ICANN Contracting and Disbursement Policy
Adopted 16 March 2012
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Purpose:
The purpose of this procedure document is to outline contracting and disbursement authorities granted to ICANN Corporate Officers.
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Definition of obligations:
Contractual and disbursement obligations include all oral and/or written commitments on ICANN's behalf including contracts for goods or services, employment contracts, lease commitments, investments, purchase orders, vendor invoices and other similar obligations. Contractual and disbursement obligations also include traditional payment transactions such as checks, wire transfers, bank transfers, and payroll disbursements.
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Review and due care:
All contractual and disbursement obligations must be reviewed for budget impact, risks, legal considerations, optimal procurement practices, ICANN's internal control policies, and consistency with ICANN's strategic mission.
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Who approves (see chart):
ICANN Officers include: Chief Executive Officer (CEO), Chief Operating Officer (COO), Chief Financial Officer (CFO), General Counsel & Secretary, and Vice President, Policy Development Support.
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Approval Limits (see chart):
All contractual or disbursement obligations must be approved by an ICANN Officer, as designated by the Board of Directors pursuant to the Bylaws. All contractual or disbursement obligations up to US$50,000 must be approved by at least one ICANN Officer. All contractual or disbursement obligations over US$50,000 and up to $100,000 must be approved by at least two ICANN Officers. All contracting or disbursement obligations over US$100,000 and up to $500,000 must be approved by at least three ICANN Officers, two of whom must be the CEO, COO, or CFO. Any contractual or disbursement obligation of US$500,000 or more must be approved by the Board.
Who approves? Contracting/Disbursement Obligations Any one ICANN Officer Up to US$50,000 Any two ICANN Officers Up to US$100,000 Any three ICANN Officers, two of whom must be the CEO, COO, or CFO Up to US$500,000 Board of Directors US$500,000 or more. Only one ICANN Officer needs to approve any disbursement obligation if that disbursement is made pursuant to a previously approved contractual or other obligation.
Notwithstanding the approval limits set forth in this policy, no further Board approvals for contractual or disbursement obligations are required if the Board has previously approved a specific budget within which the contractual or disbursement obligation is included. For example only, if the Board approves a budget for a Public Meeting, which includes $1,000,000 for hotel and venue expenses, staff will be authorized to contract for and make any disbursement or payment for such hotel and venue expenses without further Board approval.
Payments made to an Officer or to a third party on the Officer's behalf must be approved by another Officer.
Payments made to any Board member must be approved by the CEO, COO, or CFO.
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Approval process:
Approvals may be structured as "up to" approvals. For example, the Board of Directors may approve of a known commitment in advance with a maximum amount approved. If the item is negotiated for a greater amount, then the approval must be requested again.
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Reporting:
The CFO must report on a periodic basis to the Board of Directors, through the Board Finance Committee, on all significant disbursement activities (over US$100,000), including reporting on the New gTLD expenditures as referenced in paragraph No. 6 above, as well as report on financial performance and significant variances (over US$50,000) from budgets.
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Compliance with Policy:
The CFO is responsible for complying with and reporting on all financial internal controls, including complying with this Policy.
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Review of Policy:
The Board Finance Committee is to review this policy and the appropriate limits at least annually.
Archived Policy (10 December 2010)
Archived Policy (20 February 2008)
Archived Policy (17 October 2006)