therefor to show successful completion of specified continuing professional education; and the Board may make the reinstatement of a certificate, license, or Firm Permit to Practice or of privilege s under § 35122 conditional and subject to satisfactory completion of a peer re view conducted in such fashion as the Board may specify. SOURCE : Subsection (a) amended by P.L. 28-118:21 (Apr 26 , 2006). § 35113. Unlawful Acts. (a) Only licensees and individuals who have practi ce privileges under § 35122 of this Chapter may issue a report on financi al statements of any person,

8:21 (Apr 26 , 2006). § 35113. Unlawful Acts. (a) Only licensees and individuals who have practi ce privileges under § 35122 of this Chapter may issue a report on financi al statements of any person, firm, organization, or governmental unit, o r offer to render or render any attest or compilation service, as defined herei n. This restriction does not prohibit any act of a public official or public emp loyee in the performance of that person’s duties as such; or prohibit the perfo rmance by any non-licensee COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 29 of other services involving the use of accounting s kills, including the preparation of tax returns, management advisory ser vices, and the preparation of financial statements without the iss uance of reports thereon. Non-licensees may prepare financial statements and issue non-attest transmittals or information thereon which do not pu rport to be in compliance with the Statements on Standards for Accounting and Review Services (SSARS). (b) Licensees and individuals who have practice pri vileges under § 35122 of this Chapter performing attest or compilat ion services must provide those services in accordance with

w Services (SSARS). (b) Licensees and individuals who have practice pri vileges under § 35122 of this Chapter performing attest or compilat ion services must provide those services in accordance with applicable profes sional standards. (c) No person not holding a valid license in accord ance with § 35106, or a practice privilege pursuant to § 35122 of this Chapter, shall use or assume the title ‘certified public accountant’, or the abbreviation ‘CPA’, or any other title, designation, words, letters, abbre viation, sign, card, or device tending to indicate that such person is a certified public accountant. (d) No firm shall provide attest services or assume or use the title ‘certified public accountants’, or the abbreviation ‘CPAs’, or any other title, designation, words, letters, abbreviation, sign, ca rd, or device tending to indicate that such firm is a CPA firm unless the fi rm holds a valid permit issued under § 35107 of this Chapter; and ownershi p of the firm is in accord with this Chapter and rules promulgated by the Boar d. (e) [Repealed.] (f) No person or firm not holding a valid license o r permit issued under §§ 35106 or 35107 of this Chapter, or a practice pr ivilege

this Chapter and rules promulgated by the Boar d. (e) [Repealed.] (f) No person or firm not holding a valid license o r permit issued under §§ 35106 or 35107 of this Chapter, or a practice pr ivilege pursuant to § 35122 of this Chapter, shal l assume or use the title ‘certified accountant,’ ‘chartered accountant,’ ‘enrolled accountant,’ ‘lic ensed accountant,’ ‘registered accountant,’ ‘accredited accountant,’ ‘ public accountant,’ or any other title or designation likely to be confuse d with the title ‘certified public accountant,’ or use any of the abbreviations ‘CA,’ ‘LA,’ ‘RA,’ ‘AA,’ ‘PA,’ or similar abbreviation likely to be confused with the abbreviation ‘CPA.’ The title ‘Enrolled Agent’ or ‘EA’ may only be used by individuals so designated by the Internal Revenue Service. (g) Non-licensees, non-firms use of titles and lang uage. (1) Non-licensees may not use language in any statement relating to the affairs of a person or entity which is conve ntionally used by licensees in reports on financial statements or on any attest service as COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 30 defined herein.

person or entity which is conve ntionally used by licensees in reports on financial statements or on any attest service as COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 30 defined herein. In this regard, the Board shall issue safe harbor language that non-licensees may use in connection w ith such financial information. (2) No person or firm not holding a valid license o r Firm Permit to Practice issued under § 35106 or § 35107 of this Ch apter shall assume or use any title or designation that includes the w ords >accountant, = >auditor, = or >accounting, = in connection with any other language (including the language of a report) that implies t hat such person or firm holds such a license or Firm Permit to Practic e, or has special competence as an accountant or auditor provided, ho wever, that this Subsection does not prohibit any officer, partner, member, manager or employee of any firm or organization from affixing that person =s own signature to any statement in reference to the fina ncial affairs of such firm or organization with any wording designating t he position, title, or office that the person holds therein nor prohibit a ny act of a public official or

ference to the fina ncial affairs of such firm or organization with any wording designating t he position, title, or office that the person holds therein nor prohibit a ny act of a public official or employee in the performance of the pers on =s duties as such. (h) No person holding a license or firm holding a p ermit under this Chapter shall use a professional or firm name or designation tha t is misleading about the legal form of the firm, or abo ut the persons who are partners, officers, members, managers, or sharehold ers of the firm, or about any other matter; provided, however, that the names of one (1) or more former partners, members, managers, or shareholders may be included in the name of a firm, or its successor. A common brand na me, including common initials, used by a CPA firm in its name, is not mi sleading if said firm is a Network Firm as defined in the AICPA Code of Profes sional Conduct (Code) in effect on December 15, 2014 and, when off ering or rendering services that require independence under AICPA stan dards, said firm must comply with the Code’s applicable standards on inde pendence.

in effect on December 15, 2014 and, when off ering or rendering services that require independence under AICPA stan dards, said firm must comply with the Code’s applicable standards on inde pendence. (i) None of the foregoing provisions of this § 3511 3 shall have any application to a person or firm holding a certifica tion, designation, degree, or license granted in a foreign country entitling the holder thereof to engage in the practice of public accountancy or its equivalen t in such country, whose activities in Guam are limited to the provision of professional services to persons or firms who are residents of, governments of, or business entities of the country in which the person holds such entitlem ent, who performs no attest or compilation services as defined in this C hapter and who issues no reports as defined in this Chapter with respect to the information of any other persons, firms, or governmental units in Guam, and who does not use in COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 31 Guam any title or designation other than the one un der which the person practices in such country, followed by a translatio n of such title or designation into the English

IONS CH. 35 ACCOUNTANCY 31 Guam any title or designation other than the one un der which the person practices in such country, followed by a translatio n of such title or designation into the English language, if it is in a different language, and by the name of such country. (j) No holder of a license issued under § 35106 of this Chapter shall perform attest services through any business form t hat does not hold a valid permit issued under § 35107 of this Chapter. (k) No individual licensee shall issue a report in standard form upon a compilation of financial information through any fo rm of business that does not hold a valid permit issued under § 35107 of this C hapter unless the report discloses the name of the business through w hich the individual is issuing the report, and the individual: (1) signs the compilation report identifying the in dividual as a CPA, (2) meets the competency requirement provided in ap plicable standards, and (3) undergoes no less frequently than once every th ree years, a peer review conducted in such manner as the Board s hall by rule specify, and such review shall include verification that such individual has met the competency requirements set

every th ree years, a peer review conducted in such manner as the Board s hall by rule specify, and such review shall include verification that such individual has met the competency requirements set out in prof essional standards for such services. (l) Nothing herein shall prohibit a practicing atto rney or firm of attorneys from preparing or presenting records or d ocuments customarily prepared by an attorney or firm of attorneys in con nection with the attorney =s professional work in the practice of law. (m) Commissions and referral fees. (1) A licensee shall not, for a commission, recommend or refer to a client any product or service, or for a commission, recommend or refer any product or service to be supplied by a client, or receive a commission, when the licensee also performs for tha t client, (A) an audit or review of a financial statement; or (B) a compilation of a financial statement when the licensee expects, or reasonably might expect, that a third p arty will use the financial statement and the licensee =s compilation report does not disclose a lack of independence; or COL412201722 GCA BUSINESS REGULATIONS CH.

onably might expect, that a third p arty will use the financial statement and the licensee =s compilation report does not disclose a lack of independence; or COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 32 (C) an examination of prospective financial informa tion. This prohibition applies during the period in which the licensee is engaged to perform any of the services listed above and the period covered by any historical financial statements invo lved in such listed services. (2) A licensee who is not prohibited by this Section from performing services for, or receiving a commission and who is paid or expects to be paid, a commission shall disclose tha t fact to any person or entity to whom the licensee recommends, or refer s, a product or service to which the commission relates. (3) Any licensee who accepts a referral fee for rec ommending or referring any service of a licensee to any person o r entity, or who pays a referral fee to obtain a client shall disclose such acceptance or payment to the client. (n) Contingent fees. (1) A licensee shall not: (A) perform for a contingent fee any professional s ervices for, or receive such a fee from a client for whom the li

cceptance or payment to the client. (n) Contingent fees. (1) A licensee shall not: (A) perform for a contingent fee any professional s ervices for, or receive such a fee from a client for whom the li censee or the licensee =s firm performs, (i) an audit or review of a financial statement; or (ii) a compilation of a financial statement when th e licensee expects, or reasonably might expect, that a third party will use the financial statement and the lice nsee =s compilation report does not disclose a lack of inde pendence; or (iii) an examination of prospective financial information; or (B) Prepare an original or amended tax return or cl aim for a tax refund for a contingent fee for any client. (2) The prohibition in (1) above applies during the period in which the licensee is engaged to perform any of the servi ces listed above and the period covered by any historical financial stat ements involved in any such listed services. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 33 (3) Except as stated in the next sentence, a contin gent fee is a fee established for the performance of any service purs uant to an arrangement in which no fee will be charged unless a specified

33 (3) Except as stated in the next sentence, a contin gent fee is a fee established for the performance of any service purs uant to an arrangement in which no fee will be charged unless a specified finding or result is attained, or in which the amount of th e fee is otherwise dependent upon the finding or result of such servic e. Solely for purposes of this Section, fees are not regarded as being contingent if fixed by courts or other public authorities, or, in tax matters , if determined based on the results of judicial proceed ings or the findings of governmental agencies. A licensee =s fees may vary depending, for example, on the complexity of services rendered. (o) Notwithstanding anything to the contrary in thi s Section, it shall not be a violation of this Section for a firm that does not hold a valid permit under § 35107 of this Chapter, and that does not ha ve an office in Guam, to provide its professional services in Guam so long a s it complies with the requirements of § 35107(a)(2) or (3) of this Chapte r, whichever is applicable. SOURCE : Subsection (b) amended by P.L. 28-118:22 (Apr 26 , 2006). Subsection (a) amended by P.L. 33-193:25 (Dec. 15, 2016).

rements of § 35107(a)(2) or (3) of this Chapte r, whichever is applicable. SOURCE : Subsection (b) amended by P.L. 28-118:22 (Apr 26 , 2006). Subsection (a) amended by P.L. 33-193:25 (Dec. 15, 2016). Subsecti on (b) amended by P.L. 33- 193:26 (Dec. 15, 2016). Subsection (c) amended by P .L. 33-193:27 (Dec. 15, 2016). Subsection (d) amended by P.L. 33-193:28 (Dec. 15, 2016). Subsection (h) amended by P.L. 33-193:29 (Dec. 15, 2016). Subsection (o) a dded by P.L. 33-193:30 (Dec. 15, 2016). Subitem (g)(1) amended by P.L. 33-193:39 (De c. 15, 2016). Subsection (i) amended by P.L. 33-193:40 (Dec. 15, 2016). Subsecti on (e) repealed by P.l. 33- 193:43 (Dec. 15, 2016. Subection (f) amended by P.L . 33-193:44 (Dec. 15, 2016). § 35114. Injunctions against Unlawful Acts. Whenever, as a result of an investigation under § 3 5110 of this Chapter or otherwise, the Board believes that any person or firm has engaged, or is about to engage, in any acts or practices which con stitute or will constitute a violation of § 35109, § 35113, or any other provisi on of this Chapter, or any rule adopted by the Board, the Board may make appli cation to the Superior Court of Guam for an order enjoining such

e a violation of § 35109, § 35113, or any other provisi on of this Chapter, or any rule adopted by the Board, the Board may make appli cation to the Superior Court of Guam for an order enjoining such acts or p ractices, and upon a showing by the Board that such person or firm has e ngaged, or is about to engage, in any such acts or practices, an injunctio n, restraining order, or other order as may be appropriate shall be granted by the court. § 35115. Criminal Penalties. (a) Whenever, by reason of an investigation under § 35110 of this Chapter or otherwise, the Board has reason to belie ve that any person or firm has knowingly engaged in acts or practices that con stitute a violation of § COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 34 35113, or any other provision of this Chapter, or a ny rule adopted by the Board, the Board may bring its information to the a ttention of the Attorney General of Guam or any State (or other appropriate law enforcement officer) who may, in the officer’s discretion, cause appropr iate criminal proceedings to be brought thereon. (b) Any person or firm who knowingly violates any p rovision of § 35113 or other provision of this Chapter

in the officer’s discretion, cause appropr iate criminal proceedings to be brought thereon. (b) Any person or firm who knowingly violates any p rovision of § 35113 or other provision of this Chapter shall be g uilty of a misdemeanor, and upon conviction thereof shall be subject to a f ine of not more than Five Thousand Dollars ($5,000) for each violation or to imprisonment for not more than one (1) year, or to both such fine and im prisonment. SOURCE: Subsection (a) amended by P.L. 33-193:31 (Dec. 15 , 2016). § 35116. Single Act Evidence of Practice. In any action brought under § 35111, § 35114 or § 35115 of this Chapter, evidence of the commission of a single act prohibited by this Chapter shall be sufficient to justify a penalty, i njunction, restraining order, or conviction, respectively, without evidence of a general course of conduct. § 35117. Confidential Communications. Except by permission of the client for whom a licen see performs services, or the heirs, successors, or personal rep resentatives of such client, a licensee under this Chapter shall not voluntarily disclose information communicated to the licensee by the client relating to and in connection with services

rsonal rep resentatives of such client, a licensee under this Chapter shall not voluntarily disclose information communicated to the licensee by the client relating to and in connection with services rendered to the client by the licensee. Su ch information shall be deemed confidential; provided, however, that nothin g herein shall be construed as prohibiting the disclosure of informat ion required to be disclosed by the standards of the public accounting profession in reporting on the examination of financial statements or as pr ohibiting compliance with applicable laws, government regulations, or PCAOB r equirements, disclosures in court proceedings, in investigations or proceedings under §§ 35110 or 35111 of this Chapter, in ethical investig ations conducted by private professional organizations, or in the cours e of peer reviews, or to other persons active in the organization performing services for that client on a need to know basis or to persons in the entity wh o need this information for the sole purpose of assuring quality control. SOURCE: Amended by P.L. 33-193:32 (Dec. 15, 2016). § 35118. Licensees ==== Working Papers; Clients ==== Records.

he entity wh o need this information for the sole purpose of assuring quality control. SOURCE: Amended by P.L. 33-193:32 (Dec. 15, 2016). § 35118. Licensees ==== Working Papers; Clients ==== Records. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 35 (a) Subject to the provisions of § 35117, all state ments, records, schedules, working papers, and memoranda made by a licensee or a partner, shareholder, officer, director, member, manager or employee of a licensee, incident to, or in the course of, rendering service s to a client while a licensee except the reports submitted by the licensee to the client and except for records that are part of the client =s records, shall be and remain the property of the licensee in the absence of an express agreem ent between the licensee and the client to the contrary. (1) No such statement, record, schedule, working pa per, or memorandum shall be sold, transferred, or bequeathe d, without the consent of the client or the client =s personal representative or assignee, to anyone other than one (1) or more surviving part ners, stockholders, members or new partners, new stockholders, or new m embers of the licensee, or any combined or

onal representative or assignee, to anyone other than one (1) or more surviving part ners, stockholders, members or new partners, new stockholders, or new m embers of the licensee, or any combined or merged firm or success or in interest to the licensee. (2) Nothing in this § 35118 should be construed as prohibiting any temporary transfer of work papers or other material necessary in the course of carrying out peer reviews or as otherwise interfering with the disclosure of information pursuant to § 35117. (b) A licensee shall furnish to a client or former client, upon request and reasonable notice: (1) A copy of the licensee =s working papers, to the extent that such working papers include records that would ordinaril y constitute part of the client =s records and are not otherwise available to the cl ient; and (2) Any accounting or other records belonging to, o r obtained from or on behalf of, the client that the licensee remov ed from the client =s premises or received for the client =s account; the licensee may make and retain copies of such documents of the client when they form the basis for work done by the licensee.

v ed from the client =s premises or received for the client =s account; the licensee may make and retain copies of such documents of the client when they form the basis for work done by the licensee. (c) Nothing herein shall require a licensee to keep any work paper beyond the period prescribed in any other applicabl e statute. 2017 NOTE: Subitem designations added pursuant to the authori ty of 1 GCA § 1606. § 35119. Privity of Contract. (a) This section applies to all causes of action of the type specified herein filed on or after the effective date of the enactment of this section. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 36 (b) This section governs any action based on neglig ence brought against any accountant, or firm of accountants, practicing in Guam by any person or entity claiming to have been injured as a result of financial statements or other information examined, compiled, reviewed, cer tified, audited or otherwise reported or opined on by the defendant ac countant or in the course of an engagement to provide other services. (c) No action covered by this section may be brough t unless: (1) The plaintiff (A) is issuer (or successor of the issuer) of the

countant or in the course of an engagement to provide other services. (c) No action covered by this section may be brough t unless: (1) The plaintiff (A) is issuer (or successor of the issuer) of the f inancial statements or other information examined, compiled, reviewed, certified, audited or otherwise reported or opined on by the defendant and (B) engaged the defendant licensee to examine, comp ile, review, certify, audit or otherwise report or rende r an opinion on such financial statements or to provide other servi ces; or (2) The defendant licensee or firm: (A) was aware at the time the engagement was undert aken that the financial statements or other information were to be made available for use in connection with a specified tr ansaction by the plaintiff who was specifically identified to the de fendant accountant, (B) was aware that the plaintiff intended to rely u pon such financial statements or other information in connec tion with the specified transaction, and (C) had direct contact and communication with the p laintiff and expressed by words or conduct the defendant acc ountant =s understanding of the reliance on such financial sta tements or other information.

d direct contact and communication with the p laintiff and expressed by words or conduct the defendant acc ountant =s understanding of the reliance on such financial sta tements or other information. SOURCE : Section title amended by P.L. 28-118:23 (Apr 26, 2006). 2017 NOTE: Subitem designations altered pursuant to the author ity of 1 GCA § 1606. § 35120. Uniform Statute of Limitations. (a) This section applies to all causes of action of the types specified herein filed on or after the effective date of the enactment of this section. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 37 (b) This section governs any action based on neglig ence or breach of contract brought against any licensee, or any CPA firm practicing in Guam by any person or entity claiming to have been injur ed as a result of financial statements or other information examined, compiled, reviewed, certified, audited or otherwise reported or opined on by the d efendant licensee as a result of an engagement to provide services. (c) No action covered by this section may be brough t unless the suit is commenced on or before the earlier of: (1) One (1) year from the date the alleged act, omi ssion or neglect

provide services. (c) No action covered by this section may be brough t unless the suit is commenced on or before the earlier of: (1) One (1) year from the date the alleged act, omi ssion or neglect is discovered or should have been discovered by the exercise of reasonable diligence; (2) Three (3) years after completion of the service for which the suit is brought has been performed; or (3) Three (3) years after the date of the initial i ssuance of the accountant =s report on the financial statements or other infor mation. § 35121. Proportionate Liability. (a) This Section applies to all causes of action of the type specified herein filed on or after the effective date of the enactment of this section. (b) This Section governs any claim for money damage s brought against any licensee or any CPA firm registered, licensed, or practicing in Guam; or any employee or principal of such firm by any perso n or entity claiming to have been injured by the defendant licensee or othe r person or entity. (c) No judgment for money damages may be entered ag ainst any licensee, firm, employee, or principal described in Subsection (b) in an action covered by this Section except in accordance with

entity. (c) No judgment for money damages may be entered ag ainst any licensee, firm, employee, or principal described in Subsection (b) in an action covered by this Section except in accordance with the provisions of this Subsection. (1) If the party seeking a judgment for damages against th e licensee proves that the licensee acted with the de liberate intent to deceive, manipulate or defraud for the licensee =s own direct pecuniary benefit, the liability of the licensee shall be det ermined according to the principles that generally apply to such an action. (2) If the licensee is not proven to have acted with the deliberate intent to deceive, manipulate or defraud for the ac countant =s own direct pecuniary benefit, the amount of the accountant =s liability in damages shall be determined as follows: COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 38 (A) The trier of fact shall determine the percentag e of responsibility of the plaintiff, of each of the def endants, and of each of the other persons or entities alleged by th e parties to have caused or contributed to the harm alleged by the pl aintiff.

responsibility of the plaintiff, of each of the def endants, and of each of the other persons or entities alleged by th e parties to have caused or contributed to the harm alleged by the pl aintiff. In determining the percentages of responsibility, the trier of fact shall consider both the nature of the conduct of each per son and the nature and extent of the causal relationship betwee n that conduct and the damage claimed by the plaintiff. (B) The trier of fact shall next determine the tota l amount of damage suffered by the plaintiff caused in whole or in part by the plaintiff, the defendants, and other persons allege d to have caused or contributed to the damage. (C) The trier of fact shall then multiply the perce ntage of responsibility of the licensee (determined under (A )) by the total amount of damages (determined under (B)) and shall enter a judgment or verdict against the licensee in an amou nt no greater than the product of those two (2) factors. (D) In no event shall the damages awarded against or pa id by a licensee exceed the amount determined under (C) o r twenty (20) times the total fee paid, or to be paid, to license e by plaintiff, whichever is less.

shall the damages awarded against or pa id by a licensee exceed the amount determined under (C) o r twenty (20) times the total fee paid, or to be paid, to license e by plaintiff, whichever is less. The licensee shall not be jointl y liable on any judgment entered against any other party to the act ion. (E) Except where a contractual relationship permits , no defendant shall have a right to recover from a lice nsee any portion of the percentage of damages assessed against such other defendant. SOURCE : Subsection (c)(2)(D) amended by P.L. 28-118:24 ( Apr 26, 2006). § 35122. Substantial Equivalency. (a) An individual whose principal place of business is not in Guam. (1) An individual whose principal place of business is not in Guam and who holds a valid license as a certified public accountant from any State which the NASBA National Qualification Apprai sal Service has verified to be in substantial equivalence with the CPA licensure requirements of the AICPA/NASBA Uniform Accountancy Act shall be presumed to have qualifications substantially eq uivalent to Guam’s requirements, and shall have all the privileges of licensees of Guam COL412201722 GCA BUSINESS REGULATIONS CH.

untancy Act shall be presumed to have qualifications substantially eq uivalent to Guam’s requirements, and shall have all the privileges of licensees of Guam COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 39 without the need to obtain a license under §§ 35105 or 35106 of this Chapter. Notwithstanding any other provision of law , an individual who offers or renders professional services, whethe r in person, by mail, telephone or electronic means, under this Section shall be granted practice privileges in Guam, and no notice or other submission shall be provided by any such individual. Such an individual shall be subject to the requirements in Subsection (a)(3) of this Secti on. (2) An individual whose principal place of business is not in Guam and who holds a valid license as a certified public accountant from any State which the NASBA National Qualification Apprai sal Service has not verified to be in substantial equivalence with the CPA licensure requirements of the AICPA/NASBA Uniform Accountancy Act shall be presumed to have qualifications substantially eq uivalent to Guam’s requirements, and shall have all the privileges of licensees of Guam without the need to

CPA/NASBA Uniform Accountancy Act shall be presumed to have qualifications substantially eq uivalent to Guam’s requirements, and shall have all the privileges of licensees of Guam without the need to obtain a license under §§ 35105 or 35106 of this Chapter, if such individual obtains from the NASBA National Qualification Appraisal Service verification that s uch individual’s CPA qualifications are substantially equivalent to the CPA licensure requirements of the AICPA/NASBA Uniform Accountancy Act. Any individual who passed the Uniform CPA Examination a nd holds a valid license issued by any other State prior to January 1, 2012 may be exempt from the education requirement in § 35105(c) (2) of this Chapter for purposes of this Subsection. Notwithsta nding any other provision of law, an individual who offers or rende rs professional services, whether in person, by mail, telephone, or electronic means, under this Section shall be granted practice privileges in Guam, and no notice or other submission shall be provided by any such individual. Such an individual shall be subject to the requirements in Subsection (a)(3) of this Section.

practice privileges in Guam, and no notice or other submission shall be provided by any such individual. Such an individual shall be subject to the requirements in Subsection (a)(3) of this Section. (3) Any individual licensee of another State exerci sing the privilege afforded under this Section and the firm which employs that licensee hereby simultaneously consents, as a condi tion of the grant of this privilege: (A) to the personal and subject matter jurisdiction and disciplinary authority of the Board; (B) to comply with this Chapter and the Board’s rul es; COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 40 (C) that in the event the license from the State of the individual’s principal place of business is no long er valid, the individual will cease offering or rendering profess ional services in Guam individually and on behalf of a firm; and (D) to the appointment of the State Board which iss ued their license as their agent upon whom process may be ser ved in any action or proceeding by this Board against the lice nsee. (4) Any individual who has been granted practice pr ivileges under this Section who performs any attest service described in § 35103(b) may only do

or proceeding by this Board against the lice nsee. (4) Any individual who has been granted practice pr ivileges under this Section who performs any attest service described in § 35103(b) may only do so through a firm which meets the requirements of § 35107(a)(1)(C) or which has obtained a permit issued under § 35107 of this Chapter. (b) A licensee of Guam offering or rendering servic es or using their CPA title in another state shall be subject to disc iplinary action in Guam for an act committed in another state for which the lic ensee would be subject to discipline for an act committed in the other state. Notwithstanding § 35110(a), the Board shall be required to investigat e any complaint made by the board of accountancy of another state. (c) [Repealed.] SOURCE : Subsection (a)(2) amended by P.L.28-118:25 (Apr. 26, 2006), and P.L. 33-193:34 (Dec. 15, 2016). Subsection (d) amended b y P.L. 28-118:26 (Apr. 26, 2006) and designated to (c) by the Compiler to main tain the section’s outline sequence, repealed by P.L. 33-193:37 (Dec. 15, 2016 ). Subsection (a)(1) amended by P.L. 33-193:33 (Dec. 15, 2016). Subsection (a)(3) a mended by P.L. 33-193:35 (Dec. 15, 2016).

the section’s outline sequence, repealed by P.L. 33-193:37 (Dec. 15, 2016 ). Subsection (a)(1) amended by P.L. 33-193:33 (Dec. 15, 2016). Subsection (a)(3) a mended by P.L. 33-193:35 (Dec. 15, 2016). Subsection (a)(4) added by P.L. 33-193:3 6 (Dec. 15, 2016). § 35123. Construction; Severability. If any provision of this Chapter or the application thereof to any person or entity or in any circumstances is held invalid, the remainder of the Chapter and the application of such provision to ot hers or in other circumstances shall not be affected thereby. § 35124. Repeal of Prior Law. All other acts or parts of acts in conflict herewit h are hereby repealed; provided, however, that nothing contained in this C hapter shall invalidate or affect any action taken or any proceeding institute d under any law in effect prior to the effective date hereof. COL412201722 GCA BUSINESS REGULATIONS CH. 35 ACCOUNTANCY 41 § 35125. Effective Date. This Chapter shall take effect upon its enactment. ---------- COL4122017 COL4122017