Scope

This policy addresses Board of Regents review and approval of contracts and official authorization to sign contracts on behalf of the Board of Regents of the University of Wisconsin System.

The policy applies to contracts that bind the Board of Regents and UW System institutions.  These include, but are not limited to, grants, memorandums of understanding, certifications, releases, purchase orders, leases of personal property (not real property), and royalty agreements.

The policy does not apply to real property contracts.  Signature authority for those contracts is covered under Regent Policy Document 13-2, “Real Property Contracts:  Signature Authority and Approval.”

This policy does not apply to design and construction contracts for capital projects solely managed by the UW System. Signature authority for those contracts is covered in Regent Policy Document 13-5, “Capital Projects Solely Managed by the UW System:  Approval and Signature Authority.”

This policy does not apply to purchase orders issued under delegated state purchasing authority.  Signature authority for those contracts is covered in s. 16.71, Wis. Stats.

The policy does not apply to university trust accounts, which are subject to the terms and conditions of individual trust documents.  Signature authority for these documents rests with the Trust Officer, Assistant Trust Officer, and Executive Director and Corporate Secretary of the Office of the Board of Regents of the University of Wisconsin System.

Purpose

The purpose of this policy is to ensure that the Board of Regents reviews certain high-dollar-amount contracts and that individuals signing contracts that bind the Board of Regents are duly authorized to sign on behalf of, commit, and represent the Board of Regents.

Policy Statement

Through this policy, the Board of Regents recognizes that the efficient operation of the UW System depends on the UW System’s and UW institutions’ ability to conduct business transactions in an efficient manner.  Therefore, the Board of Regents need not directly approve all contracts, but rather, delegates contracting authority for most contracts to designated university officials.

Individuals authorized to sign contracts under this policy are expected to have the necessary information and expertise to fully understand the implications of making such commitments.  In addition, persons with this authority are expected to perform appropriate due diligence activities to ensure that any attendant liabilities are identified and can be effectively managed.

Delegation of Authority

The Board of Regents authorizes the Executive Director and Corporate Secretary of the Office of the Board of Regents and the President of the University of Wisconsin System to sign contracts that bind the Board of Regents and/or UW System institutions.

The Board of Regents further authorizes the President of the University of Wisconsin System to:  (1) delegate contract signature authority to other UW System Administration officials deemed to have the requisite knowledge, judgment, and operational need to exercise such authority; and (2) delegate to the chancellors of UW System institutions the authority to sign contracts related to programs or operations of their institutions.  Chancellors may further delegate contract signature authority to other UW System institution employees deemed to have the requisite knowledge, judgment, and operational need to exercise such authority.  All unclassified contracting personnel are subject to the conflict-of-interest reporting requirements of ch. UWS 8, Wis. Admin. Code.

The President’s delegations must be made in writing and filed in the Office of the President of the University of Wisconsin System.

Chancellors’ delegations must be made in writing, filed in the office of the chancellor, and reviewed periodically to ensure that delegations are current and employees are exercising their signature authority appropriately.  Individuals should be delegated signature authority only for the specific documents, or types of documents, needed to allow them to efficiently and effectively perform the responsibilities of their positions.

Threshold for Formal Approval by the Board of Regents

Grants from and contracts with private, profit-making organizations with a value of between $500,000 and $1,000,000 must be reviewed by an institution’s legal affairs office or the UW System Office of General Counsel prior to execution.

Grants from and contracts with private, profit-making organizations with a value of more than $1,000,000, as well as athletics employment contracts where the total annual compensation is greater than $500,000, require formal approval by the Board of Regents prior to execution.  Any other grants or contracts with a value of less than $1,000,000 that, in the judgment of the President of the UW System, warrant Board review shall also be approved by the Board prior to execution.

An institution’s chief business officer should contact the UW System Office of Administration to request that contracts be presented for approval at the next meeting of the Board’s Business and Finance Committee.  Requests must be made well in advance of the desired effective date of a contract.

Reporting Requirements

A summary of extramural gifts, grants, and contracts will be reported quarterly to UW System Administration for presentation to the Business and Finance Committee of the Board of Regents.  Other contracts and/or agreements need not be reported to the Board under this policy.

Oversight, Roles, and Responsibilities

Delegation of signature authority allows considerable operational efficiency but requires appropriate oversight and on-going diligence to ensure that the interests of the university are best served.

In addition to oversight by the chancellor’s office and chief business officer, compliance with this policy and sound business practices will be assessed through periodic review by the UW System Office of Internal Audit.

Related Regent Policy Documents and Applicable Laws

  • Regent Policy Document 6-3, Delegation of Authority to President for Personnel Actions
  • Regent Policy Document 13-2, Real Property Contracts: Signature Authority and Approval
  • Regent Policy Document 13-5, Capital Projects Solely Managed by the UW System: Approval and Signature Authority
  • Section 36.11(55), Wis. Stats., Review of System Contracts with Research Companies
  • Section 946.13, Wis. Stats., Private interest in public contract prohibited
  • Section 16.71(1m), Wis. Stats., Purchasing; powers
  • Section 16.71(4), Wis. Stats., Purchasing; powers

 

History:  Res. 92, adopted 02/11/1972, created Regent Policy Document 72-2(a); Res. 965, adopted 03/07/1975, rescinded 72-2a and created Regent Policy Document 75-2; Res. 2791, adopted 04/08/1983, rescinded 75-2 and created Regent Policy Document 83-2; Res. 5945, adopted 11/08/1991, rescinded 83-2 and created Regent Policy Document 91-10; Res. 6042, adopted 03/06/1992, rescinded 91-10 and created Regent Policy Document 92-2; Res. 6314, adopted 02/05/1993, rescinded 92-2 and created Regent Policy Document 93-1; Res. 7548, adopted 09/05/1997, amended Regent Policy Document 93-1; Res. 7844, adopted 02/05/1999, amended Regent Policy Document 93-1; Res. 8074, adopted 02/11/2000, amended Regent Policy Document 93-1; Res. 8875, adopted 06/11/2004, amended Regent Policy Document 93-1, subsequently renumbered 13-3, Authorization to Sign Documents.

Res. 7308, adopted 10/11/1996, created Regent Policy Document 96-5; Res. 8876, adopted 06/10/2004, amended Regent Policy Document 96-5, subsequently renumbered 13-4, Delegation of Responsibilities to the Vice President for Finance. 

Res. 10014, adopted 02/10/2012, repealed Regent Policy Documents 13-3 and 13-4, and amended and consolidated the contents under a renumbered Regent Policy Document 13-1. Res. 10604, adopted 12/11/2015, amended and renamed Regent Policy Document 13-1, “General Contract Approval, Signature Authority, and Reporting.” Res. 10706, adopted 06/10/2016, amended Regent Policy Document 13-1.


See Also:

SYS 342, Extramural Support Administration (formerly G2)

[UW System Administrative policies are included for reference and are separate from Regent Policy Documents adopted by the Board.]