Position Specification Gavi, The Vaccine Alliance Director of Legal and General Counsel Private and Confidential Position Specification Ref: Director of Legal and General Counsel Gavi, the Vaccine Alliance Our Client Launched in 2000, Gavi is a leading international public-private partnership (PPP) committed to saving children's lives and protecting people's health by increasing equitable use of vaccines in lower-income countries. The organisation is seeking to appoint a new Director of Legal and General Counsel, who will be a prominent member of the Executive Team and a critical source of strategic counsel to the CEO, Deputy CEO and other colleagues. Since 2000, Gavi has supported developing countries in the immunisation of over 700 million children and the prevention of more than 10 million future deaths. To build upon this progress and take full advantage of the opportunities of 2016-2020, the organisation exceeded its replenishment target at the Gavi replenishment conference in January 2015 and secured $7.54 billion in donor pledges which will enable the immunisation of more than 300 million additional children and the prevention of a further 5-6 million future deaths. With as many as 20 countries transitioning out of our financial support in this period, ensuring that programmes are sustainable in the long-term is essential. Gavi’s business model combines excellence from both the private and public sectors and a commitment to running a lean organisation that makes a measurable impact upon global health including the long-term strengthening of health systems. Gavi builds on public sector expertise in health and development, with the acumen of private sector individuals and organisations. The Alliance brings together developed country donors, implementing governments, civil society organisations, research and technical institutes, and vaccine producers with the World Health Organisation, UNICEF, and the World Bank, the Centers for Disease Control and Prevention (CDC), private philanthropists and international financiers to find ways to fund and support immunisation in the world’s poorest countries and advance the UN Sustainable Development Goals. Working as an alliance, Gavi achieves objectives in support of its mission that no single agency or group alone could realise. These include cooperating to accelerate access to underused and new vaccines; innovative performance-based financing and programming approaches to international development aid; strengthening national health and immunisation systems; and introducing innovative immunisation technology. By pooling demand for vaccines from the world’s poorest countries, securing long-term funding and shaping vaccine markets, Gavi are accelerating access to life-saving vaccines in the countries that need them the most. Gavi has a wide range of innovative finance mechanisms, including the International Finance Facility for Immunisation (IFFIm), the Pneumococcal Advance Market Commitment, the Matching Fund and a loan buy-down facility. IFFIm uses long-term donor pledges to issue vaccine bonds on the capital markets to raise money for Gavi programmes. IFFIm Company is a Charity registered in the United Kingdom and a Gavi-affiliated entity. Gavi is the sole member of IFFIm. For more information on Gavi, please see the following: http://www.gavi.org/ 1 Position Specification Ref: Director of Legal and General Counsel Gavi, the Vaccine Alliance The Gavi Legal and Governance Structure Originally hosted by UNICEF at its launch in 2000, Gavi became a Swiss Foundation in 2009 and it has signed a headquarters agreement with the Government of Switzerland which grants Gavi privileges and immunities similar to other international organisations in Switzerland. At that time, the governance structure was reorganised and combines attributes of public sector and corporate governance systems. The Board, comprising 28 members from governments, partner organisations, civil society organisations and the private sector, is chaired by Ngozi Okonjo-Iweala, former Finance Minister of Nigeria. Gavi is a Swiss Foundation with international institution status in Switzerland and public charity status in the United States. In the United States, Gavi, the Vaccine Alliance is recognised as a foreign equivalent of a US public charity under section 501(c)(3) of the United States Internal Revenue Code. The Gavi Secretariat The Secretariat is a knowledge-based global strategic health/development partnership comprised of approximately 280 staff. It is responsible for managing the operations of the Gavi business, including programme delivery, incorporating programme monitoring and evaluation advocacy and resource mobilisation; strategy and policy development; approving and disbursing funds; collaboration and coordination with other global health agencies; legal and financial management; and support and administration of the Gavi Board and Committees. Offices are located in Geneva and Washington DC. The Secretariat is led by the CEO, Dr Seth Berkley, and supported by the Deputy CEO, Anuradha Gupta, and several teams. The Role The Director of Legal and General Counsel reports to the Deputy CEO and provides leadership, strategic direction and overall management of Gavi’s legal function and ensures the Legal Team’s effective and efficient operation. The Director of Legal and General Counsel is also accountable for providing independent legal advice and for delivering legal support to all Gavi Secretariat teams and IFFIm, Gavi’s affiliated legal entity. The role will be a prominent member of the organisation’s Executive Team, operating as a nimble, collaborative partner across the Secretariat, and a trusted source of advice to the CEO, the Deputy CEO and to Gavi’s Board, in order to collectively advance the Gavi mission. The Legal Team’s objective is to provide solution-oriented legal advice and services to the Executive Office and Secretariat to fully support the mission of the organisation. The Director of Legal and General Counsel, and the Legal Team staff, will achieve this by placing a strong emphasis on relationship management and partnership with all stakeholders and ensuring the services provided are collaborative, independent, legally sound, solution-orientated, authoritative and timely. The staff of the Legal Team must adhere to the highest standards of professional ethics and integrity. As Director of Legal and General Counsel, the incumbent ensures that the Legal Team meets this standard, cooperating with stakeholders and colleagues to ensure compliance of proposed activities with applicable national and international laws, Gavi Board policies, and third party contractual obligations, promoting effective legal risk management, assisting in ensuring that Gavi’s rights and assets are properly protected, and leading on, or cooperating with colleagues to facilitate innovative and appropriate approaches and solutions. 2 Position Specification Ref: Director of Legal and General Counsel Gavi, the Vaccine Alliance The duties of the Director of Legal and General Counsel are broad-ranging and complex in nature and the incumbent will need to be prepared to adapt and respond quickly and effectively to new demands on their expertise and experience. While scale and global reach will be important qualifications, Gavi will place a particular premium on solutions-orientated leaders, able to work in partnership with colleagues to provide responsive advice and counsel in order to achieve goals. The Director of Legal and General Counsel will manage a team of four lawyers, and will have the leadership qualities to act as a role model to the rest of the Legal Team. The Director of Legal and General Counsel’s key functions and deliverables are: ▪ To support Gavi and its senior leadership in relationship management with both internal and external stakeholders, and be a trusted sounding board on wide-ranging, complex and sensitive issues; ▪ Overall responsibility for drafting, preparing and negotiating legal agreements with third parties; ▪ To support the Executive Office in developing policies and processes for the Gavi Secretariat in order to ensure compliance with applicable laws and Gavi Board policies; ▪ To provide strategic advice on legal risks and propose suitable mitigation strategies; ▪ To make recommendations on, and where appropriate implement, Gavi internal systems and procedures/policies; ▪ To represent Gavi in any legal disputes that may arise. Main Duties and Responsibilities The Director of Legal and General Counsel is expected to: ▪ Manage all legal services provided to the Gavi Secretariat and governance bodies of Gavi and affiliated entities; ▪ Maintain collaborative and effective relationships across the Secretariat, as a member of the Executive Team; ▪ Provide the Senior Management Team, Executive Team and Secretariat with strategic advice and recommendations on the management of legal risks arising from Gavi’s operations and in (potential) new initiatives, the legal status and privileges and immunities of the organisation and staff, and other legal matters; ▪ Assist internal stakeholders in ensuring compliance of proposed activities with applicable national and international laws, Board policies and mandates and contractual obligations; ▪ Advise on the application and interpretation of the bylaws, corporate policies, and other instruments of the Alliance, and on the application and interpretation of the decisions of the Board; ▪ Ensure the coordination and management of outside legal counsel in a cost-effective