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Scope This Chart of Authority is applicable to all businesses in the scope of =S= FZE & Branch in UAE and Oman (Power, Energy, Industry and Building) and for Delixi (Gulf countries) A separate Chart of Authority is available for =S= FZE & Branch in Bahrain/Qatar/Kuwait and for Clipsal middle East FZC (Life Space Business) This COA is effective December 5th 2011
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Acquisition, sale, exchange, contribution, lease of business and/or commercial activities, including engagement letters. Mandatory to be approved by cluster & corporate, Letter of Empowerment to local management
Acquisition, sale, exchange, purchase, contribution of shares or financial interests in any legal entities, including engagement letters
Acquisition, sale, exchange, mortgage and all similar activities relating to real estate.
Renewal or New real estate leases and rental contracts for which the renewal period can be terminated by providing a prior notice not exceeding 12 months, and with a total duration below 6 years New or renewal of lease, which can only be terminated by providing a prior notice of more than twelve months, or with a total duration over 6 years
The limit is per year and per unit >750k AED > 500 KAED 250 - 500 KAED 0 - 250 KAED
1/22
Corporate
UPPER LEVEL
CFO
BUSINESS VP BUSINESS
MANAGER
REMARKS
Corporate
UPPER LEVEL
CFO
MANAGER
REMARKS
Mandatory to be approved by cluster & corporate
Agents agreement approval > 1000 KAED or > 2500k AED annual aggregate
Consulting agreement approval > 1500 KAED or > 5000k AED annual aggregate > 1000 KAED or > 2500k AED annual aggregate
Commencement of litigation or arbitration procedures > 2500 KAED > 1500 KAED Mandatory to be approved by cluster & corporate if settlement amount is > 1500k AED or if claim /damage > 1500k AED
Settlement of Law suits, arbitrations, disputes, claims > 2500 KAED > 1500 KAED
2/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Any special taxation status (including tax election other than in the ordinary course of business);Or any Relevant Manager for preferential taxation classification Tax For the settlement or the modification of life and retirement benefits agreements providing more than required by law
HR Manager
Acquisition, sale, exchange, transfer and licence of patents, designs, trademarks or any other intellectual/industrial property rights, except software license purchased or sold in the ordinary course of business
10
To be reported to Cluster (CFO and SVP) by Country President (using Fraud reporting template)
To be reported to CFO
Detected case to be reported to Direct Manager/or HR Direct Manager /HR Manager and Security manager that should escalate the Manager and Security case manager
3/22
Corporate
UPPER LEVEL
CFO
BUSINESS VP BUSINESS
MANAGER
REMARKS
CAPEX ACTIVITY
Commitment for capital expenditure (incl. phones - mobile and fixed), but not IT hardware or software, not PC, not motor vehicle. - GOODS
Corporate
UPPER LEVEL
CFO
MANAGER
REMARKS
Only for Non IT and Non vehicle Business VP, if specific to a Business
> 1500 KAED Commitment for capital expenditure (incl. phones - mobile and fixed), but not IT hardware or software, not PC, not motor vehicle.- SERVICES > 500 KAED Commitment for motor vehicle (leasing or purchase) Leasing: < 12 month notice for termination > 500 KAED 4 Commitment for PC for new employee.
0 - 500 KAED
Departmnt
Only for Non IT and Non vehicle Business VP, if specific to a Business Till 500k AED 250 - 500 KAED 0 - 250 KAED Departmnt
Initiated by HR Manager then escalation, per unit and per year Till 500k AED 250 - 500 KAED 0 - 250 KAED HR Initiated by MIS Manager and approval by HR Manager then escalation > 500 KAED 250 - 500 KAED 0 - 250 KAED HR and MIS Initiated by MIS Manager then escalation > 500 KAED 250 - 500 KAED 0 - 250 KAED MIS
4/22
CFO CFO
Informed
BUSINESS VP BUSINESS
Informed
MANAGER MANAGER
REMARKS REMARKS
Corporate
According to operations delegated to Upper level
HR
Initiated by HR Director, then escalation - Business VP for specialized Human Ressources Direct Hierarchy + Relevant Manager + HR Manager
Special incentive
Informed
Initiated by HR Director, then escalation - Business VP to be informed for specialized Human Ressources Direct Hierarchy + Relevant Manager + HR Manager Business VP for specialized Ressources HR
Employee Bonus
Recruitment
FBP to be consulted
FBP of the relevant business to be consulted Direct Hierarchy + Relevant Manager + HR Manager
Employment advertising HR
Approval by HR manager
5/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Employment offer HR
10
Promotion/upgrades/merit
Initiated by HR Director, then escalation - Business VP for Direct Hierarchy + specialized and CP for mutualized Relevant Manager + HR Manager
11
12
13
14
Overtime request
Request submitted by manager, approval by HR Manager Direct Hierarchy + Relevant Manager + HR Manager N+1 Direct Hierarchy
15
Leave request
16
Business VP for specialized Ressources Direct Hierarchy + Relevant Manager + HR Manager Executed by HR Director after approval by Business VP (specialized ressources) and Country President HR
17
Termination process
18
Severance HR
Executed by HR Director after approval by Business VP (specialized ressources) and Country President
6/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Payroll sign off, 2 signatures required (1HR and 1 Finance)
19
Payroll HR
20
Direct Hierarchy + Relevant Manager + HR Manager Direct Hierarchy + Relevant manager Direct Hierarchy + Relevant manager
21
Employees Travel approval prior to trip GCC & overseas (Regular Case) Employees Travel approval prior to trip GCC & Overseas (Restrictive Situation) Non Employees Travel approval prior to trip Expenses claim HR Policies release or update
22
Written approval by at least one of the three (HR Director, CFO, Country President)
23
24 25
To follow current policy of the company: requester => manager N+1 (to N+2 if N+1 is absent) HR Manager
7/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
for an aggregate for an aggregate amount amount from 2500 exceeding 5000 for an aggregate KAED to 5000 KAED KAED and/or amount exceeding with a term over 1 and/or with a term 2500 KAED and/or b) year over 1 year with a term over 1 year
Credit manager Mandatory to be approved by corporate Cah manager Mandatory to be approved by corporate Cah manager
Bank selection or short term cash investment in a bank with a rating less than single A Opening and closing of bank accounts
Exceptional and small operations. Petty cash replenishment to be approved by at least two authorized signatory
Bank payments to third party, but not tax or customs. (B) (B)
Two signatures(B) required among authorized banking signatories. Country President signature is mandatory for payments > 5000 KAED
8/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Bank payments to Schneider subsidiary or to tax authority or customs. (B) Issuance by the entity ( or by a third party on behalf of a Schneider Company) of sureties, guarantees, bonds, warranties, endorsements, pledges, letters of credit or any similar commitment backing the obligations of the Entity, except those required by customs in the normal course of business Issuance of guarantees or bonds which are required by customs in the normal course of business. Issuance of sureties, guarantees, bonds, warranties, endorsements, pledges, letters of credit or any similar commitment backing the obligations of a third party (or another SE company) (B)
Two signatures(B) required among authorized banking signatories. Country President signature is mandatory for payments > 5000 KAED
Till 1500 KAED per warranty or 10000 KAED aggregate per year
Till 1000 KAED per warranty or 5000 KAED aggregate per year
10
11
Limit is per warranty and aggregated. Two signatures required among authorized banking signatories > 2500 KAED 1000 - 2500 KAED 0 - 1000 KAED Credit manager
9/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
Initiated by Credit Manager, approved by Business VP
Corporate
Credit Manager Granting of permanent credit conditions (credit limit and/or payment terms) according to standard conditions and insurance coverage Informed + List of credit Limits > Insurance limited to be reviewed during each credit committee Credit Manager Informed + List of credit Limits > Insurance limited to be reviewed during each credit committee Credit Manager Authority to continue to trade with overdue or blocked customer, blocking and unblocking customer accounts - Due to Overdue Note: Blocking at Shipment level Authority to continue to trade with overdue or blocked customer, blocking and unblocking customer accounts - Due to Over Credit Limit Note: Blocking at Shipment level 7 Authority to book an order for projects (above 2500 k AED) with negative cash flow Decision to report overdue to insurer Informed Informed Credit Manager Escalation from Credit Manager to Country President based on defined limit < 1 month & 0< Approval by CFO/CP has to be documented Overdue<1000 KAED by Credit Mgr Escalation from Credit Manager to Country President based on defined limit Approval by CFO/CP has to be documented
Credit Manager
Granting of permanent credit conditions (amount and/or payment terms) beyond standard conditions or change of existing conditions.
10/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Proposed by Credit Manager. Approval by CFO and Country President based on escalation.Business VP for information only
A/R Write off > 1000 KAED Credit notes - Power Sales application (only for the Backlog of Standard credit notes to be issues - no new Credit notes for discount) Credit Manager 0 - 1000 KAED
10
To be verified by Credit Manager (discount approved in Power Sales with CN amount) Credit Manager
11
> 500 KAED + Informed (Summary of CN for Logistic /Quality to be provided on a monthly basis)
Credit Note request to be approved by RDC Director for Logistic issues and Quality Director for Quality issues. Redit Note approval by Credit Manager RDC Director/Quality Director then Credit Manager
50 - 500 KAED
12
Change Customer permanent discounts beyond standard matrix Sales Director and Marketin Director (if available)
Initiated by Sales Director and approval by Marketing Director (if available), CFO and Business VP. Country President for information only
11/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
Formal approval by Marketing Director, approved by CFO, Business VP and Country President (signed Price List)
Corporate
Marketing Director 2 Price list uploaded in the system (extract to be controlled) Marketing Director 3 For market category - customer type/product group matrix. Approval of Commercial Policies, including discount structure Permanent customer discount additional to market category, within conditions defined in relevant Commercial Policy. Price list has to be extracted from the system (after upload) and reconciled with the the approved Price List to ensure accuracy Initiated by Marketing Director, approved by CFO, Business VP and Country President Marketing Director Initiated by Marketing Director, approved by CFO, Business VP and Country President Sales Directors
Additional discount: Special discount to customer for a specific order/project Sales Director or Marketing Director
12/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
RAT > 10000 KAED 5000 - 10000 KAED 5000 - 10000 KAED 2500 k AED 5000K AED < 2500k AED (Tender Manager)
Offers/Quotation tender or agreement (valid for original offer and any subsequent variations) 2500 k AED 5000K AED
Amount excluding all price adjustments and/or revision formula when applicable), Offers amount including items like extended warranty, or extraordinary provisions related to damages, liabilities, or penalities
> 10000 KAED Offers, tenders, and orders/contract with penalty within the limit defined (0.5% of undelivered portion - maximum 5% contract value)
Offers, tenders, and orders/contract with penalty above the limit defined (0.5% of undelivered portion - maximum 5% contract value) > 10000 KAED Offers, tenders, and orders/contract which provides third party with committment or product warranty exceeding 24 months from delivery > 10000 KAED 5000 - 10000 KAED 5000 - 10000 KAED
All offers with warranty > 24 months from delivery 2500 k AED - 5000K AED
13/22
Corporate
Order Booking or stock purchase before =S= formal selection by End user or before formal PO from customer
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Orders Variations during execution (projects and services) - New Project value > 10000 KAED Order Booking without Formal Purchase order from customer - STRICTLY FORBIDDEN
- Project value - New Project value > - New Project value > > 2500 KAED or 5000 KAED or - Variation > 5000 KAED or - Variation > 500 KAED or - Variation > 1000 2000KAED or - CCO KAED or - CCO decreases by - CCO decreases by 3 decreases by 2 5 points points points
Contract Execution Senior Manager STRICTLY FORBIDDEN. Any case that would be considered as exceptional should be communicated to Country President and formally approved by Cluster
Communicated
10
Orders Cancellation ("Debooking") Middle East Logistic territory Director (for transactional business)
All request have to be approved by Middle East Logistic territory Director for transactional business All orders cancellations
Initiated by sales engineer and approved by QC Director and Business VP 500 KAED -1000 KAED < 500 KAED QC Director All agreements to be approved by Business VP, CFO and Country President Credit manager
12
13
14
14/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
15
16
Year End Rebates - supporting documents for payment (credit note) > 1000 KAED Initiatives under Director level with approval by Marketing Manager. Then escalation whatever the form of the sales promotion
17
18
19
20
Strictly forbidden as per Group rule. Any case considered as an "exception has to be formally validated by the CFO
15/22
Corporate
UPPER LEVEL
CFO
BUSINESS VP BUSINESS
MANAGER
REMARKS
LOGISTICS
Corporate
UPPER LEVEL
CFO
MANAGER
REMARKS
Middle East Logistic territory Director for all limits Marketing Manager if > 50 KAED
Disposal of inventory (scrap, obsolete, other) Sales > 500 KAED 20 - 500 KAED
Middle East Logistic territory Director for all limits Marketing Manager
Product returns what ever the reason > 500 KAED 200 - 500 KAED 0 - 500 KAED
Stock Count variances and adjustment > 500 KAED 50- 500 KAED
Logistic Controller
Mainly Middle East Logistic territory Director sign alone until 50 KAED then escalation
16/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
Change of supplier can have an impact on the CCV and has to be approved by CFO
17/22
CFO CFO
BUSINESS VP BUSINESS
MANAGER MANAGER
REMARKS REMARKS
Selection of Supplier and Purchase Agreement - Outside Group Incl. Project & Services (Non IT)
If > 5000 KAED (aggregated over If 2500 <(aggregated If 1500 <(aggregated the year) or over the year) < 5000 over the year) < 2500 If > 12 months KAED or KAED or notice for If > 12 months notice If > 12 months notice termination for termination for termination
Purchasing manager
Relevant manager for Originator signature is required all limits Procurement manager for all limits RDC Manager if > 1000 KAED GPEC Execution Senior Manager if > 1000 KAED
Purchase Order in accordance with the Agreement - Outside Group Incl. Project & Services
Relevant manager for all limits Procurement manager for all limits RDC Manager if > 1000 KAED GPEC Execution Senior Manager if > 1000 KAED
18/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Purchase Order - Inside Group 2500 KAED - 4000 KAED > 1000 KAED RDC Manager
No PO, NO Pay for procurement purchases 5 Invoice with PO without discrepancy to PO Accounting Manager (all limits), following manual 3-way match (approved PO vs. delivery note and invoice) - If 3 way match is automated in the ERP system, no approval required - If 3 way match is not automated in the ERP system, follow the approval limits
Invoice with PO - Price discrepancy - Purchasing: Buyer if price variance < 5% - Purchasing manager if price variance > 5%
Additionaly to Accounting Manager 3-way match, Price variance has to be approved by Purchasing
Additionaly to Accounting Manager 3-way match, qty - Relevant manager for variance has to be approved by Procurement all limits - Procurement manager for all limits (RDC) - GPEC Execution Manager
Corporate
UPPER LEVEL
COUNTRY
CFO
BUSINESS
MANAGER
REMARKS
If > 5000 KAED (aggregated over If 2500 <(aggregated If 1500 <(aggregated the year) or over the year) < 5000 over the year) < 2500 If > 12 months KAED or KAED or If > 12 months notice If > 12 months notice notice for termination for termination for termination
Purchasing manager
19/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
If > 2500 KAED (aggregated over If 1500 <(aggregated If 500 KAED the year) or over the year) < 2500 <(aggregated over the If > 12 months KAED or year) < 1500 KAED or notice for If > 12 months notice If > 12 months notice termination for termination for termination
Purchasing manager
Purchase of consulting excluding group auditors (Purchase request and Invoice approval) If > 1500 KAED or if > 5000 KAED (aggregated over the year)
Approval on Purchase request and on Invoice From 500 KAED till 1000 KAED or, If < 1500 KAED Till 500 KAED or till or if < 5000 KAED aggregated over the 1000 KAED (aggregated over year from 1000 KAED (aggregated over the the year) till 2500 KAED year) Till 500 KAED or till 1000 KAED (aggregated over the year) Relevant Manager (all limits) Purchasing manager if > 20 KAED
Purchase request for NPP 2500 KAED - 5000 KAED 1000 KAED - 2500 KAED 500 KAED 1000 KAED Relevant manager for all limits
20/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Purchase Order for NPP - NPP Manager - Relevant manager if > 100 KAED
- Accounting Manager, Originator has to sign the invoice to confirm reception of following 3-way match the goods or services (approved PO vs. delivery note/reception confirmation vs. invoice) - Discrepancies to be approved by relevant Manager
Follow the rules of the different categories > 500 KAED 150 KAED - 500 KAED
TO BE AVOIDED - "No Po no pay rule" will be effective Relevant Manager (incld. with SAP implementation Customs clearance invoices by Logistic Manager)
21/22
Corporate
UPPER LEVEL
COUNTRY PRESIDENT
CFO
BUSINESS VP
MANAGER
REMARKS
Corporate
UPPER LEVEL
COUNTRY
CFO
BUSINESS
MANAGER
REMARKS
Purchase of IT goods and services Relevant Manager (all limits) IPO Manager NPP manager if > 20 KAED
Purchase of consulting excluding group auditors (Purchase request and Invoice approval) If > 1500 KAED or if > 5000 KAED (aggregated over the year)
If < 1500 KAED If < 1000 KAED or if If < 500 KAED or if < or if < 5000 KAED < 2500 KAED 1000 KAED (aggregated over (aggregated over the (aggregated over the the year) year) year)
If < 500 KAED or if < 1000 KAED (aggregated over the year)
Approval on Purchase request and on Invoice Relevant Manager (all limits) NPP if > 20 KAED
22/22