1



Board -2022 -Mtg -02-Doc 02 _FR

R ap port pour le Conseil
d?administration
22-23 juin 202 2


Le 15 juin 202 2

Chers membr es du Conseil d?administration ,
Au moment de r?diger ce rapport et de pr?parer les importantes discussions et
d?cisions qui nous attendent lors de not re prochaine r?union, je ne peux
m?emp?cher de penser au plaisir que j?ai eu ? vous voir tous ? ?vian . Je r?alise
l'importance , pour les membres du Conseil d?administration , de se r?unir en
personne . La retraite d??vian ?tait notre premi?re r?union depuis plus de deux ans
- la premi?re avec la participation de Jos? Manuel, Pr?sident de notre Conseil
d'administration, et de plusieurs autres nouveaux membres du Conseil . Elle a
permis un dialogue ouvert et constructif sur l'?volution de la situation et sur le r?le
et l'ambition de Gavi. ? la fin du mois dernier, nous avons ?galement tenu notre
premi?re r?union en pr?sentiel du Comit? des programmes et des politiques
(Programme and Policy Committee - PPC ) depuis le d?but de la pand?mie ,
r?union au cours de laquelle nous avons pu nous appuyer sur les nombreuses
discussions tenues lors de la retraite , sachant qu?elles sous -tendent les points ?
l?ordre du jour du prochain Conseil d?administration. Les discussions qui ont eu lieu
lors de notre retraite, ainsi que celles que nous avons tenues de fa?on r?currente
dans le cadre du Comit? des programmes et des politiques et du Comit? d'audit et
des finances (Audit and Finance Committee - AFC ), nous ont permis de mettre en
?vidence quelques fils conducteurs : l'?quit? comme principe f?d?rateur ; la
planification en ces temps d'incertitude, ? l?aide des enseignements de la COVID -
19 et de COVAX ; l?implication de Gavi dans la pr?paration et la riposte aux
pand?mie s (Pandemic Preparedness and Response - PPR ) ; et la sant? de
l'Alliance et de son personnel. Je me r?jouis de vous rencontrer ? la fin du mois
pour aborder ces th?mes sur la base du r?sultat de no tre r?flexion au cours de la
retraite et des discussions des diff?rents Comit?s .
L'?quit? comme principe f?d?rateur
Il faudra encore un certain temps avant de pouvoir quantifier pleinement l'impact
de la pand?mie de COVID -19. D?apr?s les estimations de l'OMS publi?es le 5 mai
2022 ? le nombre total de d?c?s associ?s directement ou indirectement ? la
pand?mie de COVID -19 (la ?surmortalit? ?) entre le 1er janvier 2020 et le
Rapport du Directeur ex?cutif

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Board -2022 -Mtg -02-Doc 02

Report to the Board
22-23 June 202 2


15 June 202 2

Dear Board members,
In drafting this Report and anticipating the important discussions and decisions
ahead , I was reflecting on how good it was to see you all in Evian and how vital it
is that we have these moments to come together in person as a Board. The Retreat
was our first in-person meeting in over two years ? the first with our Board Chair,
Jos ? Manuel, and several other newer Board Members ? and proved an important
moment for open and constructive dialogue on the shifting landscape and Gavi?s
role and ambition. Late last month, we also had our first in-person Programme and
Policy Committee (PPC ) meeting since the start of the pandemic , where we built
upon many of the discussions from the Retreat as they underpin the agenda items
coming before us at the Board. There were a few key thr eads that came through
in both the Retreat and recurrent PPC and Audit and Finance Committee (AFC )
discussions : equity as our unifying principle; planning in times of uncertainty,
including embracing the learnings from COVID -19 and COVAX, and Gavi?s
engage ment in pandemic preparedness and response (PPR ); and the health of the
Alliance and our staff. Building on these themes and the strong foundation of our
Retreat and Committee discussions, I am looking forward to our upcoming meeting
and seeing you in person later this month.
Equity as our unifying motivation
It will still be some time before we are able to fully quantify the impact of the COVID -
19 pandemic. WHO estimates released on 5 May 2022 suggest that a ?staggering
14.9 million excess deaths were directly or indirectly attributable to COVID -19
between 1 January 2020 and 31 December 2021?. The global reported number of
COVID -19 cases and deaths in Gavi eligible -countries is much lower , but testing
has always been limited and recently plummeted, whi ch also puts at risk
identification of new variants. Fortunately, South Africa is continuing to test and
sequence ; however, unfortunately the country is seeing a new outbreak of BA.4
and BA.5 Omicron variants ? while the USA is seeing BA.2.12.1 spreading and
now BA.4 and BA.5 as well. We may be done with the virus, but it is not done with
us.
Report of the Chief Executive Officer

Report to the Board

Board -2022 -Mtg -02-Doc 03 -Annex A

Annex A : Gavi 5.0 dashboard and update on key metrics
This is a technical report providing definition s of and progress against Mission and
Strategy Goal indicators in the new Gavi 5.0 measurement framework. The technical
report is populated based on available data and updated bi -annually. The available data
for 2021 included in this report relate s to Strategi c Goal (SG) 1.4, 3.1, 4.1, 4.2 & 4.3. The
remaining indicat ors will be updated in September .

Gavi 5.0 Mission Indicators
M.1: Under -five mortality rate

By increasing access to immunisation and
enabling equal access to new and underused
vaccines, Gavi support is contributing to the
reduction in under -five deaths from vaccine -
preventable diseases.

Indicator will be updated for 2021 in April 2023.
M.2: Number of future deaths averted with Gavi support

This indicator estimates the impact of Gavi -
supported vaccinations in terms of averting
futur e deaths from vaccine -preventable
diseases.

Indicator will be updated for 2021 in September
2022.

M.3: Number of future disability -adjusted life years (DALYs) averted

Reduction in overall disease burden from
vaccine -preventable diseases is one of the
ultimate impact measures of Gavi support.

Indicator will be updated for 2021 in September
2022.
M.4: Reduction in the number of zero -dose children

The indicator serves as an equity measure,
giving an indication of the reach of routine
immunisation services to missed communities,
with an emphasis on regularly reaching children
who are being missed by routine immunisation.

Indicator will be updated for 2021 in September
2022.

58 56
Target: decrease by 10%
0
20
40
2019(Baseline) 2020 2021 2022 2023 2024 2025
Target: 7 -8M
0M
2M
4M
6M
8M
10M
2021 2022 2023 2024 2025
Target: 320 - 380M
0M
100M
200M
300M
400M
2021 2022 2023 2024 2025
9.7M 12.4M
Target: decrease by 25%
0.M
5.M
10.M
15.M
2019(Baseline) 2020 2021 2022 2023 2024 2025

Board -2022-Mtg -02-Doc 00 a




G avi Alliance Board Meeting
22 -23 June 202 2
Global Hea lth Campus, Geneva , Switzerland

Monday 20 and Tuesday 21 June : Pre -Board meetings
Wednesday 22 June : 09 .00-17.30 (Board meeting Day One)
Thursday 23 June : 09 .00-17.15 (Board meeting Day Two)
Quo rum: 14

Document list

No. Docu me nt
00a Document list
00b Agenda
01a Declarations of interest
01b Minutes from 30 Novemb er ? 2 December 2021
01c Minutes from 6 April 2022
01 d No Objection Consent Decisions
01 e Consent Agenda
01f Workplan
02 CEO?s Report ? To follow
03 Strategy , Programmes a nd Partnerships : Pr ogress, Risks and Challenges
04 Financial Update, including forecast
05 COVAX: K ey Strategic Issues
06 Gav i?s potential role in pandemic preparedness response
07 Review of Fragility, Emergencies, Refugees Policy
08 Update on Malaria Vac cine Programme
09 Gavi ?s Approach to Engagement with Former and Never -Eligible Middle -Income
Countries (MICs) ? To follow
10 Committee Chair and IFF Im Board reports ? To follow
11 Review of decisions ? No paper
12 Closing remarks and review of Boa rd workplan ? No paper
No. Ad ditional Doc uments f or Informa tion (on Boa rdEffect )
A Board and Committee minutes (For i nformation only)
B CEPI 202 1 Annual Progress Report

Boa rd-2022 -Mtg -02-Doc 0 0b





G avi Alliance Board Meeting
22 -23 June 2022
Global Health Campus, Geneva, Switzerland


Monday 20 and Tuesday 21 June : Pre -Board meetings
Wednesday 22 June : 09.00 -17.30 (Board meeting Day One)
Thursday 23 June : 09.00 -17.15 (Board mee ting Day Two)
Quo rum: 14


Agenda























Nex t Board Me eting : 7-8 December 2022
29 -30 March 2023 (Board Retreat )
28 -29 June 2023
6-7 December 2023

---
Brenda Killen , Director, Governance and Secretary t o the Board, +41 22 9 09 6680 , bkillen @gavi.o rg
Joanne Goetz , Head, Governa nce, + 41 22 9 09 6 544, jgoetz@gavi.org
Please note that the Board mee ting will be recorded. This recording will be used as an aid to minute t he meeting .
A transcr iptio n of the full proceed ings will not normally be made . Shou ld a tr ansc riptio n be mad e it wil l be used
only as an aid to minute the meeting .
 

Bo ard-2022-Mt g-02-Doc 0 1a




Gavi Alliance Board Meeting
22 -23 June 202 2
Global Health Campus, Geneva, Switzerland
Quorum: 1 4
Declarations of Interest

Declarations
Section 5.5 of the Conflicts of Interest Policy for Governance Bodies states ?Members
involved in decisio n-makin g proce sses on b eha lf of Gavi must take appropriate action to
ensure disclosure of Interests and Conflicts of Inter est, and take the necessary action in
respect thereof.?
Section 6.2 of the Conflicts of Interest Policy for Governance Bodies further states , ?T he duty
to d isc lose [in 6.1 above] is a continuing obligation. This means that Members are obliged to
disclose any Interests and/or Conflict of Interest, whenever the Member comes to know the
relevant matter.?
The following declarations were made b y me mbe rs of the Bo ard on their most recent annual
statements .
Board members:
Member Org anisational Interest s

Financial/Personal/Advisor Int /
Others














Jos? Manuel Barroso , Chair




























Non e














Goldman Sachs International
(Chairman and Non -Executive
Director -Advisor); Princeton
University - Princeton School of
Public Policy, LISD, (Non
Resident Fellow); Catholic
Unive rsity of Portugal (Visiting
Professor); Centre for European
Studies (Director); Graduate
Institute of International and
Development Studies -Geneva,
(Visiting Professor); The
EUROPEAUM (Board Member);
WPL -Women Political Leaders
(Advisory Board Member); Jea n
Monnet Foundation for Europe
(Honorar y Committee Member);
European Centre for Culture,
(Honorary Co -President);
Portuguese Diaspora Council
(Chairman General Assembly);
Bilderberg Meetings (Steering
Committee Member); Concordia
(Leadership Member Counci l);
World Leadership Alliance ? Club
de Madrid (Member); Teatro Real
Madrid (International Council
member); Royal Institute of
International Affairs (Chattam

Board -202 1-Mtg -04 1
Minutes


Gavi Alliance Board Meeting
30 November 2021 ? 2 December 2021
Virtual meeting


1. Chair?s Report

1.1 Noting that the meeting had been duly convened and f inding a quorum of members
present, the meeting commenced at 15.15 Geneva time on 30 November 2021.
Prof Jos? Manuel Barroso, Board Chair, chaired the meeting.

1.2 The Chair welcomed Kenneth Lay, Chair of the International Finance Facility for
Immunisation (IFFIm) Board and other directors of the IFFIm Board ; as well as
James Hargreaves, Chair of the Evaluation Advisory Committee .

1.3 Prof Barroso provided a summary of the Board and Board Committee ?s activity
since the last Board meeting in September 2021 , which ha d included 16 formal
meetings of Gavi Board Committees and other related bodies . He noted that this
high level of engagement meant that the decisions before the Board ha d been well
prepared a nd should not require further detailed discussion .

1.4 The Chair presented a short summary of the All Chairs Group (ACG) meeting on
30 November 2021 , during which the Group had discussed the Board agenda and
recent discussions of the agenda items in the Gavi Board Committees . The ACG
also emphasised the importance of good governance practices, especially
throughout this period of uncertainty and heavy Board workload.

1.5 He reflected on the progress that ha s been seen on both Gavi core business and
COVAX. He noted that d espite pandemic -related disruptions to immunisations
services, the Alliance had achieved or exceeded all of its Gavi 4.0 mission targets.

1.6 The Chair also noted that the ambitious targets set for COVAX for 2021 ha d not
all been reached. This reflects a whole range of issues ? from export restrictions
to stockpiling to production shortfalls ? most of which were outside Gavi?s control.
But it do es not reflect any lack of commitment by those working on COVAX, who
have gone beyond expectations to find ways to bring vaccines to the developing
world. The latest figures show the impact of the ?year -end sprint? that has resulted
in 555 million doses ha ving been shipped and 1.4 billion doses having been
allocated.

1.7 He also remarked that the current period has brought new challenges, including a
recent surge in cases , the emergence of new variants , along with a clamour for
boosters and continued vaccine hesitancy , demonstrat ing that the pandemic has
not reached its end.

1.8 Prof Barroso reported that he ha d participated in several high -level engagements
recently where global leaders ha d expressed their conviction about the importance
of the work of COVAX. He also informed the Board of the honour that the

Board -202 2-Mtg -01 1

Minutes



Gavi Alliance Board Meeting
6 April 2022
Hotel Ermitage, Evian -les -Bains, France


1. Opening Remarks

1.1 Noting that the meeting had been duly convened and finding a quorum of members
present, the meeting commen ced at 16.45 Evian time on 6 April 2022. Prof Jos ?
Manuel Barroso, Board Chair, chaired the meeting which was held in closes
session.

1.2 The Chair welcomed participants to the first formal Board meeting of 2022 , noting
that this was also the first in-person Board meeting since December 2019. He
informed the Board that two members - Faisal Sultan and Yibing Wu - had joined
the meeting by phone .

1. 3 The Board Chair briefly introduced the agenda, and explained that he would ask
Seth Berkley, CEO , and Anuradha Gupta, DCEO , to leave the meeting room for
the third item on the agenda (Annual CEO Performance Review) given the
confide ntial nature of this item.

------

2. Consent Agenda

2.1 Professor Barroso informed the Board that there were two decisions on the
consent agenda:
? The appointment of Lucy Elliot as Managing Director, Audit and Investigations;
and
? Amendments to the Market -Sensitive Decisions Committee Charter.

2.2 He explained that both items had been discussed in committees and that relevant
documentation had been shared with the Board ahead of the meeting. As there
had been no requests to place any of these items on the main agenda, he
confirmed that these decisions would be covered in the review of decisions at the
end of the Board meeting.

2.3 Closing this agenda item, Professor Barroso informed the Board that they would
have the opportunity to meet the incoming Managing Director for Audit and
Investigations at the drinks reception for the Board retreat later in the day. He then
asked Seth and Anuradha to leave the meeting before the discussion of Item 3.



 

1



Board -2022 -Mtg -02-Doc 01d



Since the Nov ember/December 2021 Board meeting, six decisions have b een
circulated to the Board electronically for approval by no -objection consent in line
with Section 11 of the Board and Board Committee Operating Procedures .

1) On 1 0 January 2022 , Board members were invited to consider approval of the
appointment of CEO Se arch Committee Members .

No objections were received prior to the end of 2 0 January 2022 and the
following decision was therefore entered into the record:

In accordance with Decision 1 of the Gavi Board at its meeting on 30 November
2021, and with Section 11.3 of the Board and Board Committee Operating
Procedures, on a no -objection basis, the Gavi Alliance Board:

Confirmed that the composition of the CEO Recruitment Search C ommittee
be constituted as follows:

Jose Manuel Barroso, Board Chair and S earch Committee Chair
Sarah Goulding (Governance Committee Chair ? ex officio)
Beth Arthy
Zsuzsanna Jakab
Violaine Mitchell
David Sidwell
Faisal Sultan

2) On 27 January 2022 , Board members were invited to consider approval of the
appointment of an Alternate Board Member.

No objections were received prior to the end of 8 February 2022 and the
following decision was therefore entered into the record:

In accordance with Section 11.3 of the Board and Board Committee Operating
Procedures, on a no -objection basis, the Gavi Alliance Board:

Appointed Takeshi Akahori as Alternate Board Member to Sarah Goulding
representing Japan, effective immediately and until 31 December 2023.


SUBJECT : NO -OBJECTION CONSENT DECISIONS
Agenda item: 01 d
Category: For Decision
Report to the Board
22 -23 June 2022

June 202 2
INVESTMENT COMMITTEE CHARTER
1. P U RP O S E
The Investment Committee (?Committee? or ? the I C?) is established by the Board
(?Board?) of the Gavi Alliance (?Gavi?) to support the Board in fulfilling its oversight
responsibilities in a timely manner in respect of the management of Gavi?s investments .
This is done in a manner consistent with Gavi?s operating needs and overall programme
goals, asset preservation and growth within Gavi?s investment portfolio, and p rude nt
maximis ation of risk - adjusted returns on investment consistent with objectives stated in
the Investment Policy.
The Committee is to provide assurance to the Board on the effectiveness of
Gavi?s investment portfolio.
The Committee will review, monitor and make recommendations to the Board on the
areas within its scope of responsibilities and on any other matters which the Board may
request.
Words and expressions used in this Charter shall, unless the context requires otherwise,
have the meaning attributed to them in the Gavi Board and Board Committee Operating
Procedures (?Operating Procedures?) .
2. M E M B E RS H I P
The membership , resources, responsibilities and authorities of the Committee to perform
its role effectively are stipulated in this Charter, which may be amended by the Board as
and when required or deemed necessary and are specifically governed by Article 18 of
the S tatutes and Section 18 of the Operating Procedures.
A. Composition and size
The composition of the I C shall allow it to function efficiently and effectively in fulfilling
its functions and responsibilities . The composition of the IC is intended to comprise
individuals suitably competent in the affairs and issues falling within the Charter so as to
be able to provide the Board and the Secretariat with sound advice on matters set out in
this Charter.
Doc 01e - Annex A

Report to the Board


1
Board -2022 -Mtg -02-Doc 01 e-Annex B
Annex B: Decision language for co -financing flexibilities approved by the Board in
December 2019
In December 2019, the Board approved an approach to apply co -financing flexibilities for
countries facing severe fiscal distress and/or a humanitarian crisis. The paragraphs below
describe the approach that was submitted to the PPC and Board and approved.
Paragraphs 2.8 to 2.10 of Doc 04 to the PPC in October 2019

2.8 Definition: The proposed approach is summarised in Figure 4 . Given the
unpredictable nature of such events, it would not be possible to define a priori
indicators and thresholds that would be universally valid to identify countries which
might need co -financing flexibilities. However, it would be governed by clear
principles. At its core are the underlying principles that Co -financing Policy
flexibilities should only be envisaged in very rare, exceptional circumstances,
created by severe economic and fiscal distress (significantly beyond the usual
fluctuations of economic cycl es, e.g. , annual GNI drop of 30%) or humanitarian
crises (i.e. widespread, large -scale conflict or disasters of such magnitude that
profoundly hamper the delivery of health services ). In the case of humanitarian
crises, a country would only be considered f or co -financing flexibilities if it were
also contemplated under Gavi?s Fragility, Emergencies and Refugee (FER) Policy 1
to align with a broader set of flexibilities they might access. To complement these
principles, operational guidelines would be develop ed to promote process
consistency. Detailed background analyses are summarised in Appendix 4 of
Doc 04 to the PPC in October 2019 and provide examples of indicators that could
be leveraged at the operationalisation process to inform the identification of
possible cases.
2.9 Support: Proposed flexibilities include:
a) Countries facing severe fiscal distress : in these situations, co -financing
obligations could be adjusted as per the rules prevailing in the country?s
previous phase. To illustrate this using current co -financing rules, this means
that co -financing obligations for countries in preparatory transition phase would
not increase (as for countries in initial self -financing), and countries in
accelerated transition phase would see their year -on -year c o-financing
obligations increase by 15% (as for countries in the preparatory transition
phase). Specific ramp -up rates will be reviewed as part of Phase II of the policy
review.
b) In countries facing humanitarian crises : as a reflection of the severity of the
disruption in government functioning inflicted by a large humanitarian crisis, co -
financing obligations would be temporarily waived on an annual basis.
2.10 Governance : It is envisaged that the decision -making process for the application
of fle xibilities would rely on a similar process as the one described for the mitigation
of risk of unsuccessful transition ( Figure 3 ). Although humanitarian crises or
severe fiscal distress episodes are inherently difficult to predict, the PPC and the