The Limitations of Authority Policy establishes a structured framework that defines who has the authority to approve financial transactions, contracts, commitments, expenditures, and other significant business decisions within the Company. The policy promotes sound corporate governance by ensuring that approvals are made only by appropriately authorised individuals, preventing unauthorised commitments, reducing financial and legal risk, and ensuring accountability across all levels of the organisation. It also sets out approval responsibilities, delegation principles, compliance requirements, documentation standards, and detailed approval matrices covering finance, procurement, operations, human resources, capital expenditure, contracts, investments, travel, and other key business activities.

What's Included

1. Purpose

• Policy objectives
• Approval authority principles
• Employee accountability
• Consequences of non-compliance
• Management responsibilities

2. Scope

• Applicability of the policy
• Approval authority framework
• Delegated authority
• Revocation of previous delegations

3. General Principles

3.1 Combining Transactions

• Prohibition on splitting transactions
• Aggregation of related transactions
• Prevention of approval limit circumvention

3.2 Compliance Documentation

• Written approval requirements
• Supporting documentation
• Contract approval records
• Legal filing requirements

4. Approval Process and Enforcement

• Responsibilities of authorised approvers
• Procurement compliance
• Vendor payment approvals
• Financial control requirements
• Reference to Approval Authority Matrix (Appendix A)

5. Maintenance of Approval Authority Register

• CFO responsibilities
• Master approval register
• Delegated authority records
• Annual review process
• Operating unit certification

6. Matters Reserved for Shareholder Approval

• Amendments to constitutional documents
• Share issues and share rights
• Establishment of subsidiaries
• Dividend declarations
• Borrowing outside the ordinary course of business
• Disposal of significant assets
• Guarantees and securities
• Related-party transactions
• Appointment and removal of auditors
• Mergers
• Staff share incentive schemes

Appendix A – Delegation of Authority Matrix

Reporting & Strategic Planning

• Management reports
• Annual financial statements
• Budgets and cash flow
• Strategic planning approvals

Banking & Finance

• Banking facilities
• Borrowing policies
• Foreign exchange policy
• Bank signatories
• Guarantees
• High-value payments

Operations

• Tender approvals
• Operating expenditure
• Sponsorships and donations
• Bad debt write-offs
• Inventory write-offs
• Customer credit policies

Product Development

• Budget approvals
• New product development
• Unbudgeted projects

Publications & Marketing

• Branding changes
• Media releases
• Product advertising
• Corporate advertising

Audit & Financial Governance

• Auditor appointments
• Audit fees
• Audit planning
• Accounting policy changes

Human Resources

• Executive appointments
• Management bonuses
• Incentive schemes
• Employment terms and conditions
• Board appointments
• Organisational changes
• Trade union mandates
• Creation of positions
• Recruitment approvals
• Promotions
• Temporary labour
• Study loans
• Housing schemes

Agreements

• Non-disclosure agreements (NDAs)
• Memoranda of Understanding (MOUs)
• Distribution agreements
• Supply agreements
• Property leases

Capital Expenditure & Leases

• Capital expenditure approvals
• Lease approvals
• Budget variations
• IT hardware and software approvals

Purchasing & Manufacturing

• Purchase orders
• Inventory purchases
• Manufacturing approvals
• Customer contract purchases

Investments & Asset Transactions

• Acquisitions
• Investments
• Joint ventures
• Disposal of business divisions
• Asset sales

Travel

• Overseas travel approvals
• Local travel approvals
• Travel expense claims