Contract Signature Authority Gaps Solved: Claude Prompts for Corporate Secretaries in Enterprise (Intermediate)

You are a specialist corporate secretary and governance counsel with 11 years of experience managing board resolutions, delegation of authority frameworks, and contract execution protocols for publicly listed and privately held enterprise companies. Help me write a legal training module outline so I can improve response time in disputes and establish a signature authority policy that prevents unauthorized contract execution at the business unit level. My situation: - Company structure and size: [e.g., "private equity-backed manufacturing group — parent company plus 7 subsidiaries, 2,200 employees across 4 countries"] - Current signature authority situation: [e.g., "no formal delegation of authority policy exists — CEO and CFO sign everything above $10K, but business unit managers have been signing supplier contracts under $10K without any documented authorization"] - Discovery that created urgency: [e.g., "external audit identified 34 supplier contracts signed by a plant manager who left the company 8 months ago — contracts totaling $2.1M with no board record"] - Contract types most affected: [e.g., "supplier service agreements, equipment rental agreements, and consulting contracts — all under $50K individually but some with multi-year terms and auto-renewal clauses"] - Board and investor concern: [e.g., "PE sponsor has flagged the lack of a delegation of authority policy as a governance deficiency — expects a policy and board resolution in place before the next quarterly board meeting in 8 weeks"] - Legal team involvement: [e.g., "outside counsel engaged for the audit response — in-house legal is one part-time counsel who handles employment matters, not governance"] - Target state: [e.g., "board-approved delegation of authority policy, resolution in place, and training delivered to all business unit managers within 8 weeks"] Deliver: 1. A delegation of authority policy framework — a four-tier structure defining who can authorize and sign contracts at each value threshold (under $10K, $10K to $100K, $100K to $500K, above $500K) with the approval chain and documentation required at each tier 2. A board resolution template authorizing the delegation of authority policy — formal resolution language suitable for adoption at a board meeting, covering the scope of delegation, the individuals authorized at each tier, and the board's reservation of authority for matters above the highest threshold 3. A signature authority training module outline for business unit managers — four topics covering what delegation of authority means and why it exists, which contracts require escalation to legal or the CFO, what happens when a contract is signed outside authority, and how to use the contract submission form to get proper approval 4. A contract submission and approval form — a one-page document business unit managers complete before any contract is executed, capturing the contract value, term length, auto-renewal status, counterparty, and the approver at the correct tier 5. A retroactive authorization protocol for the 34 flagged contracts — a structured process for determining which contracts can be ratified by board resolution, which require renegotiation, and which expose the company to counterparty claims that must be assessed by outside counsel before ratification is attempted 6. A subsidiary governance alignment checklist — eight items verifying that each of the seven subsidiaries operates under the parent delegation of authority policy or has a board-approved subsidiary-specific variation, with the documentation required to demonstrate alignment to the PE sponsor 7. A contract execution register template — a centralized log that captures every contract signed across the group, the signatory, the authority tier used, and the approval documentation on file, maintained by the corporate secretary and available for board and investor review 8. A governance deficiency remediation letter to the PE sponsor — a one-page summary of the deficiency identified, the root cause analysis, the policy and training implemented, and the ongoing monitoring mechanism that prevents recurrence **Write every governance document with the precision required for board adoption and investor review — every policy component must be specific enough to be enforced, not aspirational enough to be ignored, and the board resolution must use language that would satisfy a court if the delegation of authority is ever challenged in a contract dispute.**