The Board will approve a written signing and spending-authority matrix consistent with the bylaws, setting out who may authorize payments, sign cheques, approve electronic transfers, and enter into contracts on the Foundation's behalf. Two authorized approvals are required for payments and banking transactions above the threshold set by Board resolution, ensuring no single individual can unilaterally move funds above that level. Non-budgeted expenditures, legal documents and fund agreements require the level of approval specified in that matrix, which may include additional Board or committee sign-off depending on the dollar value and nature of the commitment. Official donation receipts may be signed manually, mechanically or electronically by an individual authorized by the Board, with controls against alteration and duplication — such as sequential numbering, restricted access to receipt templates, and periodic reconciliation against donation records.
The Board will approve the financial institutions used by the Foundation, the accounts opened in its name, and the individuals designated as signing officers on each account. Any change in banking relationship, account structure, or signing officer must be approved by Board resolution and documented in the corporate records. Online banking access, debit cards, and electronic transfer authorizations will be limited to designated signing officers and reviewed at least annually to confirm they remain accurate and appropriate.
Supporting documentation — including invoices, contracts, approval forms, and bank records — will be retained in accordance with the Foundation's record-retention policy and applicable Canada Revenue Agency requirements. Approvals should be documented in a manner that creates a clear audit trail, whether through signed forms, email confirmations, or an electronic approval system.
Any suspected fraud, unauthorized transaction, or breach of this policy must be reported promptly to the Executive Director (or, where the Executive Director is implicated, directly to the Board Chair). The Board will determine appropriate corrective action, which may include suspending signing privileges, notifying the financial institution, and, where warranted, reporting to law enforcement or regulatory authorities.
Signing and spending authority will be established by Board resolution and aligned with the bylaws, banking arrangements and internal-control matrix, and will be reviewed whenever banking relationships, signing officers, or authority thresholds change. Electronic approvals and signatures may be used where legally valid and appropriately authenticated, provided the method used creates a reliable audit trail. No person may approve a payment to themselves; related-party payments require documented conflict management and approval by disinterested decision-makers who have no personal or financial stake in the transaction.
The Foundation will use segregation of duties proportionate to its size, separating the functions of initiating, approving and recording transactions wherever possible. Where full segregation is not practical — as is often the case for smaller organizations — the Board will document compensating controls such as independent review of bank statements, payment reports and reconciliations by someone outside the transaction process.
Application note: This template must be read with the Foundation's articles, bylaws, gift terms and the federal, provincial or territorial laws that apply to its incorporation, activities and operating jurisdictions. Organization-specific facts and provincial requirements require lawyer confirmation before adoption.
Monitoring: This policy will be reviewed every three years or upon hiring an Executive Director.
Board Acceptance: This policy was approved/reaffirmed at the ________ Board meeting