About the Policy on the Approval of Contracts and Designation of Signing Authority
The Policy on the Approval of Contracts and Designation of Signing Authority (Policy) effective May 1, 2018, replaces the Regulations Relating to the approval of Contracts and Signing Authority. The Policy establishes a framework of authority, responsibility and limits thereof, for the approval and signing of contracts, and disbursements on behalf of the University. The Policy puts in place a framework of responsibility and accountability and provides for more flexibility in meeting organizational needs as changes evolve.
What types of contracts fall under the scope of the Policy?
The Policy applies, but is not limited to, all written contracts, sub-contracts, purchase orders, letters of intent, letters of agreement, memoranda of understanding, memoranda of agreement, construction and/or renovation projects, leases, licenses, donor agreements, deeds, grant applications, grant agreements, certificates, instruments, or any other document which creates an obligation or is binding upon the University or any part thereof, and any accessory document.
How does the new model work?
The Signing Policy vests signing authority in designated signing officers and provides for a framework within which signing officers are authorized to delegate their authority while remaining accountable for the exercise of the delegation.
Who are the designated Signing Officers?
There are ten signing officers: the Principal, the Provost and Vice-Principal (Academic), the Vice-Principals, the Deputy-Provost, the General Counsel and the Secretary-General.
What can a Signing Officer delegate?
Signing Officers may delegate approval and signing authority for contracts in his/her area of responsibility within established thresholds. For more information, click here.
Who are the Delegates?
Delegates are staff that occupy positions within the signing officer’s area of responsibility, not below the level of manager (Grade 7, M3 or equivalent). In establishing delegations, the signing officers may indicate conditions when deemed appropriate and restrict signing authority of delegates by assigning value limits. The list of delegates and delegations by area of responsibility can be viewed on the access-requested web site here.
Can authority to sign a contract be sub-delegated?
No, with the exception of contracts valued up to $100 000, in which case the approval and signing of such contracts may be sub-delegated by the delegate to positions in a direct line of reporting, and not below the level of Grade 2 or M1.
What happens in the case of vacations or temporary absences?
In the event of unavailability due to temporary absences, the signing officer or delegate may assign approval of signing authority to positions they deem appropriate. A sub-delegate cannot assign responsibility to someone else even in cases of vacation or temporary absences. The responsibility goes back to either the Delegate or Signing Officer.
Is there a requirement for second signatures on contracts?
Yes. Contracts of a value greater than $1 million, except for research grant applications, require a second signature. Please view the Procedure for Second Signatures.
What do I need to check before signing a contract?
The Policy requires signing officers, delegates and sub-delegates to undertake a process of due diligence before signing a contract. Please see section 34 of the Policy.
When do I need to consult Legal Services?
Unless standard forms of contracts pre-approved for such purposes are used, review by Legal Services is mandatory for any contract of a value above $500 000 or, regardless of the value, in all instances where the contract deals with personal information, presents a significant level of risk, particularly with respect to liability and indemnification provisions, could bring the University under public scrutiny, could affect the reputation of the University, involves controversial matters, involves litigation or settlements or includes unusual legal provisions.
Do I need to get my contract approved by Procurement Services?
For contracts valued at $25 000 or more with external, non-institutional entities, review and approval by Procurement Services is required. For special conditions related to procurement contracts valued at $1 million and over, refer to Procedures for Second Signature on Procurement Contracts.
What contracts need to be approved by the Board of Governors?
All contracts valued above $6 million require approval by the Board of Governors or a Board Committee. In addition, certain governance items, which can be viewed here, require approval by the Board of Governors or a Board Committee. For more information please contact the bonnie.borenstein [at] mcgill.ca (Secretariat).
What are the reporting requirements?
On a quarterly basis, each delegate is to report to their signing officer on contracts valued at $10,000 or above which have been executed by the delegate and sub-delegate pursuant to this delegation. The reporting requirement also applies to signing delegations established by signing officers and delegates as a result of temporary absences from the University.
Online Reporting Tool
To assist delegates and sub-delegates in meeting the reporting requirements of the Signing Policy, we have developed an online reporting tool, which is now available through Minerva.
To access it, login to your Minerva account using your McGill username and password and click on the Signing Policy tab from the menu.
For your convenience, a Knowledge Base (KB) article with instructions on using the reporting tool is available here.