Multi-Sig, Approvals, and Why Governance Is the First Line of Compliance
Last week, I worked through the Runway-First Framework — how to decide what portion of reserves is even eligible for Bitcoin allocation.
This week, the question shifts from “how much?” to “who decides and who controls it?”
My Reality in the Pilot (One-Person Company)
In my own business, the answer is straightforward: I’m the only person employed full-time, so I cannot implement true segregation of duties.
For now, my “control” is simply:
- No Bitcoin gets allocated until the 18-month fiat runway is protected.
- I document my decision-making process, so that as the business grows, controls can be slotted in.
This is the reality for many SMEs and solo founders. Governance starts as a principle, even before it can be a process.
Why Governance Comes First
For larger companies or any organisation with a board, CFO, or finance team, governance is non-negotiable. It’s the first line of compliance:
- Regulators expect it.
- Auditors check for it.
- Boards are accountable for it.
In South Africa, King IV™ corporate governance principles are clear: the governing body must ensure effective controls, compliance, and integrity of financial information.
The FSCA’s fit & proper standards for licensed entities also demand segregation of duties, independent oversight, and robust internal controls.
Even though ordinary companies holding Bitcoin on their balance sheets are not financial service providers, adopting “regulator-grade” governance makes boards, investors, and auditors far more comfortable.
What Better Practice Looks Like
A strong Bitcoin treasury governance model should include:
1. Segregation of Duties
- Originator – proposes allocation or transfer (e.g., CFO).
- Approver(s) – review & sign off (e.g., CEO, board chair, independent director).
- Executor – performs the transaction (e.g., custodian, finance ops).
2. Approval Thresholds
- Smaller ≤ $5k: 2-of-3 signatories.
- Medium $5k–$50k: 3-of-4 (must include CEO or board).
- Larger (>$50k): approval must include an independent non-executive director (audit chair if one exists).
In practice, SMEs may only have 3–4 available signatories. The principle is the same: increase quorum as transaction size increases, and always include at least one independent.
3. Exception & Emergency Pause
- Any of CFO, board chair, or audit chair can suspend transactions.
- Full board notified within 24 hours; auditors within 7 days.
4. Documentation
- Every transaction logged with initiator, approvals, wallet addresses, tx IDs.
- Records retained for 7 years (aligns with King IV + IFRS audit practice).
This Week’s Artifact
I’ve prepared a Governance SOP Checklist that companies can adopt and adapt.
It includes:
- RACI role mapping.
- Approval thresholds by transaction size.
- Exception & pause procedures.
- Compliance references (King IV + FSCA).
- A sign-off section for formal board adoption.
📄 Download the free Governance SOP Checklist (PDF)
Why This Matters Now
Even if you’re a small business today, writing down your governance intent prepares you for tomorrow. Banks, auditors, and potential investors will all ask:
- Who approves these transfers?
- What controls prevent a single person from moving funds?
- What happens if something goes wrong?
Having an SOP ready, even if the “roles” are all you right now, is the difference between winging it and showing fiduciary duty.
Next Week
We’ll move from who signs to where it lives: custody and vendor due diligence.
🔗 This is Part 3 of the Bitcoin Treasury Series. Find the full archive here.