The U.S. Department of Commerce - International Trade Administration intends to procure services on a sole source basis from Alexandr Filatov, Independent Directors Association (IDA), Podsosensky pereulok, 10/12, bldg. 1-1A, Moscow 103062 Russia.. U.S. Dept. of Commerce, International Trade Administration (ITA), Market Access and Compliance's Office of Eastern Europe, Russia and the Independent States (OEERIS) promotes cooperation between U.S. and foreign governments and the American and domestic private sectors for the development of a market-based commercial environment. Recognizing the importance of accountability and transparency in the commercial environment, OEERIS has developed a Good Governance Program. The Program's objective is to improve the commercial environment for U.S. trade and investment through joint and cooperative public-private partnerships aimed at strengthening domestic anti-corruption and rule of law efforts in order to raise standards of governance and increase civil society participation. OEERIS has identified the need to foster accountability, transparency and integrity in business and government practices through ethics and corporate governance programs as a key priority for the U.S. business community, and as a foundation for fighting corruption in Russia. To achieve this purpose, and as a means to facilitate a public-private sector dialogue on these issues, OEERIS has identified several projects to improve corporate governance practices and adherence to business ethics principles in Russia. As a means to encourage the use of good corporate governance standards, best business practices, transparency, and rule of law, OEERIS, together with the Investors Protection Association (IPA) and the Russian Institute of Directors (RID), is developing a model code for independent directors and professional standards for corporate directors ("Codes"). The objective of the Codes is to develop a set of ethical standards that can be widely accepted by managers, investors, and members of the board of directors of Russian enterprises and which can be used by companies as a basis for developing codes of conduct for members of their boards of directors. Both IPA and RID are leading Russian professional organizations whose goal is to improve corporate governance in Russia. As a means to increase the Codes' utility and impact, OEERIS wishes to support finalization, and promotion of the Codes, including feedback from Russian experts; implementation of codes in Russian business associations, stock exchanges, unions, and chambers of commerce; and development of additional Ethics Guidelines for directors, officers, and employees. IDA will act as prime contractor to complete the purpose and objectives of this contract, and to this end will enter into a sub-contract with RID, with RID receiving payment for half the total value of this contract for services rendered. The overall objective shall be, in close cooperation with Russian and American experts, to finalize, promote, and implement the Corporate and Independent Directors Codes and develop additional Ethics Guidelines for directors, officers, and employees. OEERIS anticipates that performance of the contract will begin on or about September 1, 2003, and will terminate on or about December 31, 2003. Contract Requirements: 1. Conduct 2 half-day focus group discussions. During these roundtables, contractors shall solicit opinions of Russian and American companies, members of boards of directors, investors and managers of Russian large and medium-size companies, and NGOs and professional organizations and collect suggestions on draft codes for finalization. 2. Complete this portion of the contract no later than December 31, 2003. 3. Develop Ethics Guidelines of corporate governance for directors, officers, and employees as an addition to the Codes. 4. Complete Ethics Guidelines by December 31, 2003. 5. As part of the process of finalizing the Codes and Ethics Guidelines, contractors shall promote and disseminate the final texts through 3 half-day roundtables for companies and boards of directors, as well as government official represented on Russian boards of directors. 6. Complete this portion of the contract no later than December 31, 2003. 7. Present the Codes and Ethics Guidelines to the Russian corporate sector and stock exchanges. Develop tools to implement and monitor use of best practices put forth in Codes and Ethics Guidelines. 8. Complete this portion of the contract by December 31, 2003 The Investor Protection Association (IPA) is a leading Russian organization that places independent directors into Russian enterprises. IPA is the only organization in Russia that works with enterprises to improve shareholders rights and seeks to inculcate international good corporate governance principles into Russian companies. As a result of successful drafting of the Independent Directors Codes and numerous professional contacts in the Russian business community, IPA is in a unique position to promote and implement Codes and develop follow-up Ethics Guidelines. See note 22 For additional information please contact: Jean Hairston, NOAA, US fax: 301/713-0808,
[email protected], the subject of the e-mail should state Office of Eastern Europe, Russia and the Independent States. Reference DG1350-03-RQ-0078(GJH)!!