Eleventh Board Meeting

Dr. Helene D. Gayle from the Private Foundations Constituency is designated as Rapporteur for the Eleventh Board Meeting.

The agenda for the Eleventh Board Meeting is approved.

The report of the Tenth Board Meeting (GF/B11/2, Amendment) is approved as amended at the Eleventh Board Meeting.

<p>In accordance with the performance based and result oriented interventions of the Global Fund, the Board endorses the recommendations of the Global Task Team on Improving AIDS Coordination among Multilateral Institutions and International Donors.</p><p>The Board asks for a report from the Policy and Strategy Committee integrated with its normal report on progress on how the Global Fund will implement the recommendations.</p>

The Board requests the Ethics Committee, in coordination with the Office of Inspector General, to explore the development of a whistleblowing policy, and appropriate structures for its oversight and implementation for consideration by the Board at its Twelfth Board meeting.

The Board directs the Portfolio Committee, in its discussions of the findings of the TRP report at the next Portfolio Committee meeting, to prepare recommendations to improve NGO access to the Global Fund resources in Round 6, for consideration at the 13'h Board Meeting.

<p><b>Decision Point 1:</b> </p><p>The Board notes that, as requested by the Board, the Technical Review Panel graded a sub-set of Category 2 proposals in Category 2B. This allows for a situation in which there are insufficient funds to meet the commitments required to fund all the Category 1 and 2 proposals recommended by the Technical Review Panel in Round 5. The Technical Review Panel defined Category 2B proposals as relatively weak Category 2 proposals, on grounds of technical merit and/or issues of feasibility and likelihood of effective implementation. The Technical Review Panel took no account of the applicant country's income level, nor of burden of disease nor of any factors other than technical merit and feasibility in grading a proposal as Category 2B.</p><p><b>Decision Point 2:</b> </p><p>The Board requests the Portfolio Committee to take note of the lessons learned, and the issues arising out of the technical Review of Round 5 proposals as well as the recommendations of the TRP (contained in GF/B11/6) and work on these, including:</p><ol><li>revising the Proposal Form and Guidelines for Proposals for future rounds; and</li><li>revising the process for screening and clarification of proposals prior to submission to the TRP with concrete recommendations for improvement and follow up for presentation at the Thirteenth Board meeting.</li></ol>

The Board directs the Portfolio Committee to present to the Thirteenth Board Meeting their recommendations, on a stand-alone basis, for resolving the technical problems that occurred in Round 5 concerning Health Systems Strengthening issues, in order to improve future guidelines.

<p>The Board approves, with immediate effect, the following amendments to the Bylaws and Board Operating Procedures that add a constituency represented by a donor (or donors) as a voting member of the Board:</p><p><b>Article 7.1 of the Bylaws is amended as follows:</b> </p><p>7.1 Composition</p><p>The Foundation Board shall consist of <strike>nineteen</strike> <strike></strike><u>twenty</u> voting members and four nonvoting members. Each voting member shall have one vote.</p><p>Voting members of the Foundation Board shall consist of:</p><ul><li> Seven representatives from developing countries, one representative based on each of the six World Health Organization ("WHO") regions and one additional representative from Africa.</li><li><strike>Seven</strike> <u>Eight</u> representatives from donors.</li><li> Five representatives from civil society and the private sector (one representative of a non-governmental organization ("NGO") from a developing country, one representative of an NGO from a developed country, one representative of the private sector, one representative of a private foundation, and one representative of an NGO who is a person living with HIV/AIDS or from a community living with tuberculosis or malaria).</li></ul><p>The four ex-officio nonvoting members of the Foundation Board shall consist of:</p><ul><li> One representative from the WHO;</li><li> One representative from the Joint United Nations Programme on HIV/AIDS ("UNAIDS");</li><li>One representative from the trustee; and</li><li>One Swiss citizen with his or her domicile in Switzerland authorized to act on behalf of the Foundation to the extent required by Swiss law.</li></ul><p>Members of the Foundation Board ("Board Members") may each appoint one Alternate Member to serve in their stead, under policies and procedures determined by the Foundation Board.</p><p><b>The third paragraph of Article 7.6 of the Bylaws is amended as follows</b> </p><p>7.6 Operations</p><p>The Foundation Board shall use best efforts to make all decisions by consensus. If all practical efforts by the Foundation Board and the Chair have not led to consensus, any member of the Foundation Board with voting privileges may call for a vote. In order to pass, motions require a two-thirds majority of those present of both: a) the group encompassing the <strike>seven</strike><u>eight</u> donor seats and the two private sector seats and b) the group encompassing the seven developing country seats, the two non-governmental organization seats, and the representative of an NGO who is a person living with HIV/AIDS or from a community living with tuberculosis or malaria.</p><p><b>The first paragraph of Article 10 of the Board Operating Procedures is amended as follows:</b> </p><p>10. Decision-making</p><p>The Board shall use best efforts to reach all decisions by consensus. If all practical efforts by the Board and the Chair have not led to consensus, any member of the Board with voting privileges may call for a vote. In order to pass, motions require a two-thirds majority of those present of both: a) the group encompassing the <strike>Seven</strike> <u>Eight</u> donor seats and the 2 private sector seats and b) the group encompassing the 7 developing country seats, the 2 non­ governmental organization seats, and the representative of an NGO who is a person living with HIV/AIDS or from a community living with tuberculosis or malaria.</p><p><b>The Board notes that the donor constituencies have decided to allocate the additional donor constituency at this time to the United Kingdom of Great Britain and Northern Ireland, and Australia.</b> </p>

<p>The Board approves additional funding for the Phase 2 period of the Senegal grant (SNG-102-G01-H-OO) in the amount of USD 5,714,285, conditional on satisfaction of the conditions set forth in the Report of the Technical Review Panel on Honduras Round 1 HIV/AIDS Grant and Senegal Round 1 HIV/AIDS Grant Phase 2 Renewals (GF/B11/15, Revision 2). The Board specifies that the approved amount is an upper ceiling rather than a final funding amount, and that the final amount shall reflect the conditions and the responses to the clarifications requested by the Technical Review Panel.</p><p>The Board reaffirms that the maximum funding amount for Phase 2 of this grant shall be the sum of the amount approved by this decision and the amount of any funds approved for Phase 1 which have not been disbursed by the Global Fund at the end of the Phase 1 period.</p>

<p>The Board approves additional funding for the Phase 2 period of the Honduras grant HND-102-G01-H-OO) in the amount of USD 14,273,782. The Board specifies that the approved amount is an upper ceiling rather than a final funding amount, and that the final amount shall reflect the conditions to this approval and the responses to the clarifications requested by the Technical Review Panel, described below. This approval is subject to the satisfaction of each of the following conditions:</p><ol type="a"><li> The Program shall continue activities under Objective 3 ("To Strengthen Integral Treatment Services for People Living with HIV/AIDS") as described in the Honduras CCM's Revised Request for Continued Funding.</li><li> The Program shall continue activities under Objectives 1 and 2 ("To Promote and Defend the Human Rights of People Living with HIV/AIDS" and "To Promote Conduct Change and the Adoption of Healthy Practices to arrest the Spread of HIV") as described in the Honduras CCM's Revised Request for Continued Funding conditioned on satisfaction of the requirements under section D.</li><li> The CCM shall submit to the Global Fund a summary proposal, with a detailed workplan and budget, showing how the Program will be revised to reflect the conditions described above in clauses (a) and (b) of this decision. The CCM's summary proposal, together with the workplan and budget, is subject to the approval of the TRP prior to the execution of Phase 2 documentation.</li><li> The CCM shall provide clarification, satisfactory to the Global Fund, of each of the issues outlined in Part 1, Section 6 and 7 of the Report of the Technical Review Panel on Honduras Round 1 HIV/AIDS Grant and Senegal Round 1 HIV/AIDS Grant Phase 2 Renewals (GF/B10/15, Revision 2). Such clarifications are subject to the approval of the TRP prior to the signing of Phase 2 documentation.</li></ol><p>The Board reaffirms that the maximum funding amount for Phase 2 of this grant shall be the sum of (i) the amount approved by this decision and (ii) any funds available under the existing grant agreement, including bridge funding, that have not been disbursed by the Global Fund.</p>

<p><b>Decision Point 1:</b> </p><p>The Board endorses the recommendations of the Phase 2 Task Force (contained in GF/B11/10) with regard to the process to be followed for Phase 2 "no go" recommendations by the Secretariat, currently set forth in the "Phase 2 Decision Making Policies and Procedures" (Annex 6 to GF/B10/8), as amended. Specifically, it decides in principle that the following steps shall be introduced into the Phase 2 procedure once the recommendations referenced in Decision Point 2 below have been approved by the Board at its 12th Meeting:</p><ol type="a"><li>a) Where the Secretariat would otherwise issue a "no go" recommendation with respect to a grant, it shall give notice of that intention and the reasons for it to the relevant CCM, and allow that CCM four weeks to comment on the information submitted to it by the Secretariat, which shall consider it before submitting a recommendation to the Board.</li><li>b) In the event that (i) the Board rejects a first Secretariat "no go" recommendation, (ii) the Secretariat issues a second "no go" recommendation to the Board and (iii) the Board rejects the Secretariat's second "no go" recommendation, the matter shall be referred to an independent panel which shall assess the specific areas where the Board and the Secretariat differ on their assessment of the grant and report its conclusions to the Board.</li></ol><p>The budgetary implications for this decision are approximately USD 120,000 (depending on the composition and functioning of the independent panels).</p><p><b>Decision Point 2:</b> </p><p>In anticipation of a full review of the Phase 2 policies and procedures in 2006, the Board requests the Portfolio Committee to make recommendations with respect to the composition and functioning of the independent panels that are referred to in Decision Point 1 above, and to present amended Phase 2 Policies and Procedures reflecting the process described in Decision Point 1 to the Board for approval at its 12th Meeting.</p>

<p>1. The Board approves for funding, subject to paragraphs 3 and 4 below, the proposals recommended by the Technical Review Panel ("TRP") and as listed in Annex VI to the Report of the TRP and the Secretariat on Round 5 Proposals (GF/B11/6) as:</p><ul><li>"Recommended 1 Proposals";</li><li>"Recommended 2A Proposals with Composite index 8"; and</li><li>"Recommended 2A Proposals with Composite index 6".</li></ul><p>The Board's approval is for the amount indicated as "Total 2 Years" in such Annex, and is made with the clear understanding that such amounts are upper ceilings rather than final Phase 1 Grant amounts.</p><p>2. The remaining proposals recommended for funding by the TRP as "Category 2" will be approved, subject to paragraph 4 below, through Board confirmation by e-mail, as funds become available under the terms of the Comprehensive Funding Policy, but no later than June 30, 2006. Approval will be based on their composite ranking, following the Prioritization in Resource Constrained Environments principles (approved by the Board at its 7th meeting).</p><p>3. The proposal applicants in Category 1 shall provide any adjustments or clarifications requested by the TRP no later than four weeks after notification in writing by the Secretariat to the applicant of the Board's decision. The Board's approval is conditional on the final approval of the TRP Chair and/or Vice Chair. This process shall proceed immediately after the 11th Board meeting.</p><p>4. The proposal applicants in Category 2 shall provide an initial reply to the clarifications requested by the TRP no later than six weeks after notification in writing by the Secretariat to the applicant of the Board's decision. Any further adjustments and clarifications shall be completed within four months from the receipt of the initial reply from the applicant. The Board's approval is conditional on the final approval of the TRP Chair and/or Vice Chair based on consultations with the TRP primary and secondary reviewers. This process shall proceed immediately after the 11th Board meeting.</p><p>5. The Board declines to approve for funding the proposals indicated as Category 3 in Annex II to the Report of the TRP and the Secretariat on Round 5 Proposals (GF/B11/6), but the applicants are encouraged to re-submit a proposal for any possible future rounds of funding.</p><p>6. The Board declines to approve for funding the proposals indicated as Category 4 in Annex II to the Report of the TRP and the Secretariat on Round 5 Proposals (GF/B11/6).</p><p>7. The situation and progress in the approvals process for Round 5 proposals will be further considered, if necessary, at the Thirteenth Board Meeting</p>

The Board approves the recommendation of the selection sub-group in relation to the appointment of the Inspector General and requests Heidrick &amp; Struggles to conclude negotiations with the selected candidate as soon as possible.

The Board requests the Ethics Committee to recommend options regarding the establishment of a policy on lobbying with respect to funding decisions by the Thirteenth Board Meeting.

<p>The Board requests the Chair of the Board to create a committee to propose recommendations, at the Twelfth Board meeting, regarding:</p><p>• a process leading to the appointment or reappointment of an Executive Director in July 2006; and</p><p>• the term of office and number of permitted terms of the Executive Director.</p>

The Board endorses the recommended framework of strategic themes and approach to strategy development outlined in the Policy and Strategy Committee Report GF/B11/7. It requests that the work proceed and that the Policy and Strategy Committee report on progress at the Twelfth Board meeting.

<p>The Board:</p><ol type="a"><li>Calls for the 2nd Global Partnership Forum to be held before the end of July 2006;</li><li>Requests the Policy and Strategy Committee to establish a Partnership Forum Steering Committee under the leadership of Dr. Brian Brink to work with the Policy and Strategy Committee and Secretariat on the preparation of the Partnership Forum; Dr. Brink is accepting nominations from representatives of Board constituencies that are interested in serving on the steering committee, which is expected to have 6-8 members;</li><li>Asks the Secretariat to explore suitable dates and locations for the 2nd Partnership Forum for review and decision by the Policy and Strategy Committee as soon as possible;</li><li>Requests that the Steering Committee conduct an evaluation of the Partnership Forum to assess the effectiveness of this forum, including the budgetary implications, to suggest options for improving it, or alternatives for achieving similar objectives through other means;</li><li>Requests the Steering Committee, through the Policy and Strategy Committee, to provide an update on progress at the Twelfth Board Meeting.</li></ol>

<p>The Board approves an addition to the 2005 budget of US$ 380,000 for the estimated costs of implementing the quality assurance policy for single and limited source pharmaceutical products. This amount is an upper limit pending experience of the extent to which random testing is required.</p><p>The Board notes that the Secretariat will continue to engage with WHO and other partners in order to optimize the process. The Finance and Audit Committee shall review the 2006 cost estimates in conjunction with the 2006 Secretariat budget process, and shall review the actual costs of implementation towards the end of 2006 and adjust the budget accordingly if warranted.</p>

The Board requests that the Secretariat shall focus on the current move to rented offices (BIBC) with a view to expanding within, while continuing to pursue the Swiss (FIPOI) loan option and to explore low cost commercial financing alternatives for a Secretariat office premises, with no commitment to rent elsewhere or to purchase without prior authorization from the Board.

The Board takes note of the recommendations of the PriceWaterhouseCoopers study and requests that the Finance and Audit Committee keep these recommendations under review and report further to the Board as necessary.

<p>The Board takes note of the Secretariat's work to date in exploring alternative options to WHO for contracting certain administrative services, undertaken against the objective of "delivering a plan by November 2005 for transition to a fully independent entity" (Executive Director's performance objectives, Arusha, November 2004).</p><p>Having regard to the Finance and Audit Committee's request for clarification of the Board's intent with respect to a possible transition from current administrative arrangements with WHO, the Board requests the Secretariat to continue its analysis of advantages and disadvantages of alternative arrangements, including their costs, and report back, providing a proposed implementation plan if appropriate, at the Thirteenth Board meeting.</p>

The Board takes note of the Report of the Replenishment (GF/B11/5) and requests the Finance and Audit Committee, as the lead committee, to review its contents and make recommendations resulting from such review to the Board as appropriate. The Board also invites the Portfolio Committee and the Policy and Strategy Committee to review the same Report and provide any recommendations or other input resulting from such review to the Finance and Audit Committee.

<p><b>Decision Point 1:</b> </p><p>The Board notes the discrepancy between the perceptions of performance of the Secretariat and the sub-recipient of the South Africa Round 1 HIV and TB proposal (SAF-102-G02-C-OO). In this connection, it decides that the goal of reducing the incidence of HIV infection among South African adolescents shall be the basis for further funding.</p><p>The Board approves the following procedure for further consideration of the proposal:</p><ol><li> The Board refers the proposal back to the CCM for further processing as a Revised Request for Continued Funding.</li><li> The Revised Request for Continued Funding shall address the concerns raised during the Phase 2 process, with particular reference to the need:<ol type="a"><li> to focus on elements of the existing grant that have performed well towards reducing the incidence of HIV infection;</li><li> to adjust the funding requests accordingly;</li><li> to revise financial and accounting procedures; and</li><li> to ensure an effective governance structure and CCM oversight.</li></ol></li><li> The CCM shall deliver its Revised Request for Continued Funding to the Secretariat not later than October 31, 2005. Failure by the CCM to comply with this deadline shall result in no further consideration of Phase 2 funding.</li><li> The Secretariat shall, upon receipt, transmit the Revised Request for Continued Funding to the Technical Review Panel {TRP). Not later than November 21, the TRP shall provide a recommendation to the Board for full or partial funding, or discontinuation.</li><li> If the TRP recommends discontinuing funding, the recommendation shall be in the form of a notification to the Board, no further funding shall be provided for the proposal and funding of the existing program shall terminate at the completion of its term.</li><li> If the TRP recommends continued funding, the recommendation on the Revised Request for Continued Funding shall be presented for a vote at the Twelfth Board Meeting.</li><li> If the TRP recommendation to continue funding is not approved by the Board, no further funding shall be provided for the proposal and funding of the existing program shall terminate at the completion of its term.</li></ol><p><b>Decision Point 2:</b> </p><p>The Board approves additional bridge funding of not more than US$1,000,000 per month, paid on a monthly basis, for Grant Number SAF-102-G02-C-OO until a final decision on further funding is made.</p>

<p>The Board welcomes the Report on the Secretariat and thanks the Executive Director, Deputy Executive Director and the staff for their dedication in improving the Global Fund's work.</p><p>Considering the issues raised in the Report, the Board requests the Secretariat to continue its efforts in the development and implementation of a human resources plan.</p>

<p>The Board adopts Option 2 of GF/B11/17 (as amended and set out below) as an indicative Global Fund calendar for 2006.</p><table class="table" dropzone="copy"><tbody><tr><th style="cursor: default;" scope="col" rowspan="1" colspan="4"><b> Board Calendar 2006 (Option 2) </b> </th></tr><tr><td style="cursor: default;"> January</td><td style="cursor: default;"> </td><td style="cursor: default;"> </td><td> </td></tr><tr><td style="cursor: default;"> February</td><td style="cursor: default;"> </td><td style="cursor: default;"> </td><td style="cursor: default;"> </td></tr><tr><td style="cursor: default;" rowspan="3" colspan="1"> March </td><td style="cursor: default;"> 14-15</td><td style="cursor: default;"> Portfolio Committee Meeting (TBC)</td><td style="cursor: default;"> Geneva </td></tr><tr><td style="cursor: default;"> 16-17</td><td style="cursor: default;"> Policy and Strategy Committee Meeting (TBC)</td><td style="cursor: default;"> Geneva </td></tr><tr><td style="cursor: default;"> 22-23</td><td style="cursor: default;"> Finance and Audit Committee Meeting (TBC)</td><td style="cursor: default;"> Geneva </td></tr><tr><td style="cursor: default;" rowspan="2" colspan="1"> April </td><td style="cursor: default;"> 7</td><td style="cursor: default;"> Board documents to be sent to the Board (13^th Board meeting)</td><td style="cursor: default;"> </td></tr><tr><td style="cursor: default;"> 26-28</td><td style="cursor: default;"> 13^th Board meeting</td><td style="cursor: default;"> Geneva</td></tr><tr><td style="cursor: default;"> May</td><td style="cursor: default;"> 13-20 </td><td style="cursor: default;"> Eastern Europe and Central Asia AIDS Conference </td><td style="cursor: default;"> Moscow </td></tr><tr><td style="cursor: default;"> May/June </td><td style="cursor: default;"> TBD </td><td style="cursor: default;"> Partnership Forum (TBC) </td><td> TBD </td></tr><tr><td style="cursor: default;"> June </td><td style="cursor: default;"> TBD </td><td style="cursor: default;"> Mid Term Replenishment </td><td> TBD </td></tr><tr><td style="cursor: default;"> July </td><td> 3-21 </td><td style="cursor: default;"> Committee Meetings </td><td> </td></tr><tr><td style="cursor: default;"> August </td><td> 13-18 </td><td style="cursor: default;"> XVI International AIDS Conference </td><td> Toronto </td></tr><tr><td style="cursor: default;"> September </td><td style="cursor: default;"> 27 </td><td style="cursor: default;"> Board documents to be sent to the Board (14^th Board meeting)</td><td> </td></tr><tr><td style="cursor: default;" rowspan="2" colspan="1"> October </td><td style="cursor: default;"> 16-18</td><td style="cursor: default;"> Site Visits: Jamaica, Cuba, Guatemala, Honduras </td><td> LAC </td></tr><tr><td style="cursor: default;"> 18-20 </td><td style="cursor: default;"> 14^th Board meeting</td><td style="cursor: default;"> Mexico</td></tr><tr><td style="cursor: default;"> November</td><td> </td><td style="cursor: default;"> </td><td> </td></tr><tr><td style="cursor: default;"> December</td><td style="cursor: default;"> </td><td style="cursor: default;"> </td><td> </td></tr></tbody></table>

The Board decides to extend of the term of the two Sri Lanka Round 1 Malaria Programs (Grant No. SRL-102-G01-M-00 and SRL-102-G02-M-00) by an additional six months beyond the original five year proposal term at no additional cost and provided that targets are maintained at the levels originally set in the proposal.

The Board decides to correct the Round 5 funding decision taken by the Board at the 11^th Board Meeting by replacing the total two-year budget amount of US$19,217,311 for the Round 5 Nigeria tuberculosis component in Annex VI to the Report of the Technical Review Panel and the Secretariat on Round 5 Proposals with the amount of US$25,570,097.

The Board decides to add the United Kingdom of Great Britain and Northern Ireland and Australia constituency to the membership of the Portfolio Committee.