Accountants Act 2008 Zambia - Amendment

THE ACCOUNTANTS BILL, 2008
MEMORANDUM
The objects of this Bill are to—

(a) regulate the accountancy profession;
(b) continue the existence of the Zambia Institute of Chartered Accountants
and re-define its functions and powers;
(c) provide for the regulation of the education and training of accountants;
(d) provide for the setting of ethical, auditing and accounting standards;
(e) provide for the making and investigation of disclosures made in the
public interest;
(f) define professional misconduct and provide for disciplinary procedures
for the accountancy profession;
(g) repeal and replace the Accountants Act, 1982; and
(h) provide for matters connected with or incidental to the foregoing.
D. Y. SICHINGA,
Solicitor-General
N. A. B. 13, 2008
28th July, 2008
Accountants [ No. 13 of 2008 363
THE ACCOUNTANTS ACT, 2008

ARRANGEMENT OF SECTIONS
PART I
PRELIMINARY
Sections
1. Short title
2. Interpretation
PART II
THE ZAMBIA INSTITUTE OF CHARTERED ACCOUNTANTS
3. Continuation of Institute
4. Seal of Institute
5. Powers and functions of Institute
6. Constitution of Institute
7. President and Vice-President of Institute
8. Meetings of Institute
PART III
THE COUNCIL OF THE INSTITUTE
9. Council of Institute
10. Functions of Council
PART IV
MEMBERSHIP, REGISTRATION AND PRACTISING CERTIFICATE
11. Classes of Members
12. Application for registration as accountant
13. Recognition of foreign qualifications
14. Disqualification from registration
15. Certificate of registration
16. Membership fees
17. Cancellation of registration
18. Holding out
19. Practising certificate and non-audit practising certificate
20. Prohibition of establishment of practice without certificate
21. Display of certificate
22. Renewal of certificate
Single copies of this Act may be obtained from the Government Printer,
P.O. Box 30136, 10101 Lusaka, Price K14,500
364 No. 13 of 2008] Accountants
23. Cancellation of practising certificate and non-audit practising certificate

24. Registration of firms
25. Registration of students of accountancy
26. Registers
27. Offences regarding registered accountants
28. Offences relating to registration, etc
29. Auditing standards
30. Accountant not to incur liability for certain opinions
31. Practice review
32. Appeals
PART V
PROTECTED DISCLOSURE
33. Application
34. Void contracts
35. Disclosures during proceeding
36. Other protection preserved
37. Relationship of Act and other Acts
38. Members not to be subjected to occupational detriment
39. Making disclosure
40. Anonymous disclosures
41. Frivolous, vexatious, etc., disclosures
42. Protected disclosure
43. Disclosures to be made voluntarily
44. Disclosure concerning corrupt conduct
45. Disclosure to Investigator-General concerning maladministration
46. Disclosure to Auditor-General concerning serious and substantial waste
47. Disclosure concerning police officer
48. Disclosures about investigating authorities
49. Referred disclosures protected
50. Disclosures motivated by object of avoiding disciplinary action
51. Disclosure to legal practitioner
52. Disclosure to employer
53. Disclosure to certain persons or bodies
54. Referral without investigation

55. Investigation by authority
56. Non-investigation by authority
57. Referral with investigation
58. No referral
59. Action by investigation authority
60. Progress report
61. Joint action
62. Powers of Disciplinary Committee of Institute
PART VI
PROTECTION AGAINST REPRAISALS
63. Protection against reprisals
64. Protection against actions, etc
65. Confidentiality guideline
66. Employer to protect Member against reprisals
67. Prohibition of unlawful reprisals
68. Investigation authority to assist complainant
69. Relocation powers
70. Consent to relocation
71. Remedies
PART VII
DISCIPLINARY COMMITTEE
72. Professional misconduct
73. Initiation of disciplinary action
74. Disciplinary Committee
75. Functions of Disciplinary Committee
76. Proceedings of Disciplinary Committee
77. Powers of Disciplinary Committee
78. Reports by Disciplinary Committee
79. Appeals to High Court
80. Rules by Chief Justice
81. Rules relating to disciplinary proceedings
PART VIII
GENERAL P ROVISIONS
82. Jurisdiction
83. Administrative justice
84. Prohibition of disclosure of confidential information
85. False or misleading information or disclosure
86. Rules by Institute
87. Regulations
88. Repeal of Cap. 390
FIRST SCHEDULE
SECOND SCHEDULE
GOVERNMENT OF ZAMBIA
ACT
No. 13 of 2008
Date of Assent: 24th September, 2008
An Act to regulate the accountancy profession; continue

the existence of the Zambia Institute of Chartered
Accountants and re-define its functions and powers; provide
for the regulation of the education and training of
accountants; provide for the setting of ethical, auditing and
accounting standards; provide for the making and
investigation of disclosures made in the public interest;
define professional misconduct and provide for disciplinary
procedures for the accountancy profession; repeal and
replace the Accountants Act, 1982; and provide for matters
connected with or incidental to the foregoing.
[26th septermber, 2008
ENACTED by the Parliament of Zambia. Enactment
PART I
PRELIMINARY
1. This Act may be cited as the Accountants Act, 2008. Short title
2. In this Act, unless the context otherwise requires— Interpretation
“accountant” means a person qualified in the theory and
practice of accountancy, an auditor, tax consultant and
tax adviser and registered under this Act and
“accountancy” shall be construed accordingly;
“Accountant-General” means the person appointed as
Accountant-General under the Public Finance Act, Act No. 15 of
2004; 2004
“accounting pronouncements” means the standards,
practice, statements, guidelines and circulars developed,
adopted or issued by the Institute which a registered
accountant should comply with;
“ Affiliate ” means a person registered as a Licentiate or a

Technician under the provisions of the constitution of
the Institute;
“ Associate ” means a person registered as such under the
provisions of the constitution of the Institute;
“ audit ” means the independent examination of evidence
from which the financial statements of an enterprise
are derived in order to give the reader of the statements
confidence as to the truth and fairness of the state of
affairs which the financial statements disclose, but does
not include book-keeping, cost accounting and business
or cost systems;
“ auditing pronouncements ” means the standards, practice,
statements, guidelines and circulars developed, adopted
or issued by the Institute which a registered auditor
should comply with in the performance of an audit;
“ auditor ” means a person holding a practising certificate
or a firm registered under this Act and appointed to
perform any auditing functions;
“ Chairperson ” means the person appointed Chairperson
of the Disciplinary Committee under section seventy-
four;
“ chartered accountant ” means a person holding an
associateship or fellowship grade of membership of the
Institute and registered as an accountant under section
fifteen;
“client ” means the person for whom a chartered
accountant or the firm of the chartered accountant has
performed the duties concerned;
“ Code of Ethics ” means the code of professional conduct
adopted or published by the Institute;
“ conduct ” includes an act or omission;
“ constitution ” means the constitution of the Institute
adopted in accordance with section six;
Cap. 91
“ corrupt ” has the meaning assigned to it under the Anti-
Corruption Commission Act;
“ Council ” means the Council of the Institute constituted
under section nine;
“Disciplinary Committee” means the Disciplinary

Committee of the Institute constituted under section
seventy-four;
“disciplinary offence’ means conduct that constitutes
grounds for disciplinary action, in respect of a public
officer, under the General Orders or the officer’s
contract of employment, or in relation to a Member or
any other person, under the Member’s or person’s
contract of employment or conditions of service;
“ disclosable conduct ” in relation to any person, Member
or a public officer, means—
(a) conduct of the person, whether or not a public
officer or Member, that adversely affects, or
could adversely affect, either directly or
indirectly, the honest or impartial performance
of official functions by the person, Member,
public officer or agency;
(b) conduct of the public officer or Member which
amounts to the performance of any of the public
officer’s or Member’s functions dishonestly or
with partiality;
(c) conduct of a Member, the public officer, a former
public officer or an agency that amounts to a
breach of public trust;
(d) conduct of the Member, public officer, a former
public officer or an agency that amounts to the
misuse of information or material acquired in
the course of the performance of the functions,
whether for the benefit of that Member, person
or agency or otherwise;
(e) conduct of the Member or public officer that
amounts to maladministration which is action
or inaction of a serious nature that is—
(i) contrary to any law;
(ii) unreasonable, unjust, oppressive or
improperly discriminatory; or
(iii) based wholly or partly on improper
motives;
(f) conduct of the Member, person or public officer
that would, if proven, constitute—
370 No. 13 of 2008 ] Accountants
(i) a criminal offence;
(ii) a disciplinary offence;
(iii) serious and substantial public wastage
or abuse of financial or other public
resources or assets; or
(iv) reasonable grounds for dismissing or
dispensing with, or other wise
terminating, the ser vices of the
Member, person or public officer who
is engaged in it; or
(g) a conspiracy or attempt to engage in conduct
referred to in paragraphs (a) to (f) inclusive;
“ disclosure ” means communication or release of
information made by a Member, regarding any
disclosable conduct of any person or an employer, or
an employee of that employer, that the Member believes
on reasonable grounds shows or tends to show one or
more of the following:
(a) that the person has engaged, is engaging, or
proposes to engage, in disclosable conduct;
(b) public wastage or material financial loss to an
entity or to a partner, Member, shareholder or
creditor of the entity;
(c) conduct involving substantial risk or danger to
the environment;
(d) that the person or employer has engaged, is
engaging, or proposes to engage, in an unlawful
reprisal;
(e) that a person has engaged, is engaging, or
proposes to engage, in conduct that amounts to
a substantial and specific danger to the health
or safety of the public;
(f) that a criminal offence has been committed, is
being committed or is likely to be committed;
(g) that the person has failed, is failing or is likely
to fail to comply with any legal obligation to
which that person is subject;
(h) that a miscarriage of justice has occurred, is
occurring or is likely to occur; or
(i) that any matter referred to in paragraphs (a) to (h)

has been, is being or is likely to be deliberately
concealed;
“ employer ” means any person—
(a) who employs or provides work for another person
and who remunerates or expressly or tacitly
undertakes to remunerate that other person; or
(b) who permits any other person in any manner to
assist in the carrying on or conducting of the
person’s business, including any person acting
on behalf of or on the authority of such
employer;
“exercise” of a function includes, where the function is a
duty, the performance of the duty;
“ Fellow ” means a person registered as such under the
provisions of the constitution of the Institute;
“function” includes power, authority or duty;
“ government agency ” means—
(a) a Government department, Ministry
or institution;
(b) a statutor y body, local author ity,
organization or agency established
under any law;
(c) a body, organ or institution incorporated
under any la w or established by
Government for any public purpose;
(d) a body, organ or institution owned by
Government or in which Government
has any interest or is under Government
control; or
(e) any other functionary or institution—
(i) exercising a power or performing a duty
in terms of the Constitution or any Cap. 1
other law; or
(ii) exercising a public power or performing
a public function in terms of any law;
“ immigration officer ” has the meaning assigned to it under
the Immigration and Deportation Act; Cap. 123
“ impropriety ” means any conduct which falls within

any of the categories referred to in paragraphs (a) to (g)
of the definition of “ disclosable conduct”, irrespective
of whether or not—
(a) the impropriety occurs or occurred in the Republic
of Zambia or elsewhere; or
(b) the law applying to the impropriety is that of the
Republic of Zambia or of another country;
“ Institute ” means the Zambia Institute of Chartered
Accountants established under the repealed Act;
Cap. 390
“investigate” includes inquire and audit;
“investigation Act” means—
(a) in relation to the Auditor General, the
Constitution;
Cap. 1
(b) in relation to the Investigator-General, the
Commission for Investigations Act;
Cap. 39
(c) the Public Finance Act, 2004;
Act No. 15 of
2004
(d) the Zambia Police Act;
Cap. 107
(e) the Narcotics, Drugs and Psychotrophic
Substances Act;
Cap. 96
(f) the Judicial (Code of Conduct) Act, 1999;
Act No. 13
of 1999 and
(g) the Anti-Corruption Commission Act;
Cap. 91
“investigating authority” means—
(a) Auditor-General;
(b) the Anti-Corruption Commission;
(c) the Drug Enforcement Commission;
(d) the Investigator-General;
(e) the Inspector-General of Police;
(f) the Police Public Complaints Authority; and
(g) the Judicial Complaints Authority;
“ legal practitioner ” has the meaning assigned to
Cap. 30 it in the Legal Practitioners Act;
“ local authority ” means any municipal, district or city
Cap. 281 council established under the Local Government Act;
“maladministration” means any conduct that involves
action or inaction of a serious nature that is—
(a) contrary to the law;
(b) unreasonable, unjust, oppressive or improperly
discriminatory; or
(c) based wholly or partly on improper motives;
“ Member ” means a person registered as a Member of
the Institute in accordance with the provisions of the
constitution of the Institute;
“ non-audit functions ” means any accountancy function
performed by a chartered accountant where a statutory
audit opinion is not issued but for which the accountant
receives payment for the services rendered and which
payment does not qualify to be treated as audit fees;
“ non-audit practising certificate ” means a certificate
issued under section nineteen;
“ occupational detriment ” in relation to the working
environment of a Member means the Member—
(a) being dismissed, suspended, demoted or subjected
to any disciplinary action;
(b) being harassed or intimidated or caused to suffer
any injury, damage or loss;
(c) being transferred against the Member’s will;
(d) subject to the availability of a vacancy, being
refused a transfer or promotion despite having
met or exceeded the performance appraisal
target;
(e) being subjected to a term or condition of
employment or retirement which is altered or
kept altered to the Member’s disadvantage;
(f) being refused a reference or being provided with
a false or adverse reference, by the employer;
(g) being threatened with any of the actions referred
to in paragraphs (a) to (f); or
(h) being otherwise adversely treated or affected,
discriminated against, disadvantaged or
prejudiced in respect of employment, career,
trade, business, profession or office, including
employment opportunities and work security;
“ practice ” means—
(a) accepting an appointment to provide accountancy

services;
(b) signing or producing a report or certificate on an
accountancy report concerning any person,
whether an individual, sole tra der,
unincorporated body, or firm, or concerning the
report or certificate by any person’s affairs, in
circumstances where reliance by another person
(the third party) or doing any other thing which
may lead the third party to believe that the
accountancy work of the person have been
prepared, a pproved or reviewed by a
practitioner;
“ practice standard ” means accounting, auditing and
ethical standards;
“ practicing certificate ” means a practising certificate
issued under section nineteen;
“ President ” means the person elected President of the
Institute in accordance with the provisions of the
constitution of the Institute;
“ professional body ” means a body of, or representing
accountants;
“ professional misconduct ” has the meaning assigned to
it under section seventy-two;
“ public officer ” means—
(a) an employee of a government agency, including
an agency head;
(b) a person employed by or on behalf of a
government agency or in the service of an
investigating authority, whether under a
contract of service or a contract for services,
or a person who has ceased to perform those
services; or
(c) a person otherwise authorised to perform
functions on behalf of a government agency or
an investigating authority;
“ public practice ” means the practice of a chartered
accountant who places accountancy services at the
disposal of the public for reward;
“ public wastage ” means conduct by a public officer or

Member that amounts to negligent, incompetent or
inefficient management within, or of, an agency
resulting, or likely to result, directly or indirectly, in a
substantial waste of public funds or resources;
“ Register ” means the Register of Chartered Accountants
in Zambia or the Register of Members, as the case may
be, prepared and maintained in accordance with section
twenty-six;
“ repealed Act ” means the Accountants Act, 1982; Cap. 390
“ Secretary ” means the person appointed Secretary to the
Institute under paragraph four of the First Schedule to
this Act;
“ statutory regulator ” in relation to an entity regulated by
law, means the regulator established in respect of the
entity by or under that law;
“ third party ” means any other person, other than the
client, or a member of a client which is a company or
which is any other juristic person;
“ unlawful reprisal ” means conduct that causes, or
threatens to cause, detriment—
(a) to a Member directly because the Member has
made, or may make, a disclosure; or
(b) to a Member directly because the Member has
resisted attempts by another Member to involve
the Member in the commission of an offence;
“ Vice-Chairperson ” means the person appointed Vice-
Chairperson of the Disciplinary Committee under
section seventy-four; and
“ Vice-President ” means the person elected Vice-President
of the Institute in accordance with the provisions of the
constitution of the Institute.
PART II
THE ZAMBIA INSTITUTE OF CHARTERED ACCOUNTANTS
3. (1) The Zambia Institute of Chartered Accountants Continuation of
established under the repealed Act shall continue to exist as if Institute
Cap. 390
established under this Act.
(2) The provisions of the First Schedule apply to the Institute.
Seal of Institute 4. (1) The seal of the Institute shall be such device as may
be determined by the Council and shall be kept by the Secretary.
(2) The affixing of the seal shall be authenticated by the
President or the Vice-President and the Secretary, or one other
person authorised in that behalf by a resolution of the Council.
(3) Any contract or instrument which, if entered into or
executed by a person not being a body corporate, would not
require to be under seal may be entered into or executed without
seal on behalf of the Institute by the Secretary or any other person
generally or specifically authorised in that behalf by the Institute.
(4) Any document purporting to be under the seal of the
Institute or issued on behalf of the Institute shall be received in
evidence and shall be deemed to be so executed or issued, as
the case may be, without further proof, unless the contrary is
proved.
Powers and 5. (1) The functions of the Institute are to do all such acts
functions and things as are necessary to foster the advancement of the
of Institute accountancy profession.
(2) Without prejudice to the generality of subsection (1), the
Institute shall—
(a) regulate and govern the conduct of its members in the
practice of their business and profession;
(b) maintain appropriate practice standards among
Members that are consistent with the principle of self-
regulation and the public interest;
(c) represent, co-ordinate and develop the accountancy
profession and promote its interests;
(d) develop, promote, maintain and improve appropriate
standards of qualification in the accountancy
profession;
(e) accredit local and foreign institutes and qualifications;
(f) promote the integrity and enhance the status of the
accountancy profession including the declaration of
any particular business practice to be undesirable for
all or a particular category of accountants;
(g) develop, pr omote a nd enforce internationally
comparable practice standards in Zambia;
(h) register persons intending to study accountancy and
regulate standards of training and practice of
Members including the holding of examinations and
tests that are necessary to qualify applicants for

membership of the Institute;
(i) participate in the activities of bodies whose main purpose
is the development and setting of practice standards;
(j) encourage and finance research into any matter affecting
the accountancy profession;
(k) protect and assist the public in all matters relating to the
practice of accountancy;
(l) advise the Government on matters relating to the economic
development of Zambia;
(m) represent, protect and assist accountants with regard to
their conditions of practice, remuneration or otherwise;
and
(n) do all such things connected with or incidental to the
foregoing.
(3) The Institute may—
(a) determine and levy fees payable by professional bodies
and its Members that the Institute considers necessary
to finance its activities under this Act;
(b) determine the fees payable for an inspection and review
conducted for the purposes of this Act;
(c) determine fees for the accreditation of local and foreign
institutes and qualifications; and
(d) determine what portion of any fee is payable in respect of
any part of a year and the date on which the fee or
portion thereof is payable.
6. (1) The Institute shall, by a vote of at least two-thirds of the Constitution
chartered accountants voting at a general meeting of the Institute, of
adopt a constitution of the Institute and may, in like manner, amend Institute
it.
(2) The constitution referred to under subsection (1) shall,
subject to the other provisions of this Act, regulate the conduct of
the affairs of the Institute.
(3) Subject to subsection (2), the constitution may provide for
the following matters:
(a) the meetings of the Institute, including the delivery and
sufficiency of notices of the meetings, the quorum,
voting, adjournments and other matters of procedure
or conduct of the meetings;
(b) the election, qualifications and tenure of the President

and Vice-President of the Institute;
(c) the composition, functions, powers and procedures of
the committees of the Institute;
(d) the establishment, powers and functions of the branches
of the Institute; and
(e) the classes of Membership and their rights, privileges
and obligations.
President and 7. The chartered accountants shall elect the President and
Vice- Vice-President of the Institute in accordance with the provisions
President of
Institute of the constitution of the Institute.
8. (1) Subject to the other provisions of this Act, the Institute
Meetings of
Institute may regulate its own procedure.
(2) There shall preside at any meeting of the Institute—
(a) the President, or in the absence of the President, the
Vice-President; or
(b) in the absence of the President and the Vice-President,
such Member as the members present may elect for
the purpose of the meeting.
(3) The Institute shall hold an annual general meeting in
accordance with the provisions of the constitution of the
Institute.
(4) The Institute may call a special general meeting upon
giving such notice as may be prescribed in its constitution.
(5) Notwithstanding subsection (4), ten percent or more of
the chartered accountants may call for a special general meeting
upon giving of a shorter notice in writing, signed by the
chartered accountants.
(6) The validity of any proceedings, act or decision of the
Institute shall not be affected by any person’s absence from any
meeting of the Institute or by reason that a person not entitled
to do so took part in the proceedings.
PART III
THE COUNCIL OF THE INSTITUTE
Council of 9. (1) For the proper management of the affairs of the
Institute Institute, there is hereby constituted the Council of the Institute.
(2) The Council shall consist of the following members:
(a) the President;
(b) the Vice-President;
(c) four chartered accountants from the commercial and
industrial sector elected by the chartered accountants
at an annual general meeting of the Institute;
(d) four chartered accountants from public practice elected
by the chartered accountants at an annual general
meeting of the Institute; and
(e) the Accountant-General as ex-officio member.
(3) The President and Vice-President of the Institute shall be
the Chairperson and Vice-Chairperson respectively of the
Council.
(4) A chartered accountant shall not be qualified to be elected
or appointed as a Council member under subsection (1), if the
chartered accountant—
(a) has committed any professional misconduct within a
period of five years preceding the election or
appointment;
(b) is in lawful custody or the chartered accountant’s
freedom of movement is restricted under any law in
force in or outside Zambia on the date of the election
or appointment; or
(c) has not been on the register for at least three years
preceding the election or appointment.
(5) The provisions of the First Schedule apply to the
Council.
10. (1) The functions of the Council are to— Functions of
Council
(a) perform the functions of the Institute;
(b) promote an understanding of professional ethics
amongst the members of the Institute;
(c) ensure that the rules and guidelines for professional
ethics developed by the Institute are responsive to
the expectations of business and financial institutions
and those who rely on accountancy work;
(d) participate in the development of international practice
standard setting;
(e) determine the need for, and the nature and level of,
professiona l indemnity insurance or fidelity
insurance to be carried out by chartered accountants;
(f) make recommendations affecting or relating to the

accountancy profession to the general meeting of
the Institute;
(g) issue and ensure the relevance of auditing and
accounting pronouncements by—
(i) considering the needs of users of audit and
accountant’s reports;
(ii) liaising with any committee of the Institute
for purposes of setting standards to be
maintained by chartered accountants and
to receive feedback on areas where
auditing and accountingpronouncements
are needed;
(iii) implementing appropriate international
practice standards; and
(iv) consulting with professional bodies on the
direction and appropriateness of practice
standards pronouncements; and
(h) set papers and qualifying examinations for all
persons with foreign accountancy professional
qualifications intending to practice in Zambia;
(i) register all persons studying or intending to study
accountancy or become accountants; and
(j) do all such things and acts as the Institute or Council
may do under this Act.
PART IV
MEMBERSHIP, REGISTRATION AND PRACTISING CERTIFICATES
Classes of 11. (1) There shall be such classes of Members as shall
Members be provided for in the constitution of the Institute.
(2) Each class of Membership shall have such rights,
privileges and obligations as may be prescribed in the
(3) A person may apply to the Institute for registration as
a Member in accordance with the provisions of the
Application for 12. (1) A person who intends to be employed or to
registration as practice as an accountant in Zambia shall apply to the
accountant Institute for registration in the prescribed manner and form
upon payment of the prescribed fee.
(2) The Institute shall register an applicant as an accountant
where the Institute is satisfied that—
(a) subject to subsection (2) of section eleven, the applicant
is an Affiliate, Associate or Fellow of a body approved
by the Institute;
(b) the applicant has passed an examination of the Institute;
(c) if the applicant has a foreign qualification, the applicant
should undertake such number of courses prescribed
by the Institute; and
(d) the applicant is of good character and is not disqualified
for registration under this Act.
(3) The Institute may register a person as an accountant under
this Act if the person is not a citizen of Zambia or is not
practising or working as an accountant in Zambia prior to the
application if that person—
(a) is engaged to work as an accountant in Zambia under
an international agreement entered into by the
Government of the Republic of Zambia; or
(b) undertakes such number of courses prescribed under
the relevant laws of Zambia as the Institute may
determine and passes the final examination set by
the Institute for the courses.
(4) Notwithstanding anything to the contrary in the
Immigration and Deportation Act, an immigration officer shall Cap. 123
not, without the approval of the Institute, issue an employment
or entry permit to a person who intends to practice, or be
employed, as an accountant in Zambia.
(5) A person who contravenes subsection (4) commits an
offence and is liable, upon conviction to a fine not exceeding
five hundred thousand penalty units or to imprisonment for a
period not exceeding five years, or to both.
13. The Minister may, on the recommendation of the Recognition of
Institute, by statutory instrument, recognise any local and foreign foreign
qualifications
qualifications accredited by the Institute for purposes of
registration under this Act.
14. (1) A person shall not qualify for registration as an Disqualification
accountant under this Act or a Member under the constitution from
of the Institute, if the person— registration
Cap. 388
(a) has been convicted of an offence involving dishonesty;
(b) has been declared to be of unsound mind under any

law in force in Zambia;
(c) is an undischarged bankrupt;
(d) has been found by the Disciplinary Committee to be
guilty of professional misconduct; or
Cap.388 (e) is a company registered under the Companies Act.
Certificate of 15. (1) The Institute shall issue a person registered under
registration the constitution of the Institute as a Member with a certificate
of registration as a Member showing the person’s class of
membership.
(2) The Institute shall issue a registered chartered accountant
with a certificate of registration showing the chartered
accountant’s class of membership.
(3) A certificate of registration shall remain the property of
the Institute.
Membership and 16. (1) The Institute may charge such fees for its
client fees membership as may be prescribed and different fees may be
prescribed for different classes of membership.
(2) A member shall charge such client service fees as
may be determined by the Institute.
Cancellation of 17. (1) The Institute shall cancel the registration of a
registration chartered accountant or Member where—
(a) the Institute has reasonable grounds to believe that the
registration was obtained through fr aud,
mispresentation or concealment of any material fact;
(b) the chartered accountant or Member is found guilty of
professional misconduct under this Act or the Code
of Ethics;
(c) the chartered accountant or Member is convicted of an
offence involving dishonesty; or
(d) since the registration, circumstances have arisen
disqualifying the chartered accountant or Member
from registration.
(2) The Institute shall, before cancelling the registration of a
chartered accountant or Member under subsection (1), give the
chartered accountant or Member an opportunity to be heard.
(3) The Institute may, before cancelling the registration of a
chartered accountant, suspend the chartered accountant for such
period and on such terms and conditions as the Institute may
determine.
(4) Where the Institute cancels the registration of a person

under this section, the person’s name shall be removed from
the Register and shall not be restored except on such conditions
as may be prescribed by the constitution of the Institute and
upon payment of the prescribed fee.
18. (1) A person shall not, unless the person is registered as Holding out
a chartered accountant under this Act—
(a) practice as, be employed as, offer services as, or hold
out to be, a chartered accountant;
(b) adopt, use or exhibit the terms “chartered accountant”,
“registered auditor”, “public accountant”, “public
auditor”, “ public tax consultant”, “ public tax
adviser” or any other term of like description; or
(c) do anything likely to lead persons to infer that the
person is a registered chartered accountant.
(2) A person shall not, unless the person is registered as
a Member with the Institute—
(a) practice as, be employed as, offer services as, or hold
out to be, a Member, tax consultant or tax advisor;
(b) adopt, use or exhibit the terms “Member” “ public tax
consultant ”, “public tax advisor”, “ receiver ”,
“ liquidator ”or any other term of like description; or
(c) do anything likely to lead persons to infer that the
person is a registered Member.
(3) Nothing in subsection (1) shall prevent a legal practitioner
from setting up in practice as a tax advisor or tax consultant, or
being a partner in the practice.
(4) A person, firm, company or government agency shall not
employ or engage an Affiliate, Fellow, Technician, Licentiate,
Associate or any person who is not a member of the Institute or
registered under this Act as an accountant.
(5) A person who contravenes subsection (1), (2) or (4)
commits an offence and is liable, upon conviction, to a fine not
exceeding five hundred thousand penalty units or to
imprisonment for a term not exceeding five years, or to both.
(6) Where an offence under this section is committed by a
body corporate, every director or senior officer of the body
corporate shall be liable, upon conviction, as if the director or
senior officer had personally committed the offence, unless the
director or senior officer proves to the satisfaction of the court

that the act constituting the offence under this section was done
without the knowledge, consent or connivance of the director
or senior officer or that the director or senior officer took
reasonable steps to prevent the commission of the offence.
(7) Where a firm does an act which if done by an individual
would be an offence under this section, every partner in the
firm shall be deemed to have committed the offence unless the
partner proves that the offence was committed without their
knowledge, consent or connivance.
Practising 19. (1) A chartered accountant shall apply for a practising
certificate
and non-audit certificate or a non-audit practising certificate in the prescribed
practising manner and form upon payment of the prescribed fee.
certificate
(2) The Institute shall, where an applicant—
(a) has been certified by a professional body or a body
recognised under section thirteen to have complied
with the education and training requirements; and
(b) has passed the competence practice examination set
by the Institute and has obtained competence to
practice and a period of more than seven years has
elapsed between the date of complying with the
education and training requirements and the date of
the application;
issue the applicant with a practising certificate or a non-audit
practising certificate in the prescribed form.
(3) The Institute shall, where it issues a practising certificate
or a non-audit practising certificate, enter the name of the
chartered accountant in the Register.
Prohibition 20. (1) A person shall not set up in practice as a chartered
of
establishment accountant or be a partner in any such practice, unless that person
of holds a practising certificate or a non-audit practising certificate
practice
without issued by the Institute under this Act.
certificate
(2) A person who contravenes subsection (1) commits an
offence and is liable, upon conviction, to a fine not exceeding
term not exceeding five years, or to both.
Display of 21. A holder of a practising certificate or a non-audit
certificate practising certificate shall display the practising certificate or
non-audit practising certificate, as the case may be, in a
conspicuous place at the place of practice.
Renewal of 22. (1) A practising certificate or a non-audit practicing
certificate certificate shall be renewed annually in the prescribed manner
and form upon payment of the prescribed fee.
(2) A practising certificate or a non-audit practising certificate

that is not renewed in accordance with subsection (1) is invalid.
(3) A chartered accountant who practices during any period in
which the chartered accountant’s practising certificate or non-audit
practising certificate is invalid commits an offence and is liable,
upon conviction, to a fine not exceeding five hundred thousand
penalty units or to imprisonment for a term not exceeding five
years, or to both.
23. (1) The Institute shall cancel a practising certificate or a Cancellation
non-audit practising certificate if the holder— of practising
and non-
audit
(a) is found guilty of any professional misconduct; practising
certificate
(b) is convicted of an offence involving dishonesty;
(c) is declared to be of unsound mind;
(d) is an undischarged bankrupt;
(e) obtained the certificate through fraud, misrepresentation
or concealment of a material fact; or
(f) commits an offence under this Act;
(2) Where the registration of any person is cancelled under this
Part, the practising certificate or non-audit practising certificate
held by that person shall become void.
(3) The Institute shall, before cancelling the practising certificate
or non-audit practising certificate of a chartered accountant under
this section, give the chartered accountant an opportunity to be
heard.
(4) The Institute may, before cancelling the practising certificate
or non-audit practising certificate of a chartered accountant,
suspend the chartered accountant for such period and on such terms
and conditions as the Institute may determine.
24. (1) A person who registers a firm of accountants under Registration
of firms
the Registration of Business Names Act shall register the firm with
Cap. 389
the Institute in the prescribed manner and form upon payment of
the prescribed fee.
(2) The Institute shall register a firm of chartered accountants
by entering in the Register in Zambia, the name of the firm as

Cap.389
registered under the Registration of Business Names Act,
together with the name of each partner of the firm and any
other information as may be prescribed.
(3) A firm of chartered accountants shall notify the Institute
of any change in its name, composition, address or other
information as may be prescribed, not later than thirty days after
the date on which such change takes place.
(4) A chartered accountant shall furnish the following
information to a client or a prospective client:
(a) the firm’s name or title under which the
chartered accountant practices;
(b) the place or places of business of the firm
in which the chartered accountant is in
practice as a partner or employer;
(c) the full names of all the registered partners;
and
(d) the chartered accountant’s nationality, first
names or initials, surname and ordinary
residential address.
(5) A firm registered under this section shall obtain
professional insurance, in the prescribed manner, to cover any
liability which may be incurred as a result of the negligence or
recklessness in the conduct of the practice by the partners of
the firm.
(6) Where a firm obtains professional insurance in accordance
with subsection (5), the liability of the partners shall be limited
to the extent prescribed.
Registration of 25. The Institute shall register students of accountancy in
students of
accountancy accordance with the provisions of the constitution of the
Institute.
Registers 26. (1) The Institute shall maintain a register of chartered
accountants, to be referred to as the “Register of Chartered
Accountants in Zambia”.
(2) The Register referred to under subsection (1) shall contain
such particulars and information relating to chartered
accountants as the Institute may determine.
(3) The Institute shall maintain a separate register of Members
to be called the “Register of Members” which shall contain such
particulars and information specified under the constitution of
the Institute.
(4) The Institute may cause any corrections or alteration to

be made to the Registers in accordance with the purposes of
this Act.
(5) The Registers shall be kept at the Institute and shall be
open to inspection on such conditions, including the payment
of any fee, as may be prescribed.
(6) The Institute shall maintain a register of all persons
studying accountancy.
27. (1) A person who— Offences
regarding
(a) makes or causes to be made, an unauthorised entry, registered
accountants
alteration or erasure in the Registers, certificate of
registration, non-audit practising certificate or
practising certificate, or in any copy thereof; or
(b) procures or attempts to procure for that person or any
other person a practising certificate, a non-audit
practising certificate or registration of any matter by
means of fraud, misrepresentation or concealment
of any material fact;
commits an offence and is liable, upon conviction, to a fine
not exceeding one hundred thousand penalty units or to
imprisonment for a term not exceeding ten years, or to both.
28. (1) A chartered accountant shall not— Offences
relating to
(a) except with the approval of the Institute, employ in registration, etc
connection with the practice of the chartered
accountant—
(i) a person who is suspended from practice under
any provision of this Act;
(ii) a person who is not registered as a Member
or whose name has been removed from the
Register or who is disqua lified from
registration by virtue of a conviction for
professional misconduct; or
(iii) a person whose application for registration
was rejected by the Institute;
(b) practice under a firm name or title unless on every
letterhead bearing the firm name or title there appears
a clear indication of every partner who is a chartered
accountant;
(c) sign an account, statement, report, financial statement

submitted for tax purposes or document which
purports to represent work performed by the
chartered accountant, unless the work was performed
by the chartered accountant, or under the personal
supervision or direction of the chartered accountant,
or by or under the personal supervision or direction
of one or more of the partners of the chartered
accountant, as the case may be;
(d) engage in practice during any period in respect of which
the chartered accountant is suspended from practice;
or
(e) practice without carrying the prescribed professional
indemnity or fidelity insurance.
(2) Paragraph (d) of subsection (1) does not apply—
(a) in respect of work performed on behalf of a
chartered accountant by another
chartered accountant;
(b) in respect of work performed by another chartered
accountant (“the previous chartered accountant ”) in
a partially completed assignment which the previous
chartered accountant was unable to complete as a
result of death, disability or other cause not under
the control of the previous chartered accountant, and
which assignment the successor chartered accountant
is engaged to complete; or
(c) in respect of work performed outside the Republic by
a Member of a professional body of accountants
outside the Republic whose status, in the opinion of
the Institute, is at least equal to that demanded by
the Institute for the profession in the Republic.
(3) Nothing in paragraph (d) of subsection (1) prevents a
chartered accountant from signing the firm name or title under
which the chartered accountant practices.
(4) A person who contravenes or fails to comply with any
provision of this section commits an offence and is liable, upon
conviction, to a fine not exceeding five hundred thousand penalty
units or to imprisonment for a period not exceeding five years,
or to both.
Auditing 29. A chartered accountant shall perform an audit in
standards accordance with the auditing standards determined by the
Institute and such agreed procedures as the client contract may

specify and such fact shall be disclosed in the audit report.
30. (1) A chartered accountant shall not incur any liability Accountant not
by reason of— to incur liability
oncertain
(a) an opinion expressed by the chartered accountant in opinions
good faith on an item appearing in the financial
statement of an entity in connection with which the
audit was carried out; or
(b) the chartered accountant having declined to express
an opinion in respect of the financial statement of an
entity;
if the Institute is satisfied that, having regard to the nature of
the item or other circumstances, the chartered accountant could
not reasonably have been expected to express an authoritative
opinion.
(2) A chartered accountant shall not, in respect of any opinion
expressed or report or statement made by the chartered
accountant in the ordinary course of duties—
(a) incur any liability to a client of the chartered accountant
or any third party, unless it is proved that the opinion
was expressed, or the report or statement made,
intentionally or pursuant to a negligent performance
of duties; and
(b) where it is proved that the opinion was expressed or
the report or statement was made pursuant to a
negligent performance of duties, incur any liability
to a third party who has relied on the opinion, report
or statement, for financial loss suffered as a result
of having relied thereon, unless it is proved that the
chartered accountant knew or could in the particular
circumstances reasonably have been expected to
know at the time when the negligence occurred in
the performance of the duties pursuant to which the
opinion was expressed or the report or statement was
made—
(i) that the opinion, report or statement would be
used by a client to induce the third party to
act or refrain from acting in some way or to
enter into the specific transaction into which
the third party entered, or any other
transaction of a similar nature, with the client
or any other person;
(ii) that the third party would rely on the opinion,

report or statement for the purpose of acting
or refraining from acting in some way or of
entering into the specific transaction into
which the third party entered, or any other
or any other person; or
(iii) in any way represented, at any time after the
opinion was expressed or the report or
statement was made to the third party that
the opinion, report or statement was correct,
while at that time the chartered accountant
knew or could in the particular circumstances
reasonably have been expected to know that
the third par ty would rely on the
representation for the purpose of acting or
refraining from acting in some way or of
entering into the specific transaction into
which the third party entered, or any other
or any other person.
(3) Nothing in this section confers on any person a right of
action against a chartered accountant which, but for the
provisions of this section, the person would not have had.
(4) For the purpose of paragraph (b) of subsection (2), the
fact that a chartered accountant performed the functions of an
auditor is not in itself proof that the chartered accountant could
reasonably have been expected to know that—
(a) a client would act as contemplated in subparagraph (i)
of paragraph (b) of subsection (2); or
(b) the third party would act as contemplated in
subparagraph (i) or (ii) of paragraph (b) of subsection
(2).
(5) Paragraph (b) of subsection (2) shall not affect—
(a) any liability of a chartered accountant arising from—
(i) a contract between a third party and the
chartered accountant; or
(ii) any statutory provision; or
(b) any disclaimer of liability by a chartered accountant
or a person referred to in that subsection.
31. (1) The Institute, or any person authorised by it, shall Practice review
within such period as the Institute may determine, review the
practice of a chartered accountant and the firm of the chartered
accountant and may inspect and make copies of any book,
document or record in the possession or under the control of
the chartered accountant.
(2) The Institute or the person authorised by it under
subsection (1), may recover the costs of the review or inspection
of a chartered accountant in terms of this section from the
chartered accountant.
(3) A chartered accountant shall, at the request of the Institute,
or the person authorised by it, produce a book, document, record
or thing and shall not, subject to the provisions of any other
law, refuse to produce the book, document, record or thing, even
though the chartered accountant is of the opinion that the book,
document, record or thing contains confidential information of
a client.
(4) A chartered accountant who produces a book, document,
record or thing for purposes of an inspection or review under
this Act shall not be held liable, criminally or under civil law,
as a result of the production of the book, document, record or
thing.
(5) A person performing or involved in the performance of any
functions under this section shall not disclose any information
obtained in the performance of the functions except —
(a) for the purpose of a disciplinary hearing or an
investigation of a protected disclosure under this
Act;
(b) to a person authorised by the Institute and who of
necessity r equires the information for the
performance of functions under this Act;
(c) where the person of necessity supplies the information
in the performance of functions under this Act;
(d) where required to do so by order of a court of law; or
(e) at the written request of, and to, a competent authority
established by law which requires the information
for the institution, or an investigation with a view to
the institution, of any criminal prosecution.
(6) A person who—
(a) contravenes subsection (3) or (5); or
(b) obstructs or hinders any person in the performance of

functions under this section;
commits an offence and is liable, upon conviction, to a fine not
exceeding one hundred thousand penalty units or to
imprisonment for a period not exceeding one year, or to both.
Appeals 32. A person aggrieved by a decision made by or on behalf
of the Institute under this Part may, within thirty days of the
decision, appeal to the High Court.
PART V
PROTECTED DISCLOSURE
Application 33. (1) This Act applies to any disclosure made after the
date on which it comes into operation, irrespective of whether
or not the impropriety occurred before or after that date.
(2) For the avoidance of doubt, this Act applies to any
government agency or a private or public company, institution,
organisation, body or organ registered, established or
incorporated under any law.
Void contracts 34. Any provision in a contract of employment or other
agreement between an employer and a Member is void in so far
as it—
(a) purports to exclude any provision of this Act, including
an agreement to refrain from instituting or continuing
any proceedings under this Act or any proceedings
for breach of contract; or
(b) purports to preclude the Member or has the effect of
discouraging the Member, from making a disclosure.
Disclosures 35. If information that could amount to a disclosure is
during disclosed in the course of any proceedings of a court or tribunal,
proceedings
the court or tribunal shall refer the information to an
investigating authority.
Other protection 36. This Act does not limit the protection given by any
preserved other law to a Member who makes a disclosure or prejudice
any other remedy available to the Member under that law.
Relationship 37. (1) This Act prevails, to the extent of any inconsistency,
of Act and other over the provisions of any investigation Act.
Acts
(2) Notwithstanding subsection (1), nothing in this Part
otherwise limits or affects the operation of any Act or the
exercise of the functions conferred or imposed on an
investigating authority or any other person or body under it.
(3) Nothing in this Part authorises an investigating authority

to investigate any complaint that it is not authorised to investigate
under the relevant investigation Act.
(4) Nothing in this Part affects the proper administration and
management of an investigating authority or public authority,
including action that may or is required to be taken in respect of
the salary, wages and conditions of employment or discipline
of a Member, subject to the following:
(a) detrimental action shall not be taken against a Member
if to do so would be in contravention of this Act; and
(b) beneficial treatment shall not be given in favour of a
Member if the purpose, or one of the purposes for
doing so is to influence the Member to make, to
refrain from making, or to withdraw, a disclosure.
38. (1) An employer shall not subject any Member to any Member not to
occupational detriment on account, or partly on account, of the be subjected to
Member having made a disclosure under this Part. occupational
detriment
(2) An employer who contravenes subsection (1) commits an
period not exceeding five years, or to both.
39. (1) Any Member may make a disclosure to an Making
investigating authority. disclosure
(2) Without limiting the generality of subsection (1), a

Member may make a disclosure—
(a) about any conduct in which a person engaged, or about
matters arising, before the commencement of this
Act; and
(b) whether or not the Member is able to identify the person
that the information disclosed concerns.
40. (1) A Member may make an anonymous disclosure in Anonymous
accordance with this section and the disclosure is protected by disclosures
this Act.
(2) A Member making an anonymous disclosure shall identify
themselves to the head of an investigating authority and request
that the Member ’s identity be kept confidential by the
investigating authority.
(4) The head of an investigating authority shall personally

consider an anonymous disclosure and make a preliminary
assessment of the disclosure against the matters referred to under
section forty-one before referring the matter without any
identification of the person making the disclosure, to any
relevant Member of staff of the investigating authority for further
and full investigation.
(5) An investigating authority shall maintain confidentiality
when examining a matter referred in accordance with this
section.
(6) An investigating authority shall subject any anonymous
disclosure to the tests set out in section forty-one.
Frivolous, 41. (1) An investigating authority may decline to act on a
vexatious, etc. disclosure received by it where the investigating authority
disclosures
considers that—
(a) the disclosure is frivolous or vexatious;
(b) the disclosure is misconceived or lacking in substance;
(c) the disclosure is trivial;
(d) there is a more appropriate method of dealing with the
disclosure reasonably available; or
(e) the disclosure has already been dealt with adequately.
(2) An investigating authority shall, where an issue raised in
a disclosure has been determined by a court or tribunal
authorised to determine the issue at law, after consideration of
the matters raised by the disclosure, decline to act on the
disclosure to the extent that the disclosure attempts to re-open
the issue.
Protected 42. (1) A disclosure is a protected disclosure if—
disclosure
(a) it is made in good faith by a Member—
(i) who reasonably believes that the information
disclosed, and any allegation contained in
it, are substantially true; and
(ii) who does not make the disclosure for purposes
of personal gain, excluding any reward
payable in terms of any law;
(b) one or more of the conditions specified in subsection
(2) apply; and
(c) in all the circumstances of the case, it is reasonable to
make the disclosure.
(2) The conditions referred to in paragraph (b) of subsection

(1) are—
(a) that at the time of making a disclosure, the Member
who makes the disclosure has reason to believe that
the Member shall be subjected to an occupational
detriment if the Member makes a disclosure to the
employer;
(b) that, in a case where no person or body is prescribed in
relation to the relevant impropriety, the Member
making the disclosure has reason to believe that it is
likely that evidence relating to the impropriety shall
be concealed or destroyed if the Member makes the
disclosure to the employer or any other person;
(c) that the Member making the disclosure has previously
made a disclosure of substantially the same information
to—
(i) the employer; or
(ii) in the case of another entity, any other person
or body;
in respect of which no action was taken within a
reasonable period after the disclosure; or
(d) that the impropriety is of an exceptionally serious
nature.
(3) In determining for the purposes of paragraph (c) of
subsection (1) whether it is reasonable for the Member to make
the disclosure, consideration shall be given to—
(a) the identity of the person to whom the disclosure is
made;
(b) the seriousness of the impropriety;
(c) whether the impropriety is continuing or is likely to
occur in the future;
(d) whether the disclosure is made in breach of a duty of
confidentiality of the employer towards any other
person;
(e) in a case falling within paragraph (c) of subsection (2),
any action which the employer or the person or body
to whom the disclosure was made, has taken, or might
reasonably be expected to have taken, as a result of
the previous disclosure;
(f) in a case falling within subparagraph (i) of paragraph

(c) of subsection (2), whether in making the
disclosure to the employer the Member complied
with any procedure which was authorised by the
employer; and
(g) the public interest.
(4) For the purposes of this section, a subsequent disclosure
may be regarded as a disclosure of substantially the same
information referred to in paragraph (c) of subsection (2) where
the subsequent disclosure extends to information concerning
an action taken or not taken by any person as a result of the
previous disclosure.
Disclosures to 43. (1) To be protected by this Act, a disclosure shall be
bemade
voluntarily made voluntarily.
(2) A disclosure is not made voluntarily for the purposes of
this section if it is made by a Member in the exercise of a duty
imposed on the Member by or under an Act.
(3) A disclosure is made voluntarily for the purposes of this
section if it is made by a Member in accordance with a code of
conduct, however described, adopted by an investigating
authority, a government agency, a company or the Institute and
setting out rules or guidelines to be observed by persons or
Members for reporting corrupt conduct, maladministration or
serious and substantial waste of money by investigating
authorities, government agencies or Members.
Disclosure 44. To be protected by this Act, a disclosure by a Member
concerning
corrupt conduct to the Anti-Corruption Commission shall be made in accordance
Cap. 91 with the Anti-Corruption Commission Act and be a disclosure
of information that shows or tends to show that a person,
government agency or a Member has engaged, is engaged or
intends to engage in corrupt conduct.
Disclosure to 45. To be protected by this Act, a disclosure by a Member
Investigator-
General to the Investigator-General shall—
concerning
maladministration (a) be made in accordance with the Commission for
Cap. 39 Investigations Act; and
(b) be a disclosure of information that shows or tends to
show that, in the exercise of a function relating to a
matter of administration conferred or imposed on a
government agency or a Member, the government
agency or Member has engaged, is engaged or intends
to engage in conduct of a kind that amounts to

maladministration.
46. To be protected by this Act, a disclosure by a Member Disclosure to
Auditor-General
to the Auditor-General shall be a disclosure of information that concerning
shows or tends to show that a government agency, an authority serious and
substantial
or officer of an authority or government agency has seriously waste
and substantially wasted public money contrary to the provisions
of the Public Finance Act, 2004. Act No. 15 of
2004
47 To be protected by this Act, a disclosure by a Member Disclosure
concerning
to the Police Public Complaints Authority shall— police
officer
(a) be made in accordance with the Zambia Police Act; Cap. 107
and
(b) be a disclosure that shows or tends to show corrupt
conduct, maladministration or serious and substantial
waste of public money by a police officer.
48. (1) A disclosure by a Member to the Anti-Corruption Disclosures
about
Commission that shows or tends to show that, in the exercise of investigating
a function relating to a matter of administration conferred or authorities
imposed on the Investigator-General, the Investigator-General
or an officer of the Investigator-General has engaged, is engaged
or intends to engage in conduct tha t amounts to
maladministration is protected by this Act.
(2) The Anti-Corruption Commission may investigate, and
report, in accordance with the Anti-Corruption Commission Act Cap. 91
on any matter raised by a disclosure made to it referred to under
subsection (1).
(3) A disclosure by a Member to the Investigator-General or
Anti-Corruption Commission that shows or tends to show that
the Auditor-General or a Member of the staff of the Auditor-
General has seriously and substantially wasted public money is
protected by this Act.
report, in accordance with the Anti-Corruption Commission Act Cap. 91
on any matter raised by a disclosure made to it that is of a kind
referred to in subsection (3).
(5) A disclosure by a Member to the Anti-Corruption
Commission that shows or tends to show that, in the exercise of
a function relating to a matter of administration conferred or
imposed on the Inspector General of Police, the Inspector
General of Police has engaged or intends to engage in conduct
that amounts to corrupt conduct or maladministration or has

seriously and substantially wasted public money is protected
by this Act.
Cap. 91 report, in accordance with the Anti-Corruption Commission Act
on any matter raised by a disclosure made to it that referred to
in subsection (6).
(7) A disclosure referred to in this section is protected by this
Act only if it satisfies all other applicable requirements of this
Part.
Referred 49. (1) A disclosure is protected by this Act if it is made by
disclosures
protected a Member to an investigating authority and is referred, whether
because it is not authorised to investigate the matter under the
relevant investigation Act or otherwise, by the investigating
authority to another investigating authority or to a government
agency.
(2) A disclosure is protected by this Act if it is made by a
Member to another Member and is referred by the other Member
to an investigating authority or to another Member or
government agency.
Disclosures 50. A disclosure that is made solely or substantially with
motivated by
object the motive of avoiding dismissal or other disciplinary action,
of avoiding not being disciplinary action taken in reprisal for the making of
d is ciplin ar y
action a protected disclosure, is not, notwithstanding any other
provision of this Part, a protected disclosure.
Disclosure to 51. A disclosure made by a Member to a legal practitioner
legal
practitioner is a protected disclosure.
Disclosure to 52. (1) A disclosure by a Member made in good faith—
employer
(a) and substantially in accordance with any procedure
prescribed, or authorized by the Member’s employer
for reporting or otherwise r emedying any
impropriety; or
(b) to the employer of the Member, where there is no
procedure as contemplated in paragraph (a); is a
protected disclosure.
(2) A Member who, in accordance with a procedure authorised
by the employer, makes a disclosure to a person other than the
employer, is deemed, for the purposes of this Act, to be making
the disclosure to the employer.
53. (1) Any disclosure made by a Member in good faith to Disclosure to

a person or body prescribed for purposes of this Act and in certain persons
or bodies
respect of which a Member reasonably believes that—
(a) the relevant impropriety falls within any description
of matters which, in the ordinary course are dealt
with by the person or body; and
(b) the information disclosed, and any allegation contained
in it, are substantially true;
is a protected disclosure.
(2) A person or body referred to in, or prescribed in terms of,
subsection (1) who is of the opinion that the matter would be
more appropriately dealt with by another person or body referred
to in, or prescribed in terms of, that subsection, shall render
such assistance to a Member as is necessary to enable the
Member to comply with this section.
54. Subject to section fifty-five, if a disclosure received by Referral
without
an investigating authority is not related to— investigation
(a) the conduct of the authority or of a Member in relation
to the authority; or
(b) a matter, or the conduct of any person, that it has a
function or power to investigate;
the investigating authority shall refer the disclosure to an
agency that, because it has a function or power to deal with the
conduct or matter that the disclosure concerns, is a proper
authority to receive the disclosure.
55. (1) An investigating authority shall investigate a Investigation
by authority
disclosure received by it if the disclosure relates to -
(a) a matter, or the conduct of any person, that the authority
has a function or power to investigate; or
(b) the conduct of a person, other than a Member,
performing services for or on behalf of the authority.
(2) Where an investigating authority investigates a matter in
accordance with subsection (1) and is not able to investigate
the matter impartially or without a conflict of interest, the
authority shall refer the matter to another investigating authority.
56. Where an investigating authority decides not to Non-
investigate a disclosure received by it, the investigating authority investigation by
shall refer the matter to the Investigator-General or the Auditor- authority
General seeking the Investigator-General’s or Auditor-General’s

approval for the investigating authority not to investigate the
disclosure.
Referral with 57. (1) Subject to subsection (2), if a disclosure being
investigation
investigated by an investigating authority relates to—
(a) the conduct of another agency or the conduct of a person
in relation to another agency; or
(b) a matter, or the conduct of any person, that another
agency has a function or power to investigate;
the investigating authority shall refer the disclosure to the
other agency.
(2) Nothing in this section affects the duty of an investigating
authority to act under section fifty-five.
No referral 58. (1) An investigating authority shall not refer a disclosure
to another agency under section fifty-four or subsection (1) of
section fifty-seven if, in the authority’s opinion—
(a) there is a serious risk that a person would engage in an
unlawful reprisal; or
(b) the proper investigation of the disclosure would be
prejudiced;
as a result of the reference to the other agency.
(2) Where a non-refer ral of the type r eferred to in
subsection (1) occurs, the matter shall be referred immediately
to the Investigator-General who shall decide what action is to
be taken in relation to the matter.
Action by 59. If, after investigation, an investigating authority is of
investigation the opinion that a disclosure has revealed—
authority
(a) that a person, Member or public officer has engaged,
is engaging, or intends to engage, in disclosable
conduct;
(b) public wastage;
(c) that a person has engaged, is engaging, or intends to
engage, in an unlawful reprisal; or
(d) that a person, Member or public officer has engaged,
is engaging, or intends to engage, in conduct that
amounts to a substantial and specific danger to the
health or safety of the public;
the investigating authority shall take such action as is

necessary and reasonable to—
(a) prevent the conduct or reprisal continuing or occurring
in future;
(b) discipline any person responsible for the conduct or
reprisal;
(c) bring an action in court or prosecute any person
responsible for the conduct or reprisal, under this
Act or relevant investigating Act; or
(d) confiscate or forfeit any property, benefit or other
proceed obtained from or through the conduct or
reprisal or acquired by any person through the
commission of any offence under this Act or any
investigating Act.
60. (1) A Member who makes a disclosure, or an Progress report
investigating authority which refers a disclosure to another
investigating authority, may request the investigating authority
to which the disclosure was made or referred to provide a
progress report.
(2) Where a request is made under subsection (1), the
investigating authority to which the request is made shall provide
a progress report to the person or authority who requested it—
(a) within fourteen days from the date of receipt of the
request; and
(b) if the investigating authority takes further action with
respect to the disclosure after providing a progress
report under paragraph (a)—
(i) while the authority is taking action, at least once
in every ninety day period commencing on
the date of provision of the report under
paragraph (a); and
(ii) on completion of the action.
(3) A progress report provided under subsection (2) shall
contain the following particulars with respect to the investigating
authority that provides the report:
(a) where the authority has declined to act on the
disclosure, that it has declined to act and the grounds
on which it so declined;
(b) where the authority has referred the disclosure to
another investigating authority, that it has referred
the disclosure to another authority and the name of
the authority to which the disclosure has been
referred;
(c) where the authority has accepted the disclosure for
investigation, the current status of the investigation;
and
(d) where the authority has accepted the disclosure for
investigation and the investigation is complete, its
findings and any action it has taken or proposes to
take as a result of its findings.
(4) Nothing in this section prevents any investigating authority
from providing a progress report in accordance with
subsection (3) to a person who may make a request under
subsection (1).
Joint action 61. Where more than one investigating authority is required
by this Act to act on a disclosure, the investigating authorities
may enter into such arrangements with each other as are
necessary and reasonable to—
(a) avoid duplication of action;
(b) allow the resources of the authorities to be efficiently
and economically used to take action; and
(c) achieve the most effective result.
Powers of 62. Nothing in this Part shall prevent the Disciplinary

Disciplinary Committee from receiving and investigating a disclosure
Committee of concerning the Members of the Institute.
Institute
PART VI
Protection Against Repraisals
Protection 63. (1) A person who takes any detrimental action against
against a Member who makes a disclosure that is in reprisal for the
reprisals Member making the protected disclosure commits an offence
and is liable, upon conviction, to a fine not exceeding nine
hundred thousand penalty units or to imprisonment for a period
not exceeding ten years, or to both.
(2) Proceedings for an offence under this section may be
instituted at any time within two years after the offence is alleged
to have been committed.
64. (1) A Member shall not be subject to any liability for Protection
making a protected disclosure and no action, claim or demand against
shall be taken or made of or against the Member for making the actions, etc
disclosure.
(2) This section has effect despite any duty of secrecy or
confidentiality or any other restriction on disclosure, whether
or not imposed by an Act, applicable to a Member.
(3) A Member who makes a protected disclosure in accordance
with this Act—
(a) has a defence of absolute privilege in respect of the
publication to the relevant investigating authority
or the Institute of the disclosure in proceedings for
defamation;
(b) on whom a provision of an Act, other than this Act,
imposes a duty to maintain confidentiality with
respect to any information disclosed is taken not to
have committed an offence against the Act;
(c) who is subject to an obligation by way of oath, rule of
law or practice to maintain confidentiality with
respect to the disclosure is taken not to have breached
the oath, rule of law or practice or a law relevant to
the oath, rule or practice; and
(d) is not liable to disciplinary action because of the
disclosure.
65. An investigating authority, the Institute or an officer of Confidentiality
an investigating authority to whom a protected disclosure is guideline
made or referred shall not disclose information that might
identify or tend to identify a Member who has made any
protected disclosure unless—
(a) the Member consents in writing to the disclosure of
that information;
(b) it is essential, having regard to the principles of natural
justice, that the identifying information be disclosed
to a person whom the information provided by the
disclosure may concern; or
(c) the investigating authority or the Institute is of the
opinion that the disclosure of the identifying
information is necessary to investigate the matter
effectively or it is otherwise in the public interest to
do so.
Employer to 66. Within six months of the commencement of this Act,

protect Member
against reprisals an employer shall establish procedures to protect Members from
reprisals that are, or may be, taken against them.
Prohibition of 67. (1) A person shall not engage, or attempt or conspire to
unlawful engage, in an unlawful reprisal.
reprisals
(2) Any person who contravenes subsection (1) commits an
offence and is liable, upon conviction—
(a) if the offender is a natural person, to a fine not
imprisonment for five years, or to both; or
(b) if the offender is a body corporate, to a fine not
exceeding nine hundred thousand penalty units.
Investigation 68. (1) Where an investigating authority receives a
authority to disclosure that relates to an unlawful reprisal, it shall provide
assist the Member who made the disclosure with information about
complainant
the protection and remedies available under this Act in relation
to an unlawful reprisal.
(2) An investigating authority shall provide any Member who
has suffered an unlawful reprisal with access to counselling
services where requested by the Member to do so.
Relocation 69. (1) Where a Member applies in writing to the employer
powers
for relocation and the employer considers—
(a) that there is a danger that a person will engage in an
unlawful reprisal in relation to the Member if the
Member continues to hold the Member’s current
position; and
(b) that the only practical means of removing or
substantially removing the danger is relocation of
the Member to another position in an employing
agency;
the employer shall, as far as practicable, make arrangements
for the relocation of the Member to another position in the
employing agency.
(2) Where a Member is relocated in accordance with this
section, the employing agency of the Member being relocated
shall—
(a) meet all reasonable relocation expenses; and
(b) take all reasonable steps to ensure that the Member is
placed in a position of equivalent level of salary and
duties.
70. Section sixty-nine does not authorise the relocation of Consent to

a Member in relation to an employer to another position in the relocation
employing agency without the consent of the Member.
71. (1) A Member who has been subjected, is subject or Remedies
may be subjected, to an occupational detriment in breach of
section thirty-eight, may—
(a) apply to any court of competent jurisdiction, including
the Industrial Relations Court for appropriate relief; Cap. 369
or
(b) pursue any other process allowed or prescribed by any
law.
(2) For the purposes of the Industrial and Labour Relations
Act, including the consideration of any matter arising from this
Act by the Industrial Relations Court—
(a) any dismissal in breach of section thirty-eight is deemed
to be an unfair dismissal; and
(b) any other occupational detriment in breach of section
thirty-eight is deemed to be an unfair labour practice.
(3) A Member who has made a protected disclosure and who
reasonably believes that the Member may be adversely affected
on account of having made that disclosure, shall, at that
Member’s request and if reasonably possible or practicable, be
transferred from the post or position occupied by that Member
at the time of the disclosure, to another post or position in the
same division or another division of the employer or, where the
person making the disclosure is employed by a government
agency to another government agency.
(4) The terms and conditions of employment of a Member
transferred in terms of subsection (3) shall not, without the
Member’s written consent, be less favourable than the terms
and conditions applicable to that person immediately before the
Member’s transfer.
PART VII
DISCIPLINARY COMMITTEE
Professional 72. A Member commits professional misconduct if the
misconduct Member—
(a) contravenes the provisions of this Act;
(b) unlawfully discloses or uses to the Member’s advantage
any informa tion a cquired in the course of
professional work on behalf of a client;
(c) engages in conduct that is dishonest, fraudulent or
deceitful;
(d) commits an offence under any other law;
(e) engages in any conduct that is prejudicial to the
accountancy profession or is likely to bring it into
disrepute; or
(f) breaches the Code of Ethics or accounting or auditing
pronouncements or encourages another Member to
breach or disregard the principles of the Code of
Ethics or accounting or auditing pronouncements.
Initiation of 73. (1) A person may lodge a complaint with the
disciplinary Disciplinary Committee against a chartered accountant or
action
Member where the person alleges that the chartered accountant
or Member has contravened the Code of Ethics or any provision
of this Act.
(2) The Institute may initiate disciplinary action under this
section where the Institute has reasonable grounds to believe
that a chartered accountant or Member has contravened the Code
of Ethics or any provision of this Act.
(3) A complaint or allegation shall be made to theSecretary
in the prescribed manner and form.
Disciplinary 74. (1)There shall be a Disciplinary Committee of the Institute
Committee comprising the following Members:
(a) a Chairperson;
(b) a Vice-Chairperson; and
(c) four chartered accountants in practice for not less than
ten years, one Member of which shall be from the
public practice elected by the Members at the annual
general meeting of the Institute.
(2) The Chairperson and Vice-Chairperson shall be legal

practitioners qualified to hold, or who have held, high judicial
office.
(3) A person shall not be appointed as a Member of the
Disciplinary Committee if the person—
(a) has committed or been convicted of any professional
misconduct;
(b) is in lawful custody or the person’s freedom of
movement is restricted under any law in force within
or outside Zambia;
(c) has not been on the Register for at least ten years
preceding the election or appointment; or
(d) has been convicted of any offence involving dishonesty.
(4) A Member of the Disciplinary Committee shall hold office
for three years and may be re-elected for a further term of three
years.
(5) A Member of the Disciplinary Committee shall not serve
for more than two terms.
(6) The Chairperson, or in the absence of the Chairperson,
the Vice-Chairperson, shall preside at every meeting and every
sitting of the Disciplinary Committee.
75. (1) The functions of the Disciplinary Committee are to Functions of
hear and determine— Disciplinary
Committee
(a) any disciplinary action initiated by the Institute against
a chartered accountant or a Member who has
contravened any provision of the Code of Ethics or
any provision of this Act; or
(b) any complaint or allegation made by any person against
a chartered accountant or a Member.
(2) The Disciplinary Committee may publicise, as the
Committee may consider appropriate, the facts relating to any
chartered accountant or a Member who is found guilty of and
punished for professional misconduct.
76. (1) Four Members of the Disciplinary Committee shall Proceedings of
form a quorum. Disciplinary
Committee
(2) Any question at a sitting of the Disciplinary Committee
shall be decided by a majority of the votes of the Members of
the Disciplinary Committee at the meeting and in the event of
an equality of votes, the person presiding at the meeting shall

have a casting vote in addition to that person’s deliberative vote.
(3) All proceedings of the Disciplinary Committee shall be in
camera.
(4) The Disciplinary Committee shall cause to be kept a record
of its proceedings.
(5) A party to a hearing of the Disciplinary Committee may
be represented by a legal practitioner or, if the party so elects,
by any other person or in person.
(6) A decision of the Disciplinary Committee shall be in the
form of a reasoned judgment and a copy thereof shall be supplied
to each party to the proceedings and to every person affected by
the decision.
(7) If a person is present at a meeting of the Disciplinary
Committee at which any matter is the subject of consideration,
and in which matter the person or that person’s spouse is directly
or indirectly interested in a private capacity, that person shall,
as soon as is practicable after the commencement of the meeting,
disclose the interest and shall not, unless the Disciplinary
Committee otherwise directs, take part in any consideration or
discussion of, or vote on, any question relating to that matter.
(8) A disclosure of interest made under this section shall be
recorded in the minutes of the meeting at which it is made.
Powers of 77. (1) The Disciplinary Committee may, for the purposes
Disciplinary of any hearing, hear and receive evidence and may, under the
Committee
hand of the Chairperson or the Secretary, summon witnesses
and require the production of any book, record, document,
electronic record or anything required for the purposes of the
proceeding and may through the Chairper son or Vice
Chairperson administer an oath to any witness.
(2) A person summoned to attend before the Disciplinary
Committee who, without sufficient cause—
(a) refuses or fails to attend at the time and place specified
in the summons or, having attended, leaves without
the permission of the Disciplinary Committee;
(b) having attended, refuses to be sworn or to affirm;
(c) refuses, without lawful excuse, to answer fully and
satisfactorily to the best of that personss knowledge
and belief, any question lawfully put to that person;
or
(d) refuses to produce any book, record, document or thing

which that person has been required by summons to
produce;
commits an offence and is liable, upon conviction, for every
such refusal or failure, to a fine not exceeding twenty thousand
penalty units.
(3) A person shall not be compelled to answer any question
or produce any book, record or document which that person Cap. 87
would not be compelled to answer or produce on the trial of an
action in the High Court.
(4) A hearing before the Disciplinary Committee shall, for
all purposes, and in particular for the purposes of Chapter XI of
the Penal Code, be deemed to be a judicial proceeding.
(5) Where the Disciplinary Committee, after due inquiry, finds
a chartered accountant or a Member guilty of professional
misconduct, it may impose one or more of the following
penalties:
(a) order the cancellation of the chartered accountant’s or
Member’s practicing certificate, non-audit practising
certificate or certificate of registration;
(b) censure the chartered accountant or Member;
(c) caution the chartered accountant or Member;
(d) impose a fine, not exceeding one hundred thousand
penalty units to be paid to the Institute;
(e) order the chartered accountant or Member to pay to
the Institute or to any other party to the hearing any
costs of or incidental to the proceedings;
(f) order the chartered accountant or Member to pay any
party to the hearing or other person, as restitution,
the amount of loss caused by that person’s
negligence; or
(g) impose any reasonable conditions for the suspension,
for a period not exceeding one year of, the chartered
accountant’s membership, certificate of registration
practising certificate or a non-audit practising
certificate.
(6) In any hearing before the Disciplinary Committee, any
finding of fact which is shown to have been made by any court
in Zambia shall be conclusive evidence of the fact so found.
(7) The Disciplinary Committee shall, where it has reasonable

cause to believe that a chartered accountant is, or has become
mentally unsound to the extent that the continued practising by
the chartered accountant is prejudicial to the public interest,
refer the matter for determination by a medical practitioner.
(8) The Disciplinary Committee shall, where a medical
practitioner determines that a chartered accountant is of unsound
mind, suspend the practising certificate of the chartered
accountant.
(9) Where the Disciplinary Committee, after due inquiry,
finds a chartered accountant or Member not guilty of
professional misconduct, it shall record a finding that the
chartered accountant or Member is not guilty of such conduct
in respect to matters to which the charge relates.
(10) The Disciplinary Committee may, for the purpose of
any proceedings use such assessors or experts as the Committee
may determine.
Reports by 78. The Disciplinary Committee shall, as soon as
Disciplinary practicable after the completion of each hearing, submit to the
Committee
Institute a report of the proceedings together with a copy of the
record.
Appeals to High 79. (1) A person aggrieved by a decision of the Disciplinary
Court
Committee may appeal to the High Court within thirty days of
the decision.
(2) The Institute shall be the respondent on any appeal under
this section.
(3) A decision of the Disciplinary Committee under this Part
shall not take effect until the expiration of the time for lodging
an appeal against the decision or, if an appeal is lodged, until
the time the appeal is disposed of, withdrawn or struck out for
want of prosecution, as the case may be.
(4) The High Court may, on any appeal under this section—
(a) confirm, vary or set aside any finding made, penalty
imposed or direction given by the Disciplinary
Committee;
(b) remit the matter to the Disciplinary Committee for
further consideration in accordance with such
directions as the High Court may give; or
(c) make such other order as to costs or otherwise as it
considers appropriate.
(5) No proceedings of the Disciplinary Committee shall be

set aside by reason only of some irregularity in those proceedings
if such irregularity did not occasion a substantial miscarriage
of justice.
80. The Chief Justice may, by statutory instrument, make Rules by Chief
Justice
rules regulating appeals to the High Court under this Part.
81. (1) The Chief Justice may, by statutory instrument, on Rules relating
the recommendation of the Institute, make rules relating to— to disciplinary
proceedings
(a) the form for lodging of complaints under this Part;
(b) the mode of summoning the Members;
(c) the form and manner of service of a summons requiring
the attendance of a witness before the Disciplinary
Committee and the production of any book, record,
document or thing;
(d) the procedure to be followed and rules of evidence to
be observed in proceedings before the Disciplinary
Committee; and
(e) the functions of the assessor to the Disciplinary
Committee.
(2) Rules made under this section may, in particular, provide—
(a) that before any matters are referred to the Disciplinary
Committee they shall, in such manner as may be
provided by the rules, have been brought before and
investigated by the Institute in this respect;
(b) for securing notices for the proceedings and specifying
the time and manner of the proceedings; and
(c) for securing that any party to the proceedings shall,
if that person requires, be entitled to be heard by the
Disciplinary Committee.
PART VIII
GENERAL P ROVISIONS
82. (1) A court of competent jurisdiction shall have Jurisdiction
jurisdiction over chartered accountants for any act committed
outside Zambia which, if it had been committed in Zambia,
would have been an offence or professional misconduct under
this Act.
(2) Any proceedings against a chartered accountant under this

section which would be a bar to subsequent proceedings against
the chartered accountant, for the same offence, if the offence
had been committed in Zambia, shall be a bar to further
proceedings against the chartered accountant under any written
law relating to the extradition of persons, in respect of the same
offence outside Zambia.
Cap. 98 (3) The Mutual Legal Assistance in Criminal Matters Act shall
apply to proceedings under this Act.
Administrative 83. Subject to the other provisions of this Act, where the
justice
Institute, Council or any committee takes any decision or other
step of an administrative nature under this Act which affects the
rights and duties of any person, structure or body, or issues
newsletters or circulars of general interest or to be acted on as
guidelines, the Institute Council or committee shall—
(a) publish or otherwise make known the nature and effect
of those decisions or steps in a written, printed or
electronic manner to the affected person, structure
or body in a manner designed to ensure that the
person, structure or body acquires full knowledge of
the decisions or steps; and
(b) comply with the applicable requirement of just
administrative action, including the furnishing of
reasons for the decisions imposed by, under or by
virtue of any law.
Prohibition of 84. (1) A person shall not, without authorisation, make a
disclosure of record of, or wilfully disclose to another person, confidential
confidential
information information gained through the person’s involvement in the
administration of this Act.
(3) Subsection (1) does not apply to a person who makes a
record of, or discloses, confidential information—
(a) to another person for the purposes of this Act;
(b) to another person, if expressly authorised under any
other law; or
(c) for the purposes of a proceeding in a court or tribunal.
(4) In this section, “confidential information” means—

(a) information about the identity, occupation or
whereabouts of a Member who has made a disclosure
or a person against whom a disclosure has been made;
(b) information contained in a disclosure;
(c) information concerning an individual’s personal affairs;
or
(d) information that, if disclosed, may cause detriment to
any person or a Member.
85. (1) A Member shall not knowingly or recklessly make False or
a false or misleading statement, orally or in writing, to any misleading
information or
investigating authority or the Institute with the intention that it disclosure
be acted on as a disclosure.
offence and is liable, upon conviction—
(a) if the offender is a natural person, to a fine not
imprisonment for a term not exceeding five year, or
to both; or
(b) if the offender is a body corporate, to a fine of nine
hundred thousand penalty units.
86. The Institute may, subject to the other provisions of Rules by
this Act and the provisions of the constitution of the Institute, Institute
by Gazette, make statutory rules relating to the Institute, the
Council, the committees of the Council, Council Members,
Members of the Institute, the staff of the Institute and persons
studying or intending to become accountants.
87. The Minister may, in consultation with the Council, by Regulations
statutory instrument, make regulations for the better carrying
out of the provisions of this Act.
88. (1) The Accountants Act, 1982, is hereby repealed. Repeal of
(2) Notwithstanding subsection (1), the provisions of the Cap. 390

Second Schedule shall apply in respect of the matters specified
therein.
FIRST SCHEDULE
(Sections 3(2) and 9(5))
PART I
ADMINISTRATION OF COUNCIL
Tenure of office 1. (1) A member of the Council shall, unless the member
of Council
vacates office earlier, hold office for a period of three years
Members
from the date of election or appointment and may be re-elected
or re-appointed for a further term of three years.
(2) A Council member shall not serve for more than two terms.
(3) A Council member may resign upon giving one month’s
notice to the Institute.
(4) The Council shall, where there is a vacancy on the Council,
appoint another member who shall serve as a Council member
until the date of the next annual general meeting of the Institute.
(5) A Council member shall cease to hold office—
(a) if the Council member ceases to be a chartered
accountant;
(b) if the Council member is disqualified under subsection
(4) of section nine;
(c) if the member dies;
(d) if the member is declared to be of unsound mind;
(e) if the member is declared bankrupt;
(f) if the member is convicted of an offence involving
dishonesty or any other offence under any other law;
(g) in the case of the member to whom paragraph (e) of
subsection (2) of section nine applies, on the member
ceasing to hold the office by virtue of which the
member was appointed to the Council;
(h) if the member is absent, without reasonable excuse,
from three consecutive meetings of the Council of
which the member has had notice; or
(i) upon the expiry of not less than one month’s notice in
writing of that member’s intention to resign given
by that member to the Institute, and in the case of an
appointed member, copied to the appointing
authority.
2. (1) Subject to the other provisions of this Act, the Council Proceedings of
Council
may regulate its own procedure.
(2) The Council shall meet at least once in every quarter of
the year for the transaction of its business at such places and
times as the President may determine.
(3) Upon giving notice of not less that seven days, a meeting
of the Council may be called by the President and shall be called
if not less than five Council members so request in writing:
Provided that if the urgency of any particular matter
does not permit the giving of such notice, a special meeting
may be called upon giving a shorter notice.
(4) Five Council members shall form a quorum at any meeting
of the Council.
(5) There shall preside at any meeting of the Council—
(a) the President;
(b) in the absence of the President, the Vice-President; or
(c) in the absence of both the President and Vice-President,
such member as the members present shall elect for
the purpose of that meeting.
(6) A decision of the Council on any question shall be by a
majority of the Council members present and voting at the
meeting and in the event of an equality of votes, the person
presiding at the meeting shall have a casting vote in addition to
that person’s deliberative vote.
(7) The Council may invite any person whose presence is in
its opinion desirable to attend and participate in the deliberations
of the meeting but that person shall have no vote.
(8) The validity of any proceedings, act or decision of the
Council or any committee of the Council shall not be affected
by any vacancy in the membership of the Council or committee
or by any defect in the appointment of any member or by reason
that a person not entitled to do so took part in the proceedings.
(9) The Council shall cause minutes to be kept of the
proceedings of every meeting of the Council and of every
meeting of any committee of the Council.
3. (1) The Council may, for the purpose of performing Committees of
functions under this Act, constitute any committee and may Council
delegate to the committee any of its functions.
(2) The Council may appoint as members of a committee

established in accordance with this section, persons who are or
are not members of the Council and such persons shall hold
office for such period as the Council may determine.
(3) Subject to any specific or general direction of the Council,
a committee may regulate its own procedure.
Secretary and 4. (1) There shall be a Secretary to the Institute who shall
other staff be the Chief Executive of the Institute, and who shall be
appointed by the Council on such terms and conditions as the
Council may determine.
(2) The Secretary shall be the Registrar for the Institute and
shall be responsible for the administration of the day-to-day
affairs of the Institute under the general supervision of the
Council.
(3) The Council may, on such terms and conditions as it
may determine, appoint such other staff of the Institute as it
considers necessary for the performance of the functions for
the Institute.
Disclosure of 5. (1) A person who is present at a meeting of the Council
interest or a committee of the Council at which any matter is the subject
of consideration, and in which matter the person or that person’s
spouse is directly or indirectly interested in a private capacity,
shall, as soon as is practicable after the commencement of the
meeting, disclose the interest and shall not, unless the Council
or the committee, as the case may be, otherwise directs, take
part in any consideration or discussion of, or vote on, any
question relating to that matter.
(2) A disclosure of interest made under this section shall be
recorded in the minutes of the meeting at which it is made.
Immunity of 6. No action or other proceeding shall lie or be instituted
members of against a Council member, a member of a committee of the
Council
Council or Institute or staff of the Institute for, or in respect of,
any act or thing done or omitted to be done in good faith in the
exercise or purported exercise of that person’s functions under
this Act.
Prohibition of 7. (1) A person shall not, without the consent in writing given
publication or by or on behalf of the Institute, publish or disclose to any person
disclosure of
information to otherwise than in the course of that person’s duties, the contents
unauthorised
persons of any document, communication or information whatsoever
which relates to, and which has come to that person’s knowledge
in the course of, that person’s duties under this Act.
(2) A person who contravenes subparagraph (1) commits an

five hundred thousand penalty units, or to imprisonment for a
(3) A person who having information which to that person’s
knowledge has been published or disclosed in contravention of
subparagraph (1), unlawfully publishes or communicates the
information to any other person, commits an offence and is
liable, upon conviction, to a fine not exceeding two hundred
thousand penalty units, or to imprisonment for a term not
exceeding five years, or to both.
8. There shall be paid to a Member of the Council or a Allowances
committee such allowances as the Council may, with the
approval of the Minister, determine.
PART II
FINANCIAL PROVISIONS
9. (1) The funds of the Institute shall consist of such monies Funds of
as may— Institute
(a) be appropriated by Parliament for the purposes of the

Institute;
(b) be paid to the Institute by way of fees, grants or
donations; and
(c) otherwise vest in or accrue to the Institute.
(2) The Institute may—
(a) accept monies by way of grants or donations from any
source in Zambia and, subject to the approval of the
Minister, from any source outside Zambia;
(b) raise by way of loans or otherwise, such monies as it
may require for the discharge of its functions; and
(c) charge and collect fees in respect of programmes and
seminars conducted by the Institute.
(3) There shall be paid from the funds of the Institute—
(a) the salaries, allowances and loans of the staff of the
Institute;
(b) such reasonable travelling and other allowances for
Members of the Council or any committee when
engaged on the business of the Institute at such rates
as the Council may, with the approval of the Minister,

determine; and
(c) any other expenses incurred by the Institute in the
performance of its functions.
Investment of 10. The Institute may invest in such manner as it considers
funds necessary any of its funds which it does not immediately require
for the performance of its functions.
Financial year 11. The financial year of the Institute shall be a period of
twelve months ending on 31st December in each year.
Accounts 12. (1) The Institute shall cause to be kept proper books of
account and other records relating to its accounts.
(2) The accounts of the Institute shall be audited annually by
independent auditors appointed by the Council.
(3) The fees of the auditors shall be paid by the Institute.
Annual report 13. (1) As soon as is practicable, but not later than three
months after the financial year, the Council shall submit to the
Minister a report concerning the activities of the Institute during
such financial year.
(2) The report referred to in subparagraph (1) shall include
information on the financial affairs of the Institute and there
shall be appended thereto—
(a) an audited balance sheet;
(b) an audited statement of income and expenditure; and
(c) such other information regarding activities undertaken
during the year, as the Minister may require.
(3) The Minister shall, not later than thirty days after the first
sitting of the National Assembly next after the receipt of the
report referred to in subparagraph (1), lay it before the National
Assembly.
SECOND SCHEDULE
(Section 88 (2))
SAVINGS AND TRANSITIONAL PROVISIONS
Savings and 1. (1) Notwithstanding the repeal of the Accountants Act,
transitional 1982, a person registered as an accountant under the repealed
provisions Act shall continue practising as an accountant for a period of
Cap. 390 three months from the commencement of this Act, after which
the person shall register in accordance with the provisions of
this Act.
(2) After the commencement of this Act, the Council of the

Zambia Institute of Chartered Accountants constituted under
the repealed Act shall continue to exist until the new Council Cap. 390
under this Act is constituted.
(3) Any Register maintained under the repealed Act and
subsisting immediately before the commencement of this Act Cap. 390
shall, until replaced, be deemed to be a Register maintained
under this Act.
2. (1) For the avoidance of doubt, a person who immediately Staff of Institute
before the commencement of this Act held office as Secretary
or employee of the Institute, shall continue to hold such office
as Secretary or employee of the Institute as if appointed under
this Act.
(2) The service of persons referred to in sub-paragraph
(1) shall be treated as continuous service.
(3) Nothing in this Act affects the rights and liabilities of
any person employed or appointed by the Institute
immediately before the commencement of this Act.
420

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THE ACCOUNTANTS BILL, 2008

The objects of this Bill are to—

THE ACCOUNTANTS ACT, 2008

23. Cancellation of practising certificate and non-audit practising certificate

54. Referral without investigation

Date of Assent: 24th September, 2008

An Act to regulate the accountancy profession; continue

“ Affiliate ” means a person registered as a Licentiate or a

“Disciplinary Committee” means the Disciplinary

(i) that any matter referred to in paragraphs (a) to (h)

“ impropriety ” means any conduct which falls within

(a) accepting an appointment to provide accountancy

“ public wastage ” means conduct by a public officer or

tests that are necessary to qualify applicants for

(b) the election, qualifications and tenure of the President

(f) make recommendations affecting or relating to the

(b) has been declared to be of unsound mind under any

(4) Where the Institute cancels the registration of a person

director or senior officer proves to the satisfaction of the court

(2) A practising certificate or a non-audit practising certificate

by entering in the Register in Zambia, the name of the firm as

(4) The Institute may cause any corrections or alteration to

(c) sign an account, statement, report, financial statement

Institute and such agreed procedures as the client contract may

(ii) that the third party would rely on the opinion,

(b) obstructs or hinders any person in the performance of

(3) Nothing in this Part authorises an investigating authority

(2) Without limiting the generality of subsection (1), a

(4) The head of an investigating authority shall personally

(2) The conditions referred to in paragraph (b) of subsection

(f) in a case falling within subparagraph (i) of paragraph

to engage in conduct of a kind that amounts to

that amounts to corrupt conduct or maladministration or has

53. (1) Any disclosure made by a Member in good faith to Disclosure to

General seeking the Investigator-General’s or Auditor-General’s

the investigating authority shall take such action as is

Powers of 62. Nothing in this Part shall prevent the Disciplinary

Employer to 66. Within six months of the commencement of this Act,

70. Section sixty-nine does not authorise the relocation of Consent to

(2) The Chairperson and Vice-Chairperson shall be legal

an equality of votes, the person presiding at the meeting shall

(d) refuses to produce any book, record, document or thing

(7) The Disciplinary Committee shall, where it has reasonable

(5) No proceedings of the Disciplinary Committee shall be

(2) Any proceedings against a chartered accountant under this

(4) In this section, “confidential information” means—

(2) Notwithstanding subsection (1), the provisions of the Cap. 390

(2) The Council may appoint as members of a committee

(2) A person who contravenes subparagraph (1) commits an

(a) be appropriated by Parliament for the purposes of the

as the Council may, with the approval of the Minister,

(2) After the commencement of this Act, the Council of the

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