KBR MANAGEMENT
APPROVAL MATRIX
BP-GL-KBR-AF-001
30-Apr-05
Date
8.2
Rev
To reflect update
Comment
DT, DN
By
JG, VW
Check
MM, JG, VW
Approve
CONTENTS
1
INTRODUCTION
1.1
Purpose
1.2
Scope
1.3
Document Organization
1.4
Currency
1.5
Halliburton Policy
1.6
DELEGATION LEVELS
2.1
2.2
ACQUISITION TASKS
3.1
3.2
Bid Development
Prospect Marketing
Authorization for Pursuit and Pricing of Client Inquiries
8
8
3.3
Bid Expenses
3.4
3.5
Bid Approval
Proposal Pricing Approval
Contract Review and Signing
9, 10, & 11
12
3.6
Treasury
Bank Guarantees and Bonds
13
3.7
13
3.8
Customer Credit
13
3.9
14
3.10
14
EXECUTION TASKS
15
4.1
15
4.2
4.3
18
4.4
19
4.5
19
4.6
20
20
4.8
21
4.9
Receivable Write-off
21
21
4.11
22
4.12
Banking Services
22
4.13
22
4.14
23
4.15
23
4.16
23
SUPPORT TASKS
24
Human Resources
5.1
Hiring of Personnel
24
5.2
25
5.3
25
5.4
25
5.5
26
5.6
26
5.7
27
5.8
Retention Bonus
27
5.9
27
5.10
5.11
Gifts to Clients
28
5.12
29
5.13
29
5.14
Information Technology
And Other Related Information Technology Products & Services
30
Capital Expenditures
31
5.16
32
5.17
32
Overhead Expenses
33
5.19
33
5.20
34
5.21
Flight Upgrades
34
5.22
34
5.23
34
5.24
35
5.25
36
5.26
36
5.27
Benefit Payments
37
5.28
37
5.29
Petty Cash
37
5.30
37
5.31
38
CORPORATE TASKS
39
6.1
39
6.2
Disposal of a Business
40
6.3
40
6.4
40
6.5
41
6.6
42
6.7
Political Contributions
43
6.8
Charitable Contributions
43
6.9
43
6.10
44
INTRODUCTION
1.1 PURPOSE
This Business Practice is a compilation of the authority levels held by the officers and managers of KBR. The authority
levels noted herein are established in one or more documents including the Halliburton Code of Business Conduct,
Halliburton Company and KBR Corporate Policies, board resolutions, or other company-adopted pronouncements (the
Base Documents). If there is any conflict between the provisions of the Base Documents and this compilation, the
provisions of the Base Documents will prevail. Where conflicts are found, please notify the Chief Accounting Officer
(CAO) or the Vice President of Finance.
Excluding those matters requiring the Chief Executive Officer (CEO) or the Board of Directors (BOD) approval, the
Halliburton Chief Operating Officer (COO) may wish to temporarily change the limits of authority noted in this manual
from time to time. The COO will do this by written notice to the individuals in the classifications affected, as well as to
their immediate superiors. Unless extended in writing or made permanent in an action in writing, these temporary grants
of authority automatically expire six months after the date of the written notice or as specified in the grant of authority,
whichever is shorter. Temporary grants of authority should be kept on file by the recipient through the end of the next
calendar year.
1.2 SCOPE
This matrix provides KBR management a reference document for transaction approvals consistent with Halliburton
Policies, Business Practices (as applicable), or effective business internal controls.
This section deals with tasks related to acquiring work from customers.
This section includes tasks that are typically associated with work performance.
This section discusses a broad category of tasks that includes all aspects of support common to the
conduct of the business.
This section includes tasks that normally occur on a limited basis.
1.4 CURRENCY
Currency references in this manual are U.S. dollars. Non-U.S. locations should utilize the local currency equivalent based
upon exchange rates at the date of the transaction.
KBR
Non-Project Staff
Level
Indicator
A
B
C
KBR
Project Staff
Classification
Level
Indicator
Classification
A.1
B.1
C.1
D.1
D.2
Vice President
(same approval as D.1)
E.1
E.2
Project Director or
Manager/General
Manager/Operations
Manager
F.1
F.2
G.1
Manager
G.2
Manager
H.1
Supervisor
H.2
Supervisor
DELEGATION LEVELS
2.1 EXPLANATION OF AUTHORITY LEVELS
Chapters 3 through 6 consist of tables showing the limits of authority for various tasks. Where more than one position is
shown as having the same limit of authority, each position has that individual authority.
A grant of authority carries with it the responsibility for following the processes and procedures required for the
activity as well as completing required documentation.
If there is no defined level of authority for a task, consult your supervisor to determine the required course of action.
ACQUISITION TASKS
BID DEVELOPMENT
Table 3.1 PROSPECT
MARKETING
Task description: To approve
marketing activities (that cannot
be allocated to a bid) against a
fixed marketing budget .
Level of delegation
Limit of authority
Up to allocated budget.
VP Division
Limit of authority
Level of delegation
Division IRC/PRC
Halliburton Board
Level of delegation
Limit of authority
E.1
Up to bid budget
F.1
Level of delegation
Limit of authority
2,3,4,5,6,7,8,9,10, 11
Fixed Price
(US$ million)
7
Reimbursable
(US$ million)
Regional
Director
Divisional
IRC/PRC
KBR Executive
IRC/PRC
Halliburton
Executive
Halliburton
Board
Super Major
> $ 250
> $ 250
A4
A4
Large Major
$ 100 to $ 250
$ 150 to $ 250
A3
A5
Major
> $ 25 to $ 100
> $ 50 to $ 150
A5
A5
> $ 1 to $ 25
> $ 5 to $ 50
A5
A5
<$1
<$5
Intermediate
Small
A5
1,9,10
R = Recommend
Note 1:
Note 2:
Note 3:
Note 4.
Note 5:
Note 6:
Note 7:
Note 8:
Note 9:
Note 10:
Note 11:
A = Approve
10
Contract Revenue
Proposal Approval Level
Fixed Price
(US$ million) 7
Reimbursable
(US$ million)1
Tenet
IRC/PRC10
G&I
IRC/PRC6
KBR
Executive
IRC/PRC1,6
HAL CEO,
COO, CFO,
GC6
> $ 10
> $ 50
R5
Super Major
Large Major
> $250
>$100 to $250
> $250
>$150 to $250
Major
>$25 to $100
>$50 t0 $150
Intermediate
$1 to $25
$5 to $50
Small
< $1
10
< $5
10
2, 11
HAL
BOARD6
A13
R = Recommend A = Approve
Note 1:
Pricing of prospects that involve KBR margin with less than full recovery of Division and Corporate OH requires Halliburton COO approval.
Note 2:
Note 3:
Note 4:
Requires approval and sign-off of Halliburton COO. Pricing Review Form C-10 will be utilized for review.
Note 5:
Note 6:
Development Prospects involving KBR equity participation require involvement and prior approval of the VP Strategy & Project
Development before the pricing review with the Executive IRC/PRC. Pricing all projects with equity participation or third party financing
require Halliburton CEO, COO, CFO and GC approval. Projects >$25MM equity require Halliburton Board approval.
For purposes of this Approval Level chart, Fixed Price includes Lump Sum, Guaranteed Maximum Price, Unit Price or Target Price which
could lead to penalties.
Prospects involving any proprietary or licensed KBR technology require approval of the VP Technology. Prospects involving public/private
financing initiatives, project development/commercial & portfolio management, require the approval of the VP Strategy & Project
Development.
Approvals for Joint Ventures and KBR Parent Company Guarantees require review and approval of Exec IRC/PRC. Approvals for
Halliburton Parent Company Guarantees require review and approval by Halliburton COO, CAO, and CFO.
Small proposals may be reviewed and approved by Tenet IRC/PRCs or submitted directly to the G&I IRC/PRC for review and approval.
Tenet IRC/PRC Quorum membership and maximum approval levels will be established in Delegation Memoranda signed by the G&I Exec.
VP. Copies of the current Delegation Memoranda will be kept on file by the G&I Sales Manager.
Pursuits relating to projects that may eventually grow into larger projects (i.e. move to a higher Proposal Approval Level) require approval by
the body appropriate to the anticipated ultimate size of the project.
Non-binding and indicative cost estimates for projects that may eventually become Major or larger prospects require sign-off approval by the
Exec. VP G&I and the Sr. VP Communications, Government & Customer Affairs prior to submission to the client.
Halliburton CEO will determine when Halliburton Board approval is required.
Note 7:
Note 8:
Note 9:
Note 10:
Note 11:
Note 12:
Note 13:
11
12
Level of delegation
Limit of authority
D.1 Treasurer or
F.1 Assistant
Treasurer
Level of delegation
Limit of authority
D.1 Treasurer
Over $50 million in traded currencies and over $10 million in non traded currencies.
F.1 Assistant
Treasurer
Level of delegation
Limit of authority
Over $3,000,000
D.1 Treasurer
Up to $3,000,000
F.1 Assistant
Treasurer
Up to $2,000,000
Senior Credit
Analyst
Up to $250,000
Credit limit requested by the Division should not exceed the value of
the contract.
Work performed for the U.S., U.K., or Australian government
agencies do not require credit approval.
13
Level of delegation
Limit of authority
B Halliburton CFO
and General Counsel
Level of delegation
Limit of authority
B Halliburton CFO
and General Counsel
14
EXECUTION TASKS
Table 4.1 APPROVAL OF PROJECT
COST ESTIMATES AND REVISIONS
Level of delegation
Limit of authority
Level of delegation
Requisition
a) Task description: To approve requisitions for
non-project expenses.
Limit of authority
See Table 4.3 Payment of Goods and Services for Limit of Authority
for project items. Limits of authority for project managers or
authorized designees are in accordance with the approved project
control budget. If the expenditure is in excess of the project control
budget, the project managers will arrange for the budget to be
increased in accordance with documented procedures established by
the project and /or client contract.
Procurement/Subcontract
a) Task description: To make purchase order,
subcontract, and project and non-project
commitments on behalf of the company and
/ or its clients.
15
Level of delegation
Limit of authority
A.1
C.1
D.1
E.1
F.1
G.1
H.1
16
Level of delegation
Limit of authority
A.1
C.1
D.1
E.1
F.1
G.1
H.1
17
Level of delegation
Limit of authority
A.1 and B
C Halliburton CAO
Over $5,000,000
B.1 or C.1
Up to $5,000,000
D.2
E.2
Up to $2,000,000
Up to $1,000,000
F.2
G.2
Up to $500,000
H.2
Up to $250,000
Up to $50,000
Up to $10,000
F.2
18
Level of delegation
Limit of authority
Over $20,000,000
D.1 or D.2
Up to $10,000,000
E.2
Up to $5,000,000
Up to $20,000,000
Level of delegation
Limit of authority
Cost Reimbursable
Refer to IRC/PRC
Above $50,000,000
Above $100,000,000
C.1
Up to $50,000,000
Up to $100,000,000
D.1
Up to $20,000,000
Up to $ 50,000,000
E.2
Up to $5,000,000
Up to $15,000,000
Level of delegation
Limit of authority
19
Fixed Price
Cost Reimbursable
Level of delegation
Limit of authority
A.1
Over $5,000,000
C.1
Up to $5,000,000
D.1 or D.2
Up to $1,000,000
E.1 or E.2
Up to $100,000
Note: All work authorized prior to contract execution or receipt of a
binding Letter of Intent is to be reported in advance to the KBR CAO
or VP Finance, and the Law Dept.
Level of delegation
Limit of authority
A.1
Over $250,000
B.1 or B.2
Up to $250,000
D.1 or D.2
Limit of authority
Over $250,000
C.1
Up to $250,000
D.1 or D.2
Up to $100,000
E.1 or E.2
Up to $25,000
20
Level of delegation
Limit of authority
Level of delegation
Limit of authority
Over $500,000
D.1 or D.2
Up to $500,000
E.1 or E.2
Up to $ 50,000
F.1 or F.2
Up to $ 5,000
Applicable Company Policies include:
BP-GL-KBR-AF-023 Allowance for Doubtful Accounts and Write-Off
Guidelines
TREASURY
Table 4.10 HEDGING PROJECT
CURRENCY EXPOSURE
Level of delegation
Limit of authority
All project hedging for wholly owned and majority owned businesses
must be placed by the KBR Treasurers Office and approved by
Project Management.
Applicable Company Policies include:
3-0240 Exposure Management
3-9009 Financial Derivatives
4-12351 External and Intercompany Hedges
BP-GL-KBR-GL-AF-090 Translation of Foreign Currency Financial
Statements
BP-GL-KBR-AF-022, Responsibility for Collection of Past Due
Trade Accounts Receivables
BP-GL-KBR-AF-023 Allowance for Doubtful Accounts and Write-Off
Guidelines
21
Level of delegation
Limit of authority
Level of delegation
Limit of authority
All new banking services and authorized signatures for those services
are to be approved by the KBR Treasurers Office.
Level of delegation
Limit of authority
22
Level of delegation
Limit of authority
D.1 Treasurer
Level of delegation
Limit of authority
Table 4.16
BANK ACCOUNT
RESPONSIBILITY
Level of delegation
Limit of authority
D.1 VP Division
23
SUPPORT TASKS
HUMAN RESOURCES
Table 5.1 HIRING OF PERSONNEL
Level of delegation
Limit of authority
A and
A.1 or B and
Various
Various
24
Level of delegation
Limit of authority
Level of delegation
D.1
E.1
or
62.5/hourly
F.1
or
50/hourly
G.1
or
37..5/hourly
or
62.5/hourly
Level of delegation
Limit of authority
25
Level of delegation
Limit of authority
A Halliburton CEO
Level of delegation
Limit of authority
Same as (b) and (c) above. Payments made from the PUP are
made from Halliburton Executive Compensation and approved
by the Halliburton CEO.
26
Level of delegation
Limit of authority
Over $500,000
Up to $500,000
Level of delegation
Limit of authority
Level of delegation
Limit of authority
A.1 Halliburton COO and All project incentives must be included in the respective project
budgets.
B.1 KBR CAO or VP
Finance and
C.1 Sr. VP Admin and
Division Sr. VP and
D.1 Division VP A&F
Client funded project incentives do not require Halliburton COO
approval.
27
Level of delegation
Limit of authority
One up approval
Level of delegation
Limit of authority
Over $100
D.1 or D.2
28
Level of delegation
Limit of authority
C.1
Over $10,000
D.1or D.2
Up to $10,000
E.1or E.2
Up to $5,000
F.1 or F.2
Up to $500
Up to $250
Note that the Halliburton Code of Business Conduct prohibits
bribes, kickbacks, and other payoffs. Bribes, kickbacks, and
payoffs may include meals and entertainment of other than
nominal value. If in doubt, consult the Law Department.
Pre- approval of entertainment expenses over $1,000 is
required.
U.S. regulations prohibit entertainment of any kind with
U.S. government employees.
Level of delegation
Limit of authority
C.1
Over $10,000
D.1or D.2
Up to $10,000
E.1or E.2
Up to $5,000
Up to $2,500
Applicable Company Policies include:
3-0407 Travel Policy
BP-GL-KBR-GL-TRVL-102 Corporate Travel & Entertainment
(T&E) Card Program
BP-GL-KBR-AF-026 Employee Travel Advances
Travel Advance Request Procedure
Travel Advance Request Form
29
Limit of authority
Level of delegation
Capital Expenditures
Over $5,000,000
A.1 and B
Up to $5,000,000
B.1
Up to $1,000,000
Up to $100,000
Up to $50,000
A.1 or B
Over $5,000,000
B.1
Up to $5,000,000
$100,000 to $1,000,000
Up to $100,000
Up to $50,000
Up to $10,000
Disposals
Over $250,000
Up to $250,000
Up to $150,000
30
Level of delegation
Limit of authority
Halliburton Board
Over $25,000,000
Up to $25,000,000
A.1 and B
Up to $10,000,000
C Halliburton CAO
Up to $5,000,000
Up to $2,000,000
D.1
Up to $1,000,000
E.1
Up to $500,000
F.1
Up to $250,000
G.1
31
Level of delegation
Limit of authority
Net Book Value
D.1
Over $250,000
E.1 or E.2
Up to $250,000
F.1 or F.2
Up to $150,000
G.1
Up to $50,000
Any item that is proposed for disposal for an amount that is less
than book value requires the additional approval of the Division
Senior Vice President.
Based on the amount involved, the authority to conclude a sale
of property or obligate the Company in a purchase or lease of
real estate properties resides with the Halliburton Board,
Halliburton CEO, COO, CFO, CAO, Sr. VP, & General
Counsel.
Applicable Company Policies Include:
3-1015 Acquisition and Disposal of Real Properties and
Facilities
4-17008 Asset Retirement Obligations (pending)
BP-GL-KBR-AF-047 Accounting for Disposals and Transfers
of Property, Plant, and Equipment
Level of delegation
Limit of authority
32
Level of delegation
Limit of authority
A.1 and B
Over $5,000,000
C Halliburton CAO
Up to $5,000,000
Up to $2,000,000
D.1 or D.2
Up to $1,000,000
E.1 or E.2
Up to $500,000
F.1 or F.2
Up to $250,000
G.1 or G.2
Up to $50,000
H.1 or H.2
Up to $10,000
5.18 Payment
Task description: To requisition and approve
payment for non-project expenses.
Excludes computing hardware covered
under Table 5.14.
1) Financial Invoices (FI) -- Invoices for
which agreements may be in place with the
vendor but a purchase order or subcontract is
not required for payment. Examples include
expenses for utility bills, advertisement in
trade, publications, flowers, postage, catering,
client refunds, dues or subscriptions, company
telephone and long distance bills.
For Real Estate Payments, see Table 5.28 for approval levels.
Risk Management and related invoices may be approved by the
Halliburton Director or VP of Risk Management.
The U. S. Accounts Payable Authorization Form delegates in
writing the levels of authority for specific types of payments, as
shown in referenced Form below.
Applicable Company Policies include:
3-1527 Expenditure Approvals
BP-GL-KBR-GL-AF-067 Processing and Paying Invoices
US Accounts Payable Authorization Form
Level of delegation
D.1
Limit of authority
33
Level of delegation
Limit of authority
G.1, or G.2 or
One up approval.
H.1 or H.2
Applicable Company Policies include:
3-0407 Travel Policy
BP-GL-KBR-GL-TRVL-101 KBR Travel Services
BP-GL-KBR-GL-TRVL-102 Corporate Travel & Entertainment
(T&E) Card Program
Level of delegation
A.1 and
Limit of authority
Level of delegation
Limit of authority
C.1
Over $1,000
D.1
Up to $1,000
Up to $500
All non-client and spousal travel requires approval by
Halliburton COO and Sr. VP Admin. Limits apply on a per event
basis.
Applicable Company Policies include:
3-0407 Travel Policy
BP-GL-KBR-GL-TRVL-101 KBR Travel Services
BP-GL-KBR-GL-TRVL-102 Corporate Travel & Entertainment
(T&E) Card Program
Level of delegation
Limit of authority
D.1
Over $5,000
E.1
Up to $5,000
F.1
Up to $2,500
G.1 or H.1
Up to $1,000
34
Level of delegation
Limit of authority
B Halliburton CFO
Over $1,000,000
B.1 or C.1
Up to $1,000,000
D.1
Up to $500,000
35
Level of delegation
Limit of authority
C.1
Level of delegation
Limit of authority
Over $1,000,000
Up to $1,000,000
Up to $5,000,000
Over $1,000,000
Up to $1,000,000
Up to $100,000
Up to $2,500,000
Over $1,000,000
Up to $1,000,000
Up to $500,000
Up to $100,000
36
Level of delegation
E.1
Limit of authority
Over $1,000,000
Up to $1,000,000
Level of delegation
Limit of authority
E.1
Over $1,000,000
Up to $1,000,000
Level of delegation
Limit of authority
E.1 or E.2
Under $500
Level of delegation
Limit of authority
Over $500
Initial requests for funding are approved by the Treasurer and the
Project A&F Lead or Project Manager as designated by the Division
A&F Director, Division A&F VP, or Division VP. Replenishments
are approved by the Project A&F Lead or Project Manager.
Subsequent disbursements are subject to limits of authority for the
specific cost disbursement categories, as applicable
Applicable Company Policies include:
BP-GL-KBR-AF-044 Special Purpose Cash Accounts
37
Level of delegation
Limit of authority
Audit Committee
Over $150,000
Up to $150,000
38
CORPORATE TASKS
Table 6.1 EQUITY PARTICIPATION,
JOINT VENTURE, ACQUISITION
OR DIVESTITURE
Task description: To provide approvals for
equity participation, joint venture,
acquisition or divestiture in a business.
Such transaction would include, but are
not limited to:
1). an Asset Acquisition or an acquisition
of an Equity Interest in a nonaffiliated Entity;
2). the initial investment in, or subsequent
investments in, an Entity in which a
nonaffiliate will own or owns an
Equity Interest;
Level of delegation
Limit of authority
Halliburton Board
Division IRC/PRC
Authorization Table
39
Level of delegation
Limit of authority
B Halliburton CFO
Applicable Company Policies include:
3-0237 Approvals for Investments, Acquisitions and
Dispositions, and Significant Contracts
4-11192 Risk Management Issues in Joint Ventures
4-11197 Merger & Acquisition Risk Management
BP-GL-KBR-AF-047 Accounting for Disposals and Transfers
of Property, Plant and Equipment
Level of delegation
Limit of authority
Level of delegation
Limit of Authority
40
Level of delegation
Limit of authority
41
Level of delegation
Limit of authority
42
Level of delegation
Limit of authority
Level of delegation
Limit of authority
Over $1,000
Up to $1,000
Up to $250
Level of delegation
Limit of authority
43
Level of delegation
Limit of authority
Issuing Entity
Kellogg Brown & Root, Inc., other KBR entities in the U.S.
Halliburton
44