27 th Board of Directors Meeting

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Summary of Decisions
27th Board of Directors Meeting
4th June 2015, Berlin
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27TH BOARD OF DIRECTORS MEETING 4 JUNE 2015
27th Board of Directors Meeting
Berlin, 4th June 2015
SESSION V: WELCOME AND OVERVIEW OF AGENDA
Decision: the agenda was approved and Conflict of Interest report noted by the Board
members.
SESSION VI: NOMINATIONS COMMITTEE REPORT - ELECTIONS
Decisions: The Board re-elected Joachim von Braun and Stanley Zlotkin for a second three
year term, starting 4 June 2015 and ending 4 June 2018. Joachim von Braun was re-elected
Board Vice Chair, and Nominations Committee Chair for the duration of his three-year term.
Stanley Zlotkin was re-elected to the Board Program Committee as Member for the duration
of his term.
The Board elected the new Board Chair, Vinita Bali for a three-year period, starting on 1
November 2015 and ending on 1 November 2018. The transfer of duties will occur on 1
November 2015. The Board thanked Jay Naidoo for his enormous contribution to GAIN over
the past twelve years.
The Board elected Jay Naidoo as Partnership Council Chair for a two year term from 4 June
2015 until 4 June 2017, acknowledged his end of term of current Board Chair on 1 November
2015. The Board noted that Jay Naidoo will be ex-officio Board Member for the duration of his
term as Partnership Council Chair ( 4 June 2015 until 4 June 2017).
The Board elected Michèle Costafrolaz as Board Member and new Finance and Audit
Committee Chair for a three-year term starting 1 November 2015 and ending 1 November
2018.
The Board acknowledged end of term of current Finance and Audit Committee Chair and
Board Member Pierre Henchoz, ending on 1 November 2015.
The Board elected Omar Dary as Board member for a three-year term, starting on 4 June 2015
and ending on 4 June 2018. The Board elected Omar Dary to the Board Program Committee
as Member for the duration of his term.
The Board elected Rhoda Peace Tumusiime as Board member for a three-year term, starting
on 4 June 2015 and ending on 4 June 2018.
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27TH BOARD OF DIRECTORS MEETING 4 JUNE 2015
The Board acknowledged end of term of Board Member Admassu Tadesse, ending on 4 June
2015.
The Board acknowledged end of Finance and Committee Member term of Vinita Bali, ending
on 4 June 2015.
SESSION VII: REVIEW OF GAIN’S PERFORMANCE: MID-TERM PERFORMANCE
REPORT AND KPIs
Decisions: The Board approved the MPR report for 2015/2016 and agreed that a session on
the revised KPIs be placed on the agenda for the December Board meeting.
SESSION VIII: UPDATE ON THE FORTIFICATION ASSESSMENT COVERAGE TOOL
(FACT)
Decision: for information purposes only
SESSION XI: A FINANCE AND AUDIT COMMITTEE (FAC) REPORT
Decisions: The Board was presented with the following list of recommendations and the
Board provided their approval
The FAC approved, and recommended Board approval for the opening of legal entities in
Denmark and Rwanda and the closing of the Singapore Office: the Board approved the
recommendation.
The FAC approved the PWB 2015-16 .
The FAC approved the Security Policy and took note of the attached annexes which include
memos on Board Liability and Duty of Care, and Standard Operating Procedures: the Board
took note and ratified the approval.
The FAC approved the modifications to the Bylaws to clarify the delegation of authority of
Security duties from the Board to Management and recommends full approval to the Board:
the Board approved the modifications to the Bylaws.
The FAC approved the proposals on Board visibility and recommends approval to the full
Board: the Board approved the proposal presented.
SESSION IX: LARGE-SCALE FOOD FORTIFICATION: FUNDING LANDSCAPE
Decision: for information purposes only.
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27TH BOARD OF DIRECTORS MEETING 4 JUNE 2015
SESSION XIII-B: IMPROVING ACCESS TO ADEQUATELY FORTIFIED FOODS IN
AFGHANISTAN VIA PAKISTAN EXPORTS PROJECT
Decision Required: The Board approved in principal of funding for project above BPC
threshold of $4 million, which amounts to $5 million for a two year project length.
SESSION X: UPDATE ON GAIN’S CORPORATE STRATEGY AND OPERATING
MODEL
Decision: The Board took note of the Strategy document and overall was positive with the
direction presented by Management. It was agreed that at the next Board meeting, the Board
will review GAIN’s MIYCN sub-strategy.
SESSION XII: PROGRAMME OF WORK AND BUDGET 2015-2016
Decision: The Board approved the PWB 2015/2016
SESSION XIV-A: GOVERNANCE REVIEW
Decision: The Board concluded that the Board should go ahead with the Governance review.
SESSION XIII: BOARD PROGRAMME COMMITTEE REPORT
Decision: the Board approved the recommendations of the BPC report with note that the role
and approval process for projects in GAIN needed to be refreshed to match the current
context.
SESSION XI-B: THE FINANCIAL HIGHLIGHTS
Decision: for information purposes only, the Board took note of the Financial Highlights for
2014/2915.
SESSION XIV-B: AMENDMENTS TO THE BYLAWS
Decision: The Board approved the proposed amendment to the GAIN By-laws.
SESSION XIV-C: BOARD AND PARTNERSHIP TRAVEL POLICY
Decision: the Board welcomed the policy and offered feedback on their own organization’s
practices.
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27TH BOARD OF DIRECTORS MEETING 4 JUNE 2015
SESSION XIV–D: PLANS FOR THE NEXT BOARD MEETING
Decision: the Board approved the following dates and locations for the next Board meetings:
28th Board Meeting, Dhaka, Bangladesh
30 November: FAC and BPC Meetings; 1 December: Board Meeting; 2 December: Project
Visits
29th Board Meeting, June 2016, Geneva, Switzerland
14 June: FAC and BPC Meeting; 15 June: Partnership Council/Board Joint Meeting; 16 June:
Board Meeting
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