DOCUMENT ADMINISTRATION
VERSION
NUMBER APPROVAL PROCESS DATE
1.0
Approved by: Gavi Alliance Board 2 - 3 December 2015VERSION
NUMBER APPROVAL PROCESS DATE
1.0 Prepared by: Internal Audit
Approved by: Gavi Audit and Finance
Committee 11 April 2012
2.0 Review ed and recommended by: Gavi
Audit and Finance Committee 22 April 2013
Approved by: Gavi Alliance Board 11 June 2013
3.0 Revised by: Audit and Investigations
Reviewed and recommended by: Gavi
Audit and Finance Committee 6 November 2015
Approved by: Gavi Alliance Board 2 December 2015
4.0 Revised by: Audit and Investigations
Reviewed and recommended by: Gavi
Audit and Finance Committee 25 April 2019
Approved by: Gavi Alliance Board 26 June 2019
5.0 Revised by: Audit and Investigations
Reviewed and recommended by: Gavi
Audit and Finance Committee 22 June 2020
Approved by: Gavi Alliance Board 24 June 2020
6.0 Revised by: Audit and Investigations
Reviewed and recommended by: Gavi
Audit and Finance Committee 30 November 2022
Approved by: Gavi Alliance Board 7 December 2022 Gavi Alliance
Audit and Investigations:
Terms of Reference
Version 6 .0

Doc 01d - Annex D

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Board -2022 -Mtg -03 -Doc 01d

Report to the Board
7-8 December 2022

Subject Consent Agen da ? Updated as at 5 December 2022 DRAFT
Agenda item 01d
Category For Decision

Section A : Introduction
Ten recommendations are being presented to the Board under the Consent Agenda
for consideration. Detailed information on the items can be found in the relevant
Committee papers in a dedicated folder on BoardEffect at:
https://gavi.boardeffect.co.uk/workrooms/6459/resources/211597
Section B : Actions Requested of the Board
The Gavi Alliance Board is requested to consider the following recommendations from
the Gavi Alliance Governance Committee, Audit and Finance Committee and
Programme and Policy Committee.
Decision One ? Board Chair Rea ppointment
The Gavi Alliance Governance Committee recommends to the Gavi Alliance Board
that it:
a) Reappoint Jos? Manuel Barroso as an Unaffiliated Board member through to
31 December 2025; and
b) Reappoint Jos? Manuel Barroso as Board Chair, with individual signatory
authority on behalf of the Gavi Alliance, for a seco nd term through to 31 December
2025.
Decision Two ? Board Committee Chair Appointment
The Gavi Alliance Governance Committee recommends to the Gavi Alliance Board
that it:
Appoint Yibing Wu as Chair of the Investment Committee effective 1 January 2023
and until 31 December 2023.

 

Classified as Internal #
Gavi Alliance Board Workplan 2023 Gavi Board Paper Type Jan/Feb Mar/Apr June Nov/Dec Mar/Apr June Nov/Dec Mar/Apr June Nov/Dec Mar/Apr June Nov/Dec Mar/Apr June Nov/Dec
A.Strategy/Performance/Risk/MEL CEO's Report CEO's Report Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion 2021-2025 Strategy Strategy, Programmes and Partnerships: Progress, Risks and ChallengesDiscussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion 2021-2025 Strategy Gavi 5.0Decision
Measurement Framework (Targets & Indicators) Strategy, Programmes and Partnerships: Progress, Risks and ChallengesDecision
Innovation TBDInformationInformation Information
Private Sector Engagement TBDInformationInformationInformationInformation
Civil Society and Community Engagement Approach TBDInformationInformation
Gavi role in Pandemic Preparedness and Response TBDDecision
Partners' Engagement Framework Strategy, Programmes and Partnerships: Progress, Risks and ChallengesDiscussion
Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Discussion Disease Surveillance and Diagnostics in Gavi 5.0 TBDDecision Discussion Risk and Asurance Report Risk and Assurance ReportDecisionDecisionDecisionDecisionDecisionDecision
2026-2030 Strategy TBDDecision Guidance Decision Discussion Discussion Discussion Discussion Funding Policy Review DecisionGuidanceDecisionMeasurement Framework (Targets & Indicators) TBD Decision Guidance Decision B.Vaccines & Sustainablity Typhoid TBD Information Pneumococcal AMC (Advance Market Commitment) TBD Information Hexavalent Investment Case TBD Decision Decision Malaria Co-financing TBD Decision Decision Vaccine Investment Strategy TBD Decision Decision Decision Decision COVAX - Key Strategic Issues COVAX/COVID-19 Vaccine Programme Decision Information Information Gavi's role in future COVID-19 Vaccine Programme COVAX/COVID-19 Vaccine Programme TBD Decision Information Gavi's role in support to Regional and African manufacturing Gavi's role in support to Regional and African manufacturing TBD Decision C.Policy Transparency and Accountability Policy Decision Decision D.Country Programmes
Nigeria TBD
InformationInformationInformationInformation
PNG TBD
InformationInformation
Strategic Partnership with India Strategic Partnerships with India
Information
Post-Transition Support (e.g. Angola, Timor-Leste) TBD
Information
Fiduciary risk assurance and financial management capacity building Fiduciary risk assurance and financial management capacity building
DecisionInformation
Middle-Income Countries approach TBD Information Information E.Finance/Audit & Investigations Annual Accounts Annual Financial Report Decision Decision Decision Decision Decision Decision Financial ForecastFinancial Update, including forecastDecisionDecisionDecisionDecisionDecisionDecision
Budget Financial Update, including forecastDecisionDecisionDecisionDecisionDecisionDecision
Programme Funding Policy Consent AgendaDecisionDecision
Treasury Governance Policy Consent AgendaDecisionDecision
Treasury Risk Management Policy Consent AgendaDecisionDecision
Independent Auditor Selection and Evaluation Policy Consent AgendaDecisionDecision
Audit & Investigations Report Audit & Investigations Report Information Information Information Information Information Information F.Governance
Board Chair Appointment Consent AgendaDecision Decision
Board Vice Chair Appointment Consent AgendaDecisionDecision DecisionDecision
Committee Chair Appointments Consent AgendaDecisionDecision DecisionDecision
Board and Committee Appointments Consent AgendaDecisionDecision DecisionDecision
IRC Appointments Consent AgendaDecision
CEO Appointment Consent AgendaDecisionDecision
Secretary Appointment Consent AgendaDecision
Treasurer Appointment Consent AgendaDecision
Appointment of MD A&I Consent AgendaDecision
Amendments to Governance Documents (Statutes, By-Laws, Committee Charters) Consent AgendaDecision
IRC Terms of Reference Consent AgendaDecision
Audit & Investigations Terms of Reference Consent Agenda Decision G.Reporting Committee Chair Reports Committee Chair and IFFIm Board reports Information Information Information Information Information Information Information Information Information Information Information IFFIm Chair Reports Committee Chair and IFFIm Board reports Information Information Information Information Information Information Information Information Information Information Information Replenishment/Resource Mobilisaton TBD Discussion Discussion Discussion HR Report Closed Session Information Information Information Information Information Information Information Information Information Information Information Annual Report on Implementation of the Gender Policy Annex to Strategy paper Information Information Information Information Information Information CEPI Progress Report Annex to Board pack/On BE as additional materials Information Information Information Information Information Information Information Information Information Information Information Board and Committee minutes Annex to Board pack/On BE as additional materials Information Information Information Information Information Information Information Information Information Information Information H. Technical Briefing Sessions
Vaccine Investment Strategy Discussion Discussion Health Systems & Immunisation StrengtheningEvaluation Discussion Discussion Discussion Discussion Discussion
20262027 Last updated - 23 November 2022
Next Board Meetings: 30-31 March 2023, Retreat
28-29 June 2023
6-7 December 2023
20242025

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Board -2022 -Mtg -03 -Doc 02a FR

Rapport pour le Conseil d?administration
7-8 d?cembre 2022

Rapport du Directeur ex?cutif

30 novembre 2022
Chers memb re s du Conseil d?administration ,
Comme toujours, je suis tr?s impatient de vous voir ? Gen?ve dans quelques
semaines . Cette r?union du Conseil d'administration a lieu au moment crucial o?
l'Alliance s'engage dans ce qui correspond certainement pour certains ? une "nouvelle
normalit?" - tr?s diff?rente du contexte dans lequel nous op?rions avant la pand?mie.
L'ordre du jour de notre prochaine r?union refl?te bien la complexit? et le climat
d'incertitude dans lesquels nous poursuivons notre travail. La pand?mie continue
d'occuper le devant de la sc?ne, ce qui donne lieu ? un certain nombre d?hypoth?ses
qua nt ? l??volution mondiale de la situation sanitaire et des risques de perturbations ,
notamment au niveau de la vaccination . Parall?lement , nous assistons ? une
recrudescence des tensions g?o politiques, des probl?mes macro?conomiques et des
?pid?mies, ce qui ?videmment, a des r?percussions sur notre travail.
C?est ainsi que , lors de notre prochaine r?union, nous allons devoir, pour la premi?re
fois dans l'histoire de Gavi, modifier ? mi -parcours la strat?gie (Gavi 5.0) qui d?finit
nos priorit?s et nos programmes , pour passer ? ce que nous appelons Gavi 5.1. En
raison ?galement de l'?volution tr?s rapide de tout ce qui nous entou re , nous vous
demanderons de donner votre accord "de principe" ? un programme , celui qui
concerne la vaccination contre la COVID -19. De fait, nous reconnaissons ainsi que,
m?me si nous savons que beaucoup de choses vont encore changer au cours de
l'ann?e ? venir, y compris la demande des pays pour les vaccins contre la COVID -19 ,
nous savons aussi qu?il nous faut commencer ? nous projeter d?s main tenant si nous
voulons pouvoir soutenir les pays, de quelque mani?re que ce soit, au -del? de 2023.
Alors que nous cherchons ? avancer sur un certain nombre de fronts, nous devons
tenir compte des capacit? s des pays, aussi bien que de celles des partenaires de
l?Alliance et du Secr?tariat de Gavi , ainsi que de leurs limites . La p?riode actuelle
d'instabilit? mondiale va probablement se prolonger , et c'est pourquoi, en tant
qu'Alliance, nous devons continuer ? accorder la priorit? ? la vaccination syst?matiqu e
pour lui ?viter tout nouveau recul, au rattrapage des enfants qui ont ?t? laiss?s de
c?t?, et plus particuli?rement des enfants z?ro dose et des communaut?s oubli?es .
Par ailleurs, nous devons continuer ? faire preuve d'agilit? pour pouvoir nous adapter
aux nouvelles incertitudes et tirer parti des ?valuations et des enseignements tir?s de
la riposte ? la COVID -19 et de COVAX, afin de mieux r?pondre aux besoins des pays,
notamment en ce qui concerne les ?pid?mies ?mergentes ou en cours.
Il s'agit d'un v?ritable exercice d'?quilibriste, mais je suis convaincu que l'Alliance du

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Board -2022 -Mtg -03 -Doc 02a

Report to the Board
7?8 December 2022

Report of the Chief Executive Officer

30 November 2022
Dear Board Members,
As ever, I am very much looking forward to seeing you in Geneva in a week ?s time.
This Board meeting is taking place at a critical moment, when as an Alliance we are
embracing what must certainly be described as a ?new normal? for some ? quite
different from our pre -pandemic operating context.
We need look no further for evidence of the complexity and uncertainty in which we
continue to work than the agenda of our upcoming meeting. The pandemic continues
to loom large, presenting a number of possible trajectories and disruptions to global
health and immunisation. At the same time, we are witnessing increased geopolitical
tensions, macroeconomic troubles and disease outbreaks, all of which are impacting
our work.
As a result, at our upcoming meeting, for the first time in the history of Gavi we will be
evolving our programme strate gy mid -cycle into what we call Gavi 5.1. Also as a result
of the very fast -moving environment, we will be requesting you to approve an
?in principle? programme, that of COVID -19 vaccination. This is in acknowledgement
of the fact that, while we know much will evolve over the year ahead, including country
demand for COVID -19 vaccines , we also know we must start planning now if we wish
to support countries in any capacity beyond 2023.
As we look to move forward across a number of fronts, we must take into account the
capacity limitations among countries, Alliance partners and the Gavi Secretariat alike.
The current period of global instability is likely to continue, and therefore as an Alliance
we need to continue to prioritise avoiding further backslidi ng of routine immunisation,
catching up missed children , and reaching more zero -dose children and missed
communities. At the same time, we must continue to retain our agility in adapting to
new uncertainties, and leverage evaluations and learnings from COV AX and COVID -
19 response, so we can better respond to country needs ? especially with regards to
ongoing and emerging outbreaks.
This is quite the balancing act, however I strongly believe the Vaccine Alliance remains
well positioned to deliver. In many wa ys, the pandemic and COVAX have brought the
Alliance closer than ever before. Indeed, this experience has shined a light on how
impactful our Alliance can be when we work in lockstep. But not every member of the
Alliance was working on COVAX , and therefore we need to make sure that all Alliance
partners feel connected.

1


Board -2022 -Mtg -03-Doc 02b

Report to the Board
7-8 December 2022

Subject Strategy, Programmes and Partnerships: Progress, Risks and
Challenges
Agenda item 02b
Category For Information
Section A : Executive Summary
Context
This report provides a progress update on the implementation of Gavi 5.0 and
associated risks 1. WHO -UNICEF coverage estimates (WUENIC) for 2021 confirm ed
the Al liance?s expectations that 2021 would continue to see ongoing disruption of
routine immunisation (RI) , largely related to th e COVID -19 pandemic . The number
of zero -dose children in Gavi -supported countries has increased by 5% to 12.5 million ,
and routine immunisation coverage (diphtheria , tetanus , and pertussis third dose -
DTP3 ) decre ased by another percentage point (pp) in 2021 compared with 2020 . At
the same time, there are signs of resilience and recovery. Gavi -supported countries
delivered ~3.5 time s more vaccines in 2021 alone, than in 2020. The rate of DTP3
coverage decline slowed when compared to 2020. Further, one third of Gavi -supported
coun tries saw a DTP3 increase in 2021 . Positive trends in administrative data from a
subset of countries from the first half of 2022 suggest s more children are being reached
with DTP3 than in the same period in 2019 (pre -pandemic) . In addition, countries
managed to expand breadth of protection 2 whilst also delivering 1.65 billion COVID -19
vaccine doses. This is a testament to the hard work of countries and the Alliance , and
the critical role of the Alliance?s long -standing investments in strengthening health and
immunisation systems , especially so, in the wider context of the pandemic .
Questions this paper addresses
How is the Alliance perform ing against its mission , strategic goals and indicators ,
and h ow has the context of the COVID -19 pandemic impacted progress ?
What are the key risks and challenges being seen across the Alliance ?s strategic
performance, programmes and partnerships, and what actions are being taken to
address these?



1 Associated risks refer to the top risks in the Risk & Assurance Report 2022 (see Doc 5). 2 This measures the extent to which countries have introduced and scaled up Gavi -supported vaccine .
For further information see Annex A

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Board -2022 -Mtg -03 -Doc 03

Report to the Board
7-8 December 2022

Subject Country Programmes
Agenda item 03
No paper

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Board -2022 -Mtg -03-Doc 04a

Report to the Board
7-8 December 2022

Subject Financial update, including forecast
Agenda item 04a
Category For Decision
Section A: Executive Summary
Context
This paper presents the updated Financial Forecasts for Gavi 5.0 (2021 -2025), COVAX
AMC (2020 -2023) and Gavi 6.0 (illustrative) (2026 -2030) to the Board for approval
based on a recommendation from the Audit and Finance Committee (AFC).
The Gavi 5.0 forecast confirms sufficient financial flexibility given the uncertain context
with US$ 183 million available for future investments.
? The updated forecast includes the impact of the HPV relaunch (US$ 167 million) and
proposed revision to the Eligibility & Transition and Co -Financing policies
(US$ 80 million), both of which are being presented for decision at this meeting.
? The underlying forecast reflects a decrease of US$ 301 million in resources due to
the impact of macro -economic factors (noting no chang e to underlying pledges), and
a decrease in programmatic expenditures of US$ 317 million reflecting continued
disruption of routine immunisation due to the pandemic as well as greater visibility
on country needs and absorptive capacity (based on existing r esources in -country) .
? Key elements of Gavi 5.1 are still under development and therefore this updated
forecast does not include programmatic estimates related to regional manufacturing
diversification, a potential ongoing routine COVID -19 immunisation pro gramme, or
Gavi?s future role in pandemic preparedness and response, noting these elements
are pending further Board approval.
The COVAX AMC forecast reflects the status of ne gotiations with COVID -19 vaccine
manufacturers and includes a n estimate of US$ 1 .9 billion reduction in vaccine liability .
Included in the forecast is US$ 2.7 billion under the Pandemic Vaccine Pool, with
US$ 0.8 billion anticipated to be used in 2023, subject to AMC Investors Group
approval. Therefore, US$ 1.8 billion is anticipated to be available to respond to potential
future escalations in the pandemic.
Questions this paper addresses
Is there sufficient funding available to deliver on Board -approved priorities for Gavi 5.0
and COVAX AMC, with adequate financial flexibility remaining to respond to the
uncertain operating context?
What elements of Gavi 5.1 are included in the financial forecast, and which items still
require financial implications to be determined and reflected?

1


Board -2022 -Mtg -03-Doc 04b

Report to the Board
7-8 December 2022

Subject Partners? Engagement Framework and Secretariat Budget
(2023 ?2024)
Agenda item 04b
Category For Decision
Section A : Executive Summary
Context
This paper presents the operating budget s for the Gavi Secretariat , COVAX AMC
(COVAX) and Partners? Engagement Framework (PEF) for the fiscal years 202 3 and
202 4 to the Board for approval based on a recommendation from the Audit and
Finance Committee (AFC) .
The proposed Secretariat budget for 2023 and 2024 is in line with the total Gavi 5.0
envelope included in the Board approved Financial Forecast , including the additional
budgets approved for the special initiatives (Malaria, Diagnostics and Middle -Income
Country strategy (MICs) ), with the US$ 45 million underspend from 2021 and 2022
rephased across the strategic period . This rephasing reflects the anticipated
acceleration of activities delayed due to the pandemic and higher inflation, as well as
provid ing a level of flexibility to enable the Secretariat to respond to uncertainties and
evolving needs given that we are still operating in the context of the pandemic as well
as enhanced global economic uncertainty. This flexibility will also enable certain
ope rating costs associated with Gavi 5.1 to be absorbed , specifically the human
papillomavirus (HPV ) vaccine relaunch and some of the potential costs relating to
regional manufacturing diversification (noting these are still to be determined) .
The Secretariat budget does not yet reflect the efficiency gains and synergies to be
realised through the new Operational Excellence approach . The Operational
Excellence framework is structured around 5I?s: Innovate (e.g. EVOLVE), Integrate
(e.g. COVAX Integration), Improve (e.g. simplify the way we work ), Invigorate (Gavi?s
culture and employee engagement ) and Inform (change management and
communication ). The full financial impact of the Operational Excellence initiatives and
related needed capabilities still need to be qualified and quantified . This will include a
holistic view of implementation costs (funded under the existing budget) , financial
benefits, impact on the organisation design and workforce, and a multi -year timeline
for execution.
The proposed COVAX budget is in line with the 2020 -2023 budget envelope approved
by the Board , with the US$ 10 million underspend from 2022 rephased to 2023 . The
Board has approved the COVAX mandate until the end of 2023 .
A potential COVID -19 vaccine programme from 2024 onwards as well as Gavi?s role
in pandemic preparedness and response (PPR) is being considered as part of Gavi
5.1. An in -principle decision on these Gavi 5.1 priorities is being requested by the

Gavi

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Board -2022 -Mtg -03-Doc 05
Report to the Board
7-8 December 2022

Subject Risk and Assurance Report
Agenda item 05
Category For Decision
Section A : Executive Summary
Context
The Gavi Board has ultimate responsibility for overseeing the most significant risks of
the Alliance and related mitigation , and for agreeing on overall risk appetite. It
therefore receives an annual comprehensive Risk & Assurance Report (see Annex A).
Questions this paper addresses
The Risk & Assurance Report discusses the most critical risks that could potentially
have an impact on the ability of the Alliance to achieve its mission and strategic goals.
The report has been reviewed and recommended for approval by the Audit & Finance
Committee (AFC). The Gavi Alliance Board is requested to approve the report
attached as Annex A and to provide guidance on the questions outlined below .
Conclusions
This year?s report prioritises 18 top risks, and shows that Gavi?s overall risk profile has
changed, with seven top risks increasing and three top risks decreasing. One risk
exposure is deemed to be outside of Gavi?s risk appetite with intensive mitigation still
ongoing .
Section B : Risk and Assurance Report 202 2
1. Portfolio discussion on top risks to the Alliance
1.1 This is the 7th annual Risk & Assurance Report which discusses the most
critical risks that could potentially have an impact on the ability of the Alliance
to achieve its mission and strategic goals. The report provides an update on
risk management across the Alliance, an analysis of macro -trends affecting
Gavi?s risk profile, an overview of key changes in top risks compared to last
year, and an overview of how current levels of risk compare to Gavi?s risk
appetite ( i.e. its willingness to accept being exposed to certain risks) as per
Gavi?s Risk Appetite St atement 1 approved by the Board. Detailed information
including analysis of each top risk and corresponding mitigation is included in
the annexes. Where applicable, links are made with findings from audits,

1 See https://www.gavi.org/news/document -library/risk -appetite -statement or in French:
https://www.gavi.org/fr/actualites/librarie -de -documents/declaration -de -gavi -alliance -sur -lappetit -pour -le-risque

Board -2022 -Mtg -03-Doc 06 -Annex B 1
Report to the Board
7-8 December 2022
Annex B: Gavi ?s future role in Pandemic Preparedness and Response (PPR)

This annex outlines the evolving global health architecture related to pandemic
preparedness and response (PPR) , including Gavi?s historical involvement and
engagement through COVAX , and most recently Ebola Sudan, and provides an
overview of three areas for a potential targeted additional role for Gavi in PPR :
1) R equired capabilit ies for the next pandemic ; 2) Financial innovations ; and 3)
Resilient Routine Immuni sation programmes , with a fourth area ? supporting
African vaccine manufacturing ? presented in separate document . Th ese build
on PPC and Board guidance on Gavi?s potential role in PPR as first presented in June
2022, and refined at the July 2022 Gavi 5.1 mini -workshop, September 2022 Gavi 5.1
deep -dive consultation, and October 2022 PPC meeting. The Board is invited to
provide gui dance on Gavi?s additional future role in PPR as part of the discussion on
Gavi 5.1 .

1. Pandemic Preparedness and Response immunisation landscape

1.1 Over the past two and a half years, a range of profound societal,
geopolitical, economic and technological shifts have occurred, many as
a consequence of the COVID -19 pandemic . The pandemic has disrupted
essential health services, including routine immunis ation , and exacerbated
existing inequities in access to health and immunisation between and within
countries. At the same time, the global community has responded to the
pandemic with unprecedented investments, political attention, and engagement
that allowed new he alth interventions such as COVID -19 vaccines to be
developed and scaled in record time.

1.2 Consequently, the global health architecture has been evolving . The
pandemic required o rganisation s to leverage their comparative advantage s, but
also new structures and actors as illustrated in Figure 1. For example, the
Access to COVID -19 Tools Accelerator (ACT -A) was launched to coordinate
across vaccines, therapeutics and diagnostics. As part of ACT -A, COVAX
brought together CEPI, Gavi, UNICEF and WHO to ensure fair and equitable
access to COVID -19 vaccines. Financial and economic bodies traditionally less
focused on health such as the World Bank, IMF, G7 and G20 also increased
their engagement on the global health security agenda. New regional
collaborat ion mechanisms have been launched, such as the African Vaccine
Acquisition Trust, which aims to secure vaccine doses for African countries.
Bilateral funding and vaccine donations played an important role in the delivery
of COVID -19 vaccines. At the same t ime, the global health landscape has
become more crowded and fragmented. For example, a multitude of players
including the World Bank and multilateral development banks, Gavi, WHO,
UNICEF, AU -AVAT and bilateral donors now fund COVID -19 vaccine delivery,
wh ile other vaccines are almost exclusively supported through Gavi.