A unitary board is comprised of executive and non executive directors.

A clear distinction should be made between remuneration mechanisms for executive directors and non executive directors.

At least 76 per cent of the respondents were chairmen, CEOs, managing directors, presidents and senior vice presidents, executive directors and general managers.

E. Members of the board and key executives

The Fund is administered by IDB through its Donors' Council and Board of Executive Directors and the President of that Board.

At the same meeting, the representative of the World Bank, the Dean of the Executive Board of the Bank, made a statement.

The group took the view that the composition of the board should be disclosed, in particular the balance of executive and non executive directors and whether any of the non executives have any affiliations (direct or indirect) with the company.

A large number of executive and alternate directors of the Boards of the World Bank and of IMF and the Deputy Director General of the World Trade Organization participated in the meeting.

If the roles of chairman and CEO are combined, the proportion of independent directors within the board structure assumes greater importance.

Evaluation by the Board of Trustees and secretariat in performing their evaluation, the Board and the secretariat carry out the following activities

As the implementation of this recommendation requires advice from the Board of Trustees, it will need to be considered by the Board at its next session.

FEE further recommends that the board should disclose its reasons for considering a non executive (or supervisory) director to be independent.

It is recognized that not all non executive directors can be considered independent directors.

The board unanimously decided to appoint her as CEO.

Mr. R. Balakrishnan, Executive Director, National Bank for Agriculture and Rural Development, India

UNITAR is governed by a Board of Trustees and is headed by an Executive Director.

In this document, the term board is used to refer to the highest governing and monitoring body or bodies of an enterprise upon which executive and non executive or supervisory board members sit.

The Narayan Murty Committee Report in India, for instance, makes a clear distinction between non executive and independent directors.

UNITAR is governed by a Board of Trustees and is headed by an Executive Director.

The Board of Executive Directors of the Bank would adopt a process of free, prior and informed consultation.

Likewise, the implementation of this recommendation will require guidance from the Board of Trustees, and a background paper will be prepared for its next session.

The following paragraphs provide information on action taken by the secretariat and the Board of Trustees to implement those recommendations.

(a) The amendment proposed to article III (Board of Trustees), paragraph 1, refers to an Executive Board.

Recently, the Board of Executive Directors approved new loan document and procurement guidelines.

The Assembly will now hear an address by Mrs. Virginia Vargas, Founding Director and Executive Board Member of the Flora Tristan Centre for Peruvian Women.

Mr. Ravi Kant, Executive Director, Commercial Vehicle Business Unit, Tata Motors,

The harmonization of officer and director responsibilities is problematic for several reasons.

These structures may include committees or groups to which the board has assigned duties regarding the oversight of executive remuneration, audit matters, appointments to the board, and the evaluation of management performance.

Such a relationship could be considered in assessing the ability of the non executive director to fulfill his or her duties.

The substantial increase in actions being brought against officers and directors for alleged breaches of various obligations points to an urgent need to create guidelines setting forth the responsibilities of officers and directors when a company approaches insolvency or becomes insolvent.

Directors' and officers' responsibilities and liabilities in insolvency and pre insolvency cases

Valeria Merino Dirani (Ecuador), Executive Director, Corporación Latinoamericana para el Desarrollo, Ecuador

Similarly, for the boards of subsidiary companies, it is not uncommon for non executive directors to be employees of the parent firm or some other subsidiary related to the parent firm.

The group took the view that the board should disclose whether it has established a succession plan for key executives and other board members to ensure that there is a strategy for continuity of operations.

However, the recommendation by OIOS to consider improvements to the Institute's Board of Trustees had been implemented, and the former Board of Trustees had been reconstituted and integrated in the current Executive Board.

Where there might be issues that stakeholders might perceive as challenging the independence of non executive directors, companies should disclose why those issues are not significant and do not impinge on the governance role of the non executive directors.

For example, the Cadbury Report recommended that where the roles were combined, there should be a strong independent element on the board and that there should be a lead non executive director to whom issues regarding the executive management could be addressed.

If the Board of Trustees felt that that decision was unacceptable, it could reconsider the matter, since the final decision lay with the Executive Director or the Chairman of the Board.

27. Requests the President of the General Assembly to present this resolution to the Board of Executive Directors of the World Bank and the Executive Board of the International Monetary Fund, before their joint annual spring meeting, in order to bring it to their attention as an input to their discussions on the matters addressed herein.

(2) examining the compliance policies presented by the compliance chief and exercising them upon the approval of the board of directors

Information for outside board and management positions should be disclosed for key executives as well.

3. Requests that relevant measures be taken by the Board of Trustees of the Institute with respect to the regularization of the post of Executive Director of the Institute

19. According to information made available to the Board, a sufficient amount of money was available and had been authorized to implement the cost plan for expenditure envisaged for 1998 on the basis of the recommendations made by the Board in 1997.

Ketty Lazaris is the elected President of the Board.

It has become common practice for boards to establish board committees to facilitate fulfillment of certain of the board's functions and address some potential conflicts of interest.