| FORM 990, PART III, LINE 2 |
IN APRIL 2020, THE WORLD HEALTH ORGANIZATION ("WHO") HOSTED THE LAUNCH OF THE ACCESS TO COVID-19 TOOLS ("ACT") ACCELERATOR, A NEW GLOBAL COLLABORATION TO ACCELERATE DEVELOPMENT, PRODUCTION, AND EQUITABLE ACCESS TO COVID-19 DIAGNOSTICS, THERAPEUTICS AND VACCINES. WITHIN THE ACCELERATOR, GAVI ALLIANCE ("GAVI"), THE COALITION FOR EPIDEMIC PREPAREDNESS INNOVATIONS ("CEPI") AND WHO TOGETHER WITH MULTINATIONAL AND DEVELOPING COUNTRY VACCINE MANUFACTURERS ARE WORKING ON THE COVID-19 VACCINE PILLAR AND LAUNCHED THE COVAX FACILITY (THE "FACILITY") AS A GLOBAL RISK-SHARING MECHANISM FOR POOLED PROCUREMENT AND EQUITABLE DISTRIBUTION OF EVENTUAL COVID-19 VACCINES. GAVI ESTABLISHED THE OFFICE OF THE COVAX FACILITY TO EXECUTE ITS RESPONSIBILITIES AS THE LEGAL ENTITY TO ADMINISTER THE FACILITY. GAVI IS COORDINATING THE DEVELOPMENT AND IMPLEMENTATION OF THE FACILITY. THE FACILITY WILL MAKE INVESTMENTS ACROSS A BROAD PORTFOLIO OF PROMISING VACCINE CANDIDATES (INCLUDING THOSE BEING SUPPORTED BY CEPI) TO MAKE SURE AT-RISK INVESTMENT IN MANUFACTURING HAPPENS TO SUPPORT THE DEVELOPMENT OF VACCINES WHICH ARE SAFE AND EFFECTIVE AS QUICKLY AS POSSIBLE. THIS MEANS THE FACILITY, BY POOLING PURCHASING POWER FROM ALL COUNTRIES THAT PARTICIPATE, WILL HAVE RAPID ACCESS TO DOSES OF SAFE AND EFFECTIVE VACCINES AS SOON AS THEY RECEIVE REGULATORY APPROVAL. GUIDED BY AN ALLOCATION FRAMEWORK BEING DEVELOPED BY WHO, THE FACILITY WILL THEN EQUITABLY DISTRIBUTE THESE DOSES TO HELP PROTECT THE MOST AT-RISK GROUPS IN ALL PARTICIPATING COUNTRIES. |
| FORM 990, PART I, LINE 5 |
PART I, LINE 5 LISTS THE TOTAL NUMBER OF EMPLOYEES WHO RECEIVED THE FORM W-2, AND IT DOES NOT INCLUDE FOREIGN EMPLOYEES IN GENEVA, SWITZERLAND. THE TOTAL NUMBER OF EMPLOYEES INCLUDING THE FOREIGN EMPLOYEES IS 290. |
| FORM 990, PART VI, SECTION A, LINE 4 |
AT THE 24-25 JUNE 2020 BOARD MEETING, THE BOARD APPROVED A NUMBER OF CLARIFYING AMENDMENTS MADE TO THE GAVI STATUTES WITH PARTICULAR ATTENTION TO (I) ARTICLE 10 APPOINTMENT OF BOARD MEMBERS, (II) ARTICLE 12 ORGANISATION OF THE BOARD, AND (III) FUNCTIONS OF THE BOARD. FURTHERMORE, THE BOARD AGREED TO RETIRE GAVI'S BY-LAWS AND REPLACE IT WITH A SET OF OPERATING PROCEDURES FOR THE BOARD AND BOARD COMMITTEES FALLING UNDER THE PURVIEW OF THE BOARD. THE OPERATING PROCEDURES WHICH HAS BEEN INCORPORATED FROM GAVI'S BY-LAWS AND INCLUDES FURTHER PROVISIONS TO ALIGN WITH CURRENT PRACTICE, PARTICULARLY IN RELATION TO THE FOLLOWING: (I) NOMINATION AND APPOINTMENT OF REPRESENTATIVE BOARD MEMBERS, (II) CHAIR, VICE CHAIR AND CEO, (III) MEETING NOTICES, AGENDAS AND PAPERS, PRESENTERS AND OBSERVERS AND CLOSED SESSIONS, AND (IV) TRANSPARENCY. |
| FORM 990, PART VI, SECTION B, LINE 11B |
THE OUTSOURCED ACCOUNTANT (OA), IN COLLABORATION WITH THE SENIOR MANAGER OF FINANCIAL REPORTING, GATHERS ALL INFORMATION NEEDED TO PREPARE THE FEDERAL FORM 990 FROM THE RESPECTIVE GAVI DEPARTMENTS. OA THEN PREPARES THE DRAFT FEDERAL FORM 990 AND PROVIDES IT TO THE GAVI HEAD OF FINANCIAL ACCOUNTING AND REPORTING (HFAR) FOR REVIEW. THE HFAR REVIEWS THE DRAFT FEDERAL FORM 990 AND DISCUSSES ANY NECESSARY CHANGES WITH THE OA AND SENIOR MANAGER. THE OA THEN SUBMITS THE DRAFT FEDERAL FORM 990 TO THE TAX FIRM FOR REVIEW AND DISCUSSES ANY NECESSARY UPDATES PROVIDED BY THE TAX FIRM, AFTER WHICH THE DRAFT FEDERAL FORM 990 IS UPDATED BY THE OA. THE SENIOR MANAGER THEN CIRCULATES THE UPDATED DRAFT FEDERAL FORM 990 TO VARIOUS GAVI TEAMS FOR THEIR REVIEW AND COMMENT. THE DRAFT FEDERAL FORM 990 IS UPDATED FOR COMMENTS RECEIVED AS DEEMED NECESSARY BY THE HFAR. THE DRAFT FEDERAL FORM 990, INCLUDING ALL REQUIRED SCHEDULES, IS PROVIDED TO THE AUDIT AND FINANCE COMMITTEE. A GAVI AUTHORIZED REPRESENTATIVE SIGNS THE FEDERAL FORM 990 AFTER WHICH IT IS FILED WITH THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 12C |
THE GOVERNANCE TEAM CIRCULATES THE CONFLICT OF INTEREST DISCLOSURE FORMS TO THE BOARD MEMBERS ANNUALLY. GOVERNANCE MONITORS DISCLOSURE FORMS BY COLLECTING ALL CONFLICT OF INTEREST DISCLOSURES FROM BOARD MEMBERS. THE POLICY IS MONITORED BY THE BOARD OF DIRECTORS ITSELF, AND RELEVANT CONFLICTS ARE DISCLOSED AT THE BOARD OF DIRECTORS MEETINGS AND NOTED IN THE MINUTES. A BOARD MEMBER/ALTERNATE BOARD MEMBER OR COMMITTEE DELEGATE IS EXPECTED TO DISCLOSE ANY REAL/PERCEIVED OR POTENTIAL CONFLICT TO THE CHAIR OF THE BOARD OR THE COMMITTEE, AS SOON AS POSSIBLE UPON LEARNING OF IT AND NO LATER THAN AT THE BEGINNING OF THE DISCUSSION OF THE PERTINENT AGENDA ITEM DURING A BOARD/COMMITTEE MEETING. IT IS THE PREROGATIVE OF THE CHAIR OF THE MEETING, IN CONSULTATION WITH THE DIRECTOR OF LEGAL OR GOVERNANCE, TO DETERMINE THE SCOPE AND LEVEL OF A CONFLICTED PERSON'S PARTICIPATION IN THE DISCUSSION AND THE NECESSITY OF RECUSAL FROM VOTING GIVEN THE TYPE OF INTEREST DISCLOSED. THE MINUTES OF THE MEETING REFLECT THE CONFLICTED MEMBER'S DISCLOSURE AND WHETHER THE CONFLICTED MEMBER PARTICIPATED IN THE DISCUSSION AND/OR ABSTAINED FROM VOTING. |
| FORM 990, PART VI, SECTION B, LINE 15 |
GAVI'S COMPENSATION AIMS TO ATTRACT, ENGAGE, REWARD AND RETAIN A TEAM OF HIGH PERFORMING EMPLOYEES WHO ARE DEDICATED TO GAVI'S MISSION. IN 2008, THE GAVI BOARD APPROVED GAVI'S COMPENSATION AND BENEFIT FRAMEWORK. A REVIEW OF THE GAVI SALARY SCALE WAS CONDUCTED IN 2013-2014 BY MERCER, AN INDEPENDENT GLOBAL FIRM SPECIALIZED IN THE FIELD OF COMPENSATION, AND BENCHMARKED AGAINST A COMPOSITE PEER MARKET. THE REVIEW CONCLUDED THAT GAVI'S SALARY SCALE POSITIONING WAS IN ALIGNMENT WITH MARKET AND PEERS. IN 2018, A FURTHER REVIEW WAS UNDERTAKEN BY MERCER. GAVI'S SALARY SCALE HAS NOT CHANGED SINCE ITS INTRODUCTION IN 2008. UPON HIRING, OFFICERS AND KEY EMPLOYEES AT GAVI ARE PLACED WITHIN THE SCALE. |
| FORM 990, PART VI, SECTION C, LINE 19 |
GOVERNANCE DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE POSTED ON THE GAVI ALLIANCE WEBSITE. FORM 1023 AND FEDERAL FORM 990 ARE MADE AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. |
| FORM 990, PART VII, SECTION A |
AN ALTERNATE MEMBER CAN VOTE ONLY WHEN THE CORRESPONDING PRIMARY BOARD MEMBER IS UNABLE TO PARTICIPATE IN VOTING. IF THE PRIMARY BOARD MEMBER IS ABLE TO SUBMIT HIS/HER VOTE THEN THE ALTERNATE MEMBER'S VOTE IS NOT REQUIRED. PART VII LISTS 46 VOTING BOARD MEMBERS. HOWEVER ONLY 27 VOTES COULD BE CAST WHICH ARE PRINCIPAL BOARD MEMBERS. THE 19 ALTERNATE BOARD MEMBERS COULD NOT VOTE UNLESS THEIR ASSOCIATED PRINCIPAL BOARD MEMBER WAS UNAVAILABLE TO VOTE. NONE OF THE ALTERNATE BOARD MEMBER SEATS WERE VACANT. |
| FORM 990, PART XI, LINE 9: |
RETURN OF UNSPENT FUNDS 991,430. RECOVERY OF PRIOR YEAR GRANT 9,226,447. REVERSAL OF PROVISIONAL CONTRIBUTIONS RECEIVABLE 6,000,000. |
Attach to Form 990 or 990-EZ.