Delegations of Authority Policy

Good Ancestors Policy Ltd. ("us", "we" or the "Company") ABN: 23 664 195 484

Introduction

This policy sets out the circumstances under which the Board may delegate its responsibilities. Delegations of authority are the mechanisms by which the Company enables officers of the Company to act on behalf of the Company.

Purpose

The purpose of the Delegations Policy is to establish a framework for delegating authority within the Company in a manner that facilitates efficiency and effectiveness and increases the accountability of staff and volunteers for their performance. The policy applies to all members of the Board and the staff, contractors and volunteers of the Company who have delegated authority to act and sign documents on behalf of the Company.

Delegations of authority within the Company are intended to achieve four objectives:

1. to ensure the efficiency and effectiveness of the organisation's administrative processes;
2. to ensure that the appropriate officers have been provided with the level of authority necessary to discharge their responsibilities;
3. to ensure that delegated authority is exercised by the most appropriate and best-informed individuals within the organisation; and
4. to ensure internal controls are effective.

Delegations are a key element in effective governance and management of the Company and provide formal authority to particular staff and volunteers to commit the organisation and/or incur liabilities for the organisation.

Policy

The Board manages the Company and, under our Constitution (rules 18–19), may delegate its powers in writing — but not the power of delegation itself, or anything reserved to the Board or members. Officers and staff have no authority of their own: this Delegations Schedule is that written delegation, and the Board may vary or revoke it at any time.

The Board may delegate its functions to:

• a Director, or a committee of the Board;
• the CEO, the COO, or the Company Secretary; or
• any other employee, or a person the Board authorises for a specific purpose (including, through the CEO or other members of staff).

However, the Board may not delegate its power, and reserves the following decisions to itself:

• adopting the organisation's strategic plan, business plan, or annual budget;
• accepting new grants above the grant-acceptance threshold in the Schedule, or grants with unusual conditions;
• entering or exiting fiscal-sponsorship arrangements;
• opening or closing bank accounts and changing bank signatories;
• placing or redeeming investments or term deposits (see the Reserves & Investment Policy);
• borrowing, or giving guarantees or security;
• buying or selling major assets;
• commencing or settling litigation;
• approving related-party transactions;
• appointing or removing the CEO and setting CEO remuneration; and
• approving or materially changing policies, or anything our Constitution or the law reserves to the directors or members.

The CEO:

1. is charged with the duty of promoting the interests and furthering the development of the Company;
2. is responsible for the administrative, financial, and other business of the Company; and
3. exercises general supervision over the staff and volunteers of the Company.

The CEO may seek the approval of the Board to delegate any function or any power or duty conferred or imposed upon them, subject to this delegations policy, to any member of the staff of the organisation.

The Company is committed to the highest standards of integrity, fairness and ethical conduct, including full compliance with all relevant legal requirements, and in turn requires that all its Board members, officers (including its CEO), managers, employees, volunteers and contractors acting on its behalf meet those same standards. There is no circumstance under which it is acceptable for the Company or any of its employees or contractors to knowingly and deliberately not comply with the law or to act unethically in the course of performing or advancing the Company's business.