The Board of Directors of the African Development Bank (ADB) comprises 20 members who are neither governors nor alternate governors. Thirteen members are elected by the governors of regional countries and seven by the governors of non-regional member countries. Directors are elected for a term of three years renewable once. Each director appoints an alternate, but no alternate, except the United States Alternate, may be of the same nationality as their director.
Board members are responsible for the conduct of the institution’s general operations. In this capacity, they exercise powers provided in the Articles of Agreement or other powers delegated to them by the board of governors from time to time. The board of directors is resident at the headquarters of the Bank and meets for business as often as the work of the Bank may require. Alternates may be invited to attend Board Meetings.
Furthermore, the board has created a series of permanent committees. The purpose of these committees is to review and discuss policy and programme documents submitted to them, and make appropriate recommendations to the board.
These Committees include:
- Committee on Administrative and Human Resources Policy Issues;
- Audit and Finance Committee;
- Committee on Operations and Development Effectiveness;
- Committee on Administrative Matters concerning the Boards of Directors;
- Committee of the Whole on the Budget.
The board of directors of the African Development Fund (ADF) comprises fourteen directors. State participants select seven directors and seven alternate directors. The African Development Bank (ADB) designates seven directors and their alternates from the Bank’s board of directors. The board of directors shall invite other Bank directors and their alternates to attend ADF board meetings as observers and any such bank director or, in their absence, their alternate may participate in the discussion of any proposed project designed to benefit the country which they represent on the board of directors of the Bank.
The term of office for directors selected by state participants is three years renewable once, but terminates whenever a general increase in subscriptions becomes effective. If the office of a director becomes vacant before the expiration of their term of office, the vacancy is filled by a new director selected by the state participant or participants whose votes their predecessor was entitled to cast. Such a succeeding director holds office for the remaining period of their predecessor’s term of office.
The African Development Bank manages the Nigeria Trust Fund (NTF), on a delegated basis, through its own organization, services, facilities, staff and such other experts and consultants as may be necessary. In the management of the Fund, the Bank consults regularly with the AfDB Governor for Nigeria and obtains their agreement on the pipeline of projects.
Each loan or other form of financing granted out of the fund’s resources is approved by the Bank’s board of directors in accordance with the voting rules set forth in the agreement establishing the African Development Bank in respect of its ordinary capital operations.