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Transaction Authority Policy (00004728-33)DOC

By Justin Henderson,2014-11-22 14:11
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Transaction Authority Policy (00004728-33)DOC

    Transaction Authority Policy

    Effective 7/1/08

    I. PURPOSE

    This Policy clarifies the delegation of authority to individuals employed by Princeton University to commit to transactions and obligations with outside parties on the University’s behalf. This Policy also specifies dollar thresholds above which secondary approval is required for commitments, and it notes situations where offices or departments are expected to consult with others within the University before an

    individual binds the institution to a commitment.

    II. DELEGATION OF AUTHORITY BY THE TRUSTEES OF

    PRINCETON UNIVERSITY, THE PRESIDENT AND OTHER

    OFFICERS;

    Princeton University’s bylaws provide that all powers to act on the University’s behalf are vested in its Board of Trustees, with the President authorized to carry out the Board’s policies and actions, personally or via delegation of authority to others, including the power to transact business on behalf of the University with outside parties. In addition, the bylaws and Board resolutions describe areas of responsibility and duties for each of the officers, reflecting 1authority delegated from the Trustees through the President. Princeton University officers,

    staff and faculty may only transact business with outside parties on behalf of the University where they have been delegated authority to do so.

    The Officers of the Corporation (as designated by the Board of Trustees) are responsible for further delegating their authority, as necessary or desired, consistent with this Policy, and for memorializing the nature and scope of their delegations. They should periodically review their delegations, and annually certify to the President their continuing accuracy, through the Vice President and Secretary.

    On the academic side of the University, the President, Provost and the Dean of the Faculty delegate administrative authority to the deans of schools and department chairs (who administratively oversee faculty members in their schools/departments), as well as 2to directors of centers/programs. In turn, deans, chairs and directors of

     1 Two types of officers exist at Princeton University, per its bylaws and Board resolutions: “Academic

    Officers” and “Officers of the Corporation.” This Policy uses the term “officers” to refer to both

    groups. 2 Throughout this Policy, the term “centers/programs” is used to indicate all non-departmental academic

    entities, including institutes and councils.

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     revised 6/27/08

    centers/programs delegate administrative authority to managers (or their equivalents). The Dean for Research has specific administrative oversight of organized research activities throughout the University, including related commitments (such as equipment purchases), and the acceptance and administration of institutional research grants and contracts.

    III. PURCHASES AND SALES; COMMON UNIVERSITY

    TRANSACTIONS

    A. Purchases and Sales

    The majority of transactions on behalf of the University are for the purpose of buying goods and services, as well as (less frequently) selling goods and services. As noted above in Section II, officers of the University have been delegated authority from the President to engage in these types of transactions with external parties, and may further delegate this authority, in order to efficiently manage the business in their areas of responsibilities.

    The authority to purchase goods and services is conditional; the execution of purchases must comply with applicable Treasurer’s Office purchasing policies, processes, and systems (PeopleSoft P.O. system, University credit cards, travel reimbursements, white invoices, etc.), which support authorized employees’ purchases of goods and services

    within various levels of authority. This Policy does not replace other University policies, such as the Expense Guidelines; rather, it provides a general framework and specific policies will provide more detailed guidance.

    A small number of administrative departments sell goods, services and/or access to campus facilities and activities as part of their inherent responsibilities. Examples of sales in this category are ticket sales by Athletics and University Services, fees collected by Conference & Event Services, and food sales by Dining Services. These units may develop specialized infrastructure to support their sales.

    The authority to sell University goods and services, where such sales are incidental or ancillary to the mission of the academic or administrative departments, is conditioned on the use of processes approved by the Treasurer’s Office (or the Dean for Research where the sales relate to research) for the execution of the sales. Examples of sales in this category would be sales of music CDs, lab services, or t-shirts by an academic department, incidental sales to visitors by University Health Services, etc.

    B. Common University Transactions

    Consistent with the University’s academic and management philosophy, the articulation of delegation of transactional authority may be more general than specific within various units of the institution. To aid employees, and outside parties with whom they interact, the University provides below a list of the authorized, responsible individuals for the most common types of University transactions. The responsible individuals have the ultimate responsibility for binding the University to transactions or obligations, but they may further delegate authority, subject to the limitations outlined elsewhere in this Policy.

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     Responsible Individuals Type of transaction

    Affiliations or collaborations with other academic President, Provost institutions

    Athletics commitments, including games, etc. Athletics Director

    Facilities & Real Estate

    i. Construction, renovation and i. VP Facilities

    maintenance of all physical facilities,

     including architectural and

    engineering services

    ii. Renovation of University-owned ii. VP Facilities and Director of Real

    Estate Finance houses/apartments

    iii. Purchases, leases and sales of real iii. President, Provost, EVP, VP

    estate (not for investment purposes) Finance and Treasurer, and VP

     Facilities

    a. Lease of residential real estate a. VP Facilities

    from third parties

    iv. Lease of investment properties for iv. VP Finance and Treasurer

    investment purposes

    v. Use of facilities by non-University v. Provost 3groups

    a. Vice Provost for Space a. Long-term use or lease of space

    on campus Programming & Planning 4b. Short term use (conferences,

    b. VP Facilities events, etc.)

    c. Specialized facilities, e.g.,

    athletics c. EVP

Financial Matters

    Receipt, custody and disbursement of financial

    assets, insurance, loans, borrowing, and the VP Finance and Treasurer

    establishment of banking relationships,

    including creation of bank accounts

    Gifts VP Finance and Treasurer, VP Development, Proposals, acceptance, acknowledgements or Provost

    Investment Matters, including the purchase and

    sale of marketable securities and real estate held President of PRINCO

    for investment purposes

    i. VP of HR Personnel Matters:

    i. Collective bargaining agreements ii. VP of HR or VP Finance and ii. Employee benefits Treasurer

     3 Priority for the use of University space is given first and foremost for purposes relating directly to the core

    missions of supporting teaching and research for students, faculty and staff of the University. The use

    of any University space by non-University entities is a secondary priority.

    4 Department heads have authority to grant access to individual visitors on a case-by-case basis using the

    Departmental Guest process. Short term use, meaning less than two weeks, other than Departmental

    Guests, should flow through Conference & Event Services.

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General Purchasing: Procurement of goods and services VP Finance and Treasurer, and individuals Designation of purchasing processes & systems for authorized through the University’s various execution of purchases purchasing systems, processes or policies. Designation of authorized purchasing agents Specialized Purchasing: i. Director, Art Museum i. Works of art for the public 5collection of the University ii. Chief Audit & Compliance ii. Audits and assurance services Officer (excluding the University’s annual financial audit) iii. University Librarian iii. Books, periodicals and electronic resources for the University library system iv. General Counsel iv. Engagement of outside legal counsel v. VP Public Affairs v. Hiring of public relations companies by administrative units vi. Director, Office of Research and vi. Purchasing involving sponsored Project Administration research funds 6Rights-Granting Transactions i. VP for Public Affairs i. Use of University’s image for

    commercial purposes ii. Secretary of the University ii. Use of University’s shield or seal iii. VP for Public Affairs, EVP for iii. Use of University trademarks implementation iv. Use of University data iv. Provost or General Counsel v. Patents, Materials Transfer v. Dean for Research Agreements, etc. vi. Provost, EVP, or General Counsel, as vi. Miscellaneous appropriate

    Sales of Goods or Services i. Designation of selling i. VP Finance and Treasurer systems/processes and authorized selling agents for goods and services that are ancillary to a department’s mission ii. Dean for Research ii. Designation of selling systems/processes for goods and services related to research that are ancillary to a department’s mission iii. Sales central to the mission of the iii. EVP or other officers, as appropriate department

     5 In this context, the “public collection of the University” means those objects that are placed in public

    spaces (indoor or outdoor) on the University’s campus.

    6 Rights-granting transactions include transactions where the University either grants or receives rights,

    whether or not there is monetary compensation.

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     revised 6/27/08

Sponsored Research, including without limitation

    proposals, agreements, sub-agreements, renewals; Dean for Research

    patents, licenses, and related transactions, and

    matters relating to the Plasma Physics Laboratory

    IV. AUTHORITY THRESHOLDS

    The University has established specific dollar thresholds (below) for transactions where an individual is required to obtain secondary review and approval in order to bind the University. The President, Provost, Executive Vice President, Treasurer or other appropriate officer may provide authority to specific individual employees to exceed these thresholds. Requests for exceptions from other areas should be directed to the Executive Compliance Committee. Any such authorization should be in writing, and standing authorizations should be confirmed annually.

The secondary approval thresholds are as follows:

     Transaction levels Secondary Approver requiring Secondary Approval

     Transactions totaling up to NONE, so long as the transaction is within the scope and

     $25,000 limits of delegated authority

    Directors (incl. of Programs, Centers and Institutes) or Transactions totaling equivalents 7 from $25,001 - $100,000 Department Chairs

    Dean of SEAS

    Dean of WWS

    Dean of Architecture

     Transactions totaling VP & Secretary

     from $100,001 - $500,000 VPs, Deans, and equivalent not specifically identified as

    having authority above $500,000

    Director of Art Museum

    University Librarian

    President

    Provost

    Dean of Faculty

    EVP

    VP Development

    VP Facilities Transactions totaling VP Finance and Treasurer above $500,001 VP Human Resources

    VP Information Technology

    Dean for Research

    Director of ORPA

    General Counsel

    President of PRINCO

     7 A “transaction” should be read to mean the aggregate value of the payments to be made for goods or

    services purchased under a single contract, or for a unit of time. Thus, if a payment for software will

    total $150,000 for the initial license period, to be paid in three installments, authorization should be

    based on the $150,000 total.

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     revised 6/27/08

    V. INTERNAL CONSULTATION PRIOR TO COMMITMENT

The University expects that an office or department will consult as follows before an

    individual binds the institution to certain types of commitments:

     Hiring of audit/accounting firms for non-audit projects should follow consultation

    with the Chief Audit and Compliance Officer and the Vice President for Finance

    and Treasurer.

     Hiring of search firms and human resources consulting firms should follow

    consultation with the Vice President for Human Resources.

     Institutional financial contributions to non-profit organizations, community

    groups and/or municipalities, including membership fees and other donations,

    should be consistent with institutional guidelines, protocols or objectives specified

    by the Provost and/or the Dean of the Faculty. Contributions to local groups

    should follow consultation with the Vice President of Public Affairs; other

    contributions may necessitate consultation with the General Counsel.

     Subvention payments should be consistent with institutional policies or objectives

    specified by the Dean of the Faculty, with unusual or exceptional agreements

    made following consultation with the Dean.

     Certifications of institutional compliance on behalf of the University should be

    done in consultation with the Chief Audit and Compliance Officer.

     Contemplated agreements with or on behalf of organizations that are related to the

    University, including supporting and affiliated organizations, should be discussed

    with the Office of the General Counsel. (Just a few examples would be

    organizations such as Blairstown, the Fund for Reunion Inc., the U-Store,

    Labyrinth Books, U-NOW and University League Nursery School, etc.)

    Where to Go for Help & Questions

    On behalf of the Executive Compliance Committee, the Office of the Executive Vice President will serve as a point of contact for individuals who have questions about the responsible office for a particular transaction, or procedural questions arising under this Policy. The office will direct the individuals to the appropriate office and provide guidance on the procedure for obtaining approval for the transaction.

Contact person:

    Maureen McWhirter

    258-9178

    mmcwhirt@princeton.edu

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     revised 6/27/08

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