Signing Authority and Approval of Expenditures Procedure

Purpose

The purpose of this Procedure is to establish the framework for delegation of Signing Authority to approve the Expenditure of university funds and to sign Contracts that bind the university to legal commitments. This procedure will establish a consistent university-wide framework to enable sound fiscal management and responsibility regarding university resources.

Definitions

For the purposes of these Procedures the following definitions apply:

“Budget Holder” means the individual(s) who are responsible for individual budgets at various departmental levels across the University.

“Budget Representative” means the individual(s) who are authorized by the Budget Holder to submit or approve expenses within an individual department level.

“Contract” means any document that establishes, or any other evidence of, an intention to establish a binding legal relationship between the University and one or more third parties.

“Expenditure” means all amounts disbursed from the University, including amounts pursuant to a Financial Contract.

“Contract Authority” means the individual(s) with direct or delegated authority to approve and sign a non-monetary commitment on behalf of the university in accordance with this Procedure. For Financial Contracts that include non-monetary commitments, the Signing Authority is the Contract Authority.

 “Financial Contract” means any document, process or other evidence that records an intention to establish a monetary obligation between the University and one or more third parties (e.g. the procurement of goods and services through a purchase order, or a grant or gift agreement for incoming funds).   

“Functional Approval Authority” means a member of SLT with delegated responsibility to review and approve Non-monetary Contracts and non-monetary commitments.

“Legal Review” means a review of a draft Contract by the University General Counsel or delegate to ensure that:

• The Requester and Signing Authority are made aware of the risks and obligations associated with a Contract prior to signing;
• The terms of the Contract will not subject the University to an unacceptable level of liability or risk; and
• The Contract does not contain unacceptable legal commitments.

 “Non-monetary Contracts” means a Contract with no Value, such as an academic agreement, the establishment of a partnership or similar arrangement, or an employment agreement.

“Requester” means a responsible individual designated by a Signing Authority (normally a Budget Holder or Budget Representative) with authority to assess whether the Contract meets the objectives of the University, and ensure that the Contract complies with all University policies.

“Research Funds” means funds provided by a Sponsor, held in trust and administered by the University to pay for expenses incurred in support of research at the University, including:

• Internal Research Funds; and
• Funds awarded through external Sponsors.

 “Responsible Unit” means the unit that must ensure that an official copy of the documentation supporting the Expenditure or Contract is retained in compliance with the University’s Records Management Policy.

“Signing Authority” means the individual(s) with direct or delegated authority to approve a Contract in accordance with this Procedure and sign the agreement on behalf of the University.

“Settlement Agreement” means minutes of settlement, or an agreement involving or arising from legal action, litigation, insurance claims, grievances, employment matters, or matters in front of judicial or quasi-judicial tribunals.

“Sponsor” means the provider of funds for University activities, including both external and internal sources.

“University Brand” means any Intellectual Property elements that the university uses as part of its brand identity, including the use of the University’s name and trademark or other brand assets.

“University Member” means any individual who is:

• Employed by the University or holding an appointment with the University, including paid, unpaid and/or honorific appointments (“Employee”);
• Registered as a Student; and/or
• Otherwise subject to University policies by virtue of the requirements of a specific policy (e.g. Booking and Use of University Space) and/or the terms of an agreement or contract.

“Value” means the total value of a Contract (cash and in-kind consideration) over the life of the contract in Canadian dollars.

Scope and Authority

This Procedure applies to all Expenditures, Financial Contracts and Non-monetary Contracts, and extends to all University Members.

The Vice President, Administration or successor thereof, is the Policy Owner and is responsible for overseeing the implementation, administration and interpretation of this Policy, in consultation with the General Counsel, or successor thereof.

Procedures

Source of funds for Expenditures

1. General Operating Funds and Capital Items
   Publication of the operating budget, as approved by the Board of Governors of the University, confers authority upon Budget Holders to make Expenditures within the amounts and scope of the accounts allotted to them in the budget and in accordance with University policies and procedures.
   
   Authorization is granted to the Budget Holder to expend or release funds. The Budget Holder must ensure that the Expenditures are necessary for university operations and are in compliance with university policies and procedures.  Any in excess of the budgeted allocations that is not pre-approved by the relevant Dean/ VP becomes the responsibility of the Faculty/Department.

2. Research Funds
   Authorization is granted to the Principal Investigator (PI) to expend or release Research Funds, subject to further approval by their Dean (or in the case of Research Funds managed by administrative staff, the administrative staff member’s supervisor with sufficient approval level as set out in Appendix A.2.).

1. The PI must ensure that the Expenditures are required for, and are in compliance with, university policies and procedures in addition to any other externally imposed terms and conditions.  Any Expenditure that may be deemed ineligible or inappropriate becomes the responsibility of the PI.
   
   While PIs have authority to release Research Funds as noted above, they do not have authority to sign a Contract that binds the University.

Expenditure Submission and Internal Control Process

1. Approval of Expenditures, including expenditures pursuant to Financial Contracts requires a two-step approval process. This dual approval process exists to ensure sound financial management by segregating duties and is intended to

   • Review compliance with university policies and procedures and, if applicable, Sponsor/donor terms and conditions.

   • Ensure the appropriate supporting documentation is attached or available (on file, etc.)

   • Confirm the authorization signature (signature verification).

   • Ensure funds are available within the allocated budget amounts, and

   • Verify correct account coding and ensure Expenditure commitment does not exceed project/grant end date (if applicable).

2. Appendix A sets out who can approve the Expenditure, based upon its Value. The Requester may be any Budget Representative assigned by the Budget Holder.

3. Purchase order invoices require one signature to acknowledge receipt of materials since the Expenditure has had dual approval through the procurement process. 

Expenditure approval functions and responsibility

1. STEP 1: The Requester performs the following functions:

   1. Assesses whether the Expenditure meets the objectives of the University,

   2. Ensures that the Expenditure complies with all University policies, procedures and Sponsor/donor terms and conditions;

   3. Ensures that sufficient funding exists, or will exist, to support the Expenditure; and

   4. Confirms the authorization signature (signature verification).

2. STEP 2: The Signing Authority performs the following functions:

   1. A review of the Requester’s assessment as set out above.

   2. Ensures that Expenditure is appropriate and necessary for University operations, and in the case of research that it is relevant.

3. Where a specific unit does not have an appropriate Requester, the review above may be provided by a Signing Authority and final approval by their one-over-one.

Approval of Financial Contracts

1. The approval of a Financial Contract requires a two-step approval process intended to:

   • Review compliance with university policies and procedures and, if applicable, Sponsor/donor terms and conditions.

   • Ensure the appropriate supporting documentation is attached or available (on file, etc.)

   • Confirm the authorization signature (signature verification).

   • Ensure funds are available within the allocated budget amounts, and

   • Verify correct account coding and ensure Expenditure commitment does not exceed project/grant end date (if applicable).

2. STEP 1: The Requester performs the following functions:

   1. Assesses whether the Expenditure meets the objectives of the University,

   2. Ensures that Legal Review has been completed (if applicable);

   3. Ensures that all non-monetary commitments have been reviewed and approved by applicable Functional Approval Authorities set out in Appendix B;

   4. Ensures that the Expenditure complies with all University policies, procedures and Sponsor/donor terms and conditions;

   5. Ensures that sufficient funding exists, or will exist, to support the Expenditure; and

   6. Confirms the authorization signature (signature verification).

3. STEP 2: The Signing Authority performs the following functions:

   1. A review of the Requester’s assessment as set out above.

   2. Ensures that Expenditure is appropriate and necessary for University operations, and in the case of research that it is relevant.

   3. Signing the Contract to bind the University.

4. Appendix A sets out who may act as the Signing Authority, based upon the value of the Contract. A Signing Authority will designate a Requester to conduct due diligence before a Contract is brought forward for approval.

5. Where a specific unit does not have an appropriate Requester, the review above may be provided by a Signing Authority and final approval by their one-over-one.

Approval of Non-Monetary Contracts

1. Where Contracts include only non-monetary commitments, such as academic agreements, the establishment of partnerships or similar arrangements, transfer or acquisition of intellectual property rights, employment agreements and non-disclosure agreements, they are subject to approval by, and will be signed on behalf of the University by the Functional Approval Authority listed in Appendix B, or their delegate.

2. When a contract contains elements that require approval based both upon monetary value as well as non-monetary commitments, all approval requirements enclosed in the attached Appendices A and B must be satisfied, including that the contract must be executed by the Signing Authority indicated in Appendix A.

Delegation of Signing Authority and Functional Approval Authority

1. Budget Holders and Signing Authorities are permitted to temporarily delegate their signing authority to other individuals within their Faculty/Department.  All Delegation of Authority must be in writing and retained in accordance with the Records Classification and Retention Schedule.

2. Functional Approval Authorities are permitted to temporarily delegate their signing authority to other individuals within their Faculty/Department.  All Delegation of Authority must be in writing and retained in accordance with the Records Classification and Retention Schedule.

3. The delegate will provide the delegator with an executed copy of any and all documents signed under the written delegated authority. The delegator is responsible for agreements signed under their delegated authority.

4. Signing Authority for Research funds can only be delegated to individuals who have the ability to attest to the relevance of the Expenditure.

Monitoring and Review

The Procedures and associated rates and schedules will be reviewed as necessary and at least every three years, and may be adjusted as required by University policies and broader regulatory requirements. The Vice-President, Administration is responsible to monitor and review this policy.

Related Legislation

University of Ontario Institution of Technology Act, 2002, S.O. 2002, Chapter 8, Schedule O, as amended from time to time.

Related Policies, Procedures and Documents

Contract Management and Signing Authority Policy

Legal Review of Contracts Procedure 

Policy on the Internal Use of Research Funds

Procurement Policy and Procedures

Expenses Policy and Procedures

Investment Policy

Gift Acceptance Policy

Policy on Senior Academic Administrative Appointments Policy

Associate Provost Appointment and Renewal Procedures

Provost and Vice-President, Academic Appointment and Renewal Procedures

Vice-President Responsible for Research Appointment and Renewal Procedures

Faculty Dean Appointment and Renewal Procedures

Dean of Graduate Studies Appointment and Renewal Procedures

Appendix A: Financial Contracts Signing Authority Registry

A.1   Board of Governors

The following Contracts require the signature of both the President and the Chair of the Board of Governors following approval by the Board of Governors:

1. Any Expenditure or Financial Contract with a face value in excess of $4 million outgoing or $10 million incoming,
2. Banking agreements (resolutions, capital borrowings, guarantees or credit facilities),
3. Appointment of external auditors,
4. Sale or acquisition of real property, including any major renovation or construction projects[i].

[i] Appointment of External Auditors, Banking agreements, and the Purchase or Sale of Real Property require, in addition to the above, require approval of the Vice-President, Administration.

A.2   Financial Contracts and Expenditures

Expenditures under $10,000

Expenditures that are not pursuant to a Contract with a Value equal to or less than $10,000 require only one approver, which can be any Budget Holder or Budget Representative.

Expenditures over $10,000 and Financial Contracts

The following table sets out the Signing Authority for various positions in the University. The table applies to Expenditures with a value greater than $10,000 and to Financial Contracts. Where the Value of a Contract is greater than Level 3, the Requester will be a Vice-President. For research Expenditures, see paragraph A.3. For Settlement Agreements, see A.4. For exceptions for contracts with incoming funds, see A.5.

 

 

Level	Position	Approval Level (Expenditure)	Approval Level (Incoming)
1	Manager, Associate Dean, Associate Registrar, or equivalent*	0-$100,000	0-$100,000
2	Director, Executive Director, AVP, Registrar, Dean, or equivalent*	0-$250,000	0-$250,000
3	Vice-President, Provost, General Counsel, or equivalent*	0-$2,000,000	0-$4,000,000
4	President	0-$4,000,000	0-$10,000,000

 *equivalency of positions will be determined based on the level of authority of a position within the university, regardless of title, guided by the assessed job evaluation of a given position. A determination will be made by the Policy Owner, or delegate, in consultation with Human Resources.

 

A.3   Research – Expenditure of Research Funds 

All Expenditures and Contracts funded by Research Funds (i.e. research funds from external or internal sources) require approval by the fund-holder or Principal Investigator, and their Dean. For the purposes of this Procedure, the Principle Investigator serves as the Requester and the Dean as the Signing Authority. All Expenditures or Contracts will be within the budget of the particular research fund. Where the expenditure exceeds the Dean’s authority, the Signing Authority is determined according to the table below.

Position	Approval Level
Dean	0-$250,000
Vice-President, Research and Innovation	$250,000-$2,000,000
President	$2,000,000-$4,000,000

A.4 Settlement Agreements

All Settlement Agreements will be reviewed by General Counsel, or delegate before approval. Where the review of the Settlement Agreement indicates that the agreement presents a substantial risk to the University that cannot be mitigated through revision or negotiation, additional approval will be required from the President or Board of Governors. Otherwise the following approval authorities apply:

Position	Approval Level
General Counsel	Up to $2M
President	$2M to $4M
Board of Governors, in accordance with section A.2	$4M or greater

A.5  Contracts that include incoming funds

The following tables set out specific types of Contracts that include incoming funds where specific approval authorities exist that are exceptions to the table in A.2 above.

 1. Government Transfer Payment Agreements

Position	Approval Level
President	Any Value
Determined by Signing Authority set out in A.2	Between $0 and $4M

2. Gift Agreements

The Vice-President, Advancement will be the Requester if the value exceeds $4M.

Position	Approval Level
Vice-President, Advancement (or designate)	Up to $4M
President (Second Approver)	Between $4M and $10M
Board of Governors (Second Approver)	Greater than $10M

3. Research: Applications and proposals for incoming research funding

Position	Approval Level
Vice-President, Research and Innovation	Any Value
Executive Director, Office of Research Services.	Up to $1M

Any research agreements that result from applications and proposals for incoming research funding will be subject to approval by the Vice-President, Research and Innovation or by their delegate with sufficient authority for the Value as set out in A.2 above. Agreements with a Value exceeding the Vice-President, Research’s approval level under section A.2 will be approved in accordance with section A.2. 

Appendix B: Non-Monetary Signing Authority Registry

B.1 Functional Approval Authority for Non-Monetary Contracts

This section addresses non-monetary commitments that may form part of Contracts. These commitments may form part of Financial Contracts, or the Value of the Contract may be nominal, or non-existent. Functional Approval Authorities have delegated responsibility for approving contracts that fall within their area of assigned responsibility, subject to the Value thresholds set out in Appendix A. Functional Approval Authorities may establish administrative processes to follow when seeking approval for Contracts in their area of responsibility. These processes may include a written delegation of authority for functional approval.

1. Academic Agreements

Type of Contract	Functional Approval Authority
Articulation agreements, educational partnerships and international agreements	Provost and Vice-President, Academic
Inter-institutional collaboration agreements, including work-integrated learning (co-op, internships, practicum, service learning)	Provost and Vice-President, Academic
Inter-institutional research collaboration agreements	Vice-President, Research and Innovation
Non-degree programs or courses	Approved in accordance with the applicable policy
Mobility Exchanges	Provost and Vice-President, Academic
Course Capstones	Deans

2. Employment Agreements

Type of Contract	Functional Approval Authority
Collective agreement mandates	Governance, Nominations and Human Resources Committee of the Board in accordance with the committee’s Terms of Reference.
Collective agreements	University’s bargaining team, as delegated by GNHR in accordance with the committee’s Terms of Reference.
President (hiring and related contracts)	Chair of the Board of Governors
Senior Executive (hiring and related contracts) (e.g. Vice-President, Dean)[1]	President
Positions in the approved budget	At a minimum the position’s manager

Intellectual Property

Type of Contract	Functional Approval Authority
Licensing commercially available intellectual property	Governed by the table in A.2
Standalone teaching and learning intellectual property agreements	Provost and Vice-President, Academic
Research funding or partnership agreements that grant non-standard IP rights	Vice-President, Research and Innovation
Granting a license to university Branding elements	President
Licensing of IP that is not commercially available or granting a license to University-owned IP	Responsible Vice-President

4. Legal and Privacy

Type of Contract	Functional Approval Authority
Regulatory Licenses (for example, the sale of liquor)	Applicable Executive Compliance Lead under the Compliance Policy
Release of confidential records, documents or information	Chief Privacy Officer, or delegate, in accordance with the University’s Access to Information and Privacy Policy.
Non-disclosure agreements (research context)	Vice-President, Research and Innovation, or delegate
Non-disclosure agreements (other than research)	General Counsel, or delegate

[1] Appointment of Senior Academic Positions will be done in accordance with the Policy on Senior Academic Administrative Appointments and applicable procedure.