1. Purpose
1.1 This Policy establishes a coherent system through which TrustCome reserves, delegates, exercises, evidences, reviews, suspends and revokes institutional authority.
1.2 Its purpose is to enable efficient leadership without weakening constitutional control, accountability, legal integrity, financial discipline, information stewardship or institutional continuity.
6. Institutional Principle
6.1 Authority may be delegated; responsibility shall not be abandoned.
6.2 A person who delegates authority remains responsible for the quality of the delegation, the competence of the delegate, the adequacy of oversight and appropriate intervention when circumstances change.
7. No Authority by Assumption
7.1 Authority shall not arise solely from job title, seniority, ownership interest, personal relationship, physical possession of a seal, access to a system, control of a password, historical practice or the absence of objection.
7.2 A person who is uncertain whether they possess authority shall obtain written confirmation before acting.
8. Good Faith and Institutional Purpose
8.1 Every authority shall be exercised honestly, for a legitimate TrustCome purpose and within the interests and values established by the TrustCome Constitution.
8.2 Authority shall not be used to secure personal benefit, favour an undisclosed interest, avoid proper review, conceal information or create an artificial emergency.
14. Conditions and Limitations
14.1 An approving authority may impose conditions, limits, milestones, reporting duties, expiry dates, counterparty restrictions or implementation controls.
14.2 A conditional approval does not become unconditional merely because implementation has commenced.
27. Accountability of the Decision-Maker
27.1 The person or body approving a decision is accountable for considering the material information reasonably available at the time and for ensuring that required review has occurred.
27.2 Accountability is not displaced merely because analysis, documentation, recommendation or implementation was delegated.
28. Personal Conflicts and Recusal
28.1 A person with an actual, potential or perceived conflict shall disclose it promptly and shall not participate in approval unless the competent authority determines that participation is permissible and records safeguards.
28.2 A conflicted person shall not select the reviewer of their own conflict or approve the adequacy of their recusal.
42. Required Form
42.1 A delegation shall be documented in a constitution, charter, resolution, authority matrix, role instrument, power of attorney, banking mandate, system role or other approved controlled instrument.
42.2 Material authority shall not be granted solely through informal correspondence, oral instruction or an unrecorded course of conduct.
43. Minimum Content
43.1 A delegation instrument shall identify the grantor, delegate, source authority, subject matter, limits, value threshold where relevant, geography, entity, duration, conditions, required review, subdelegation status and revocation method.
43.2 Ambiguity shall be resolved before the authority is exercised.
56. Legal and Governance Review
56.1 Legal or governance review is required where the decision creates material obligations, affects constitutional or regulatory position, involves Reserved Matters, uses non-standard terms or presents a material dispute, enforcement or precedent risk.
56.2 The reviewer shall identify assumptions, qualifications and unresolved issues clearly.
59. Conflict Review
59.1 Actual, potential and perceived conflicts shall be identified before approval and recorded with the management decision.
59.2 A material undisclosed conflict may invalidate the governance integrity of the decision even where the substantive outcome appears favourable.
66. Negotiation, Approval and Signature
66.1 Negotiation authority permits discussion and preparation within defined boundaries. Approval authority permits the institutional decision. Signature authority permits execution of the approved instrument.
66.2 These authorities are distinct and shall not be assumed to travel together.
72. External Instructions
72.1 Instructions to banks, custodians, registries, professional advisers, regulators, platforms and counterparties shall be issued through approved channels by authorised persons.
72.2 Material instructions shall be independently verified where fraud, impersonation or operational error presents a credible risk.
74. Unauthorised Commitments
74.1 A person shall not sign, promise, imply, acknowledge or behave in a manner intended to create apparent authority beyond their mandate.
74.2 Suspected unauthorised commitment shall be reported immediately to TrustCome Legal & Governance and the responsible executive authority.
98. Breach
98.1 A breach includes acting without authority, exceeding limits, fragmenting transactions, bypassing review, misrepresenting approval, misusing credentials, concealing conflicts, ignoring conditions or failing to preserve required evidence.
98.2 Suspected breach shall be contained, reported, investigated and remedied proportionately.
99. Consequences and Remediation
99.1 Remediation may include suspension or revocation of authority, additional approval, transaction hold, counterparty notification, access removal, training, disciplinary action, recovery, legal action, regulatory reporting or control redesign.
99.2 The response shall consider intent, impact, repetition, cooperation, personal benefit, legal duty and institutional risk.