Board Committees

Board committees support the Board of Directors and provide independent review of internal control and risk management issues.

The establishment, appointment of members and approval of regulations of such committees are reserved to the authority of BoD. No authority of any committee or commission can affect or otherwise diminish the scope and volume of the authorities of BoD.

Only BoD members can be members of the committees with a preference to independent board members; however, MB members, other bank employees and, where necessary or appropriate, other parties (experts, consultants, etc.) can be invited to attend the meetings or participate in works of the committees or commissions without right to vote.

Committee responsibilities

The Audit Committee aims to oversee and increase the efficiency of financial reporting, external audit, risk management and internal compliance functions of the Bank. It analyzes and oversees:

  • Preparing and publishing of financial statements and other reports
  • Proper performance of the risk management, internal compliance and internal audit functions
  • Accounting policy of the Bank and its application
  • Efficiency of external audit and the Bank's relations with external auditors

     

    The Committee reports about the results of its activities to the Board of Directors on an annual basis, presenting the barriers to the efficient performance and proposing possible ways to improve efficiency.

Membership

  • The Committee shall consist of no less than three members. 
  • At least one of the members shall have accounting or audit qualifications or relevant expertise and knowledge in financial management.
  • The members and chairman of the Committee shall be appointed by the Board of Directors. The Chairman of the Committee may be elected from among independent members of the Board serving on the Committee.
  • While appointing the Committee members, the Board of Directors shall give preference to independent members of the Board, however this provision shall not restrict the Committee from engaging/electing non-independent members of the Board of Directors.
  • Members of the Committee shall be appointed for a term of three years which may be extended in the future.
  • Meetings are held as often as the Chairman of the Committee considers necessary subject to a minimum of four meetings annually. The Chairman of the Committee, the external auditor, Head of Internal Audit Service or the Board of Directors can request a meeting of the Committee if necessary.
  • All independent members of the Board of Directors who are not involved in the Committee, may attend the Committee meetings at their initiative.
  • The meetings of the Committee shall be attended by the secretary to the Committee whose responsibilities ex officio shall be performed by the secretary to the Board of Directors.
  • The Committee shall meet with the external auditor and the Head of Internal Audit Service respectively at least once a year without members of the executive body (Management Board) being present.   

     

  • Pierre Gurdjian

    Pierre Gurdjian

    Non-executive board member

    December 2016

Skills and experience: 

Mr. Gurdjian was appointed Board member in December 2016 . Pierre Gurdjian is the President of the Board of Directors of the Free University of Brussels, one of Belgium’s largest universities. He is also a Philanthropy Partner at the RVVZ Foundation, focusing on the Foundation’s global philanthropic initiatives.
Before he was a Senior Partner at McKinsey & Company, where he was active for 27 years. He was the Managing Partner of the Belgian-Luxemburgian office between 2005 and 2012, after which he took the international responsibility of the Human Capital Service Line in EMEA. In this capacity, he served his clients on building personal and institutional leadership capabilities. He has had extensive experience serving clients in industrial and consumer industries on matters of governance, strategy, effectiveness, organization, operations and large-scale transformations across geographies, including post-merger integrations. 

He was an active senior faculty member of several high profile client leadership forums (Bower Forum, Executive Transition workshop, Change Leaders workshop). 
Pierre Gurdjian is a member of the World Presidents Organization (WPO) and is the President of the Board of Directors of YouthStart Belgium (formerly known as NFTE Belgium), and is Past President of the Harvard Club of Belgium. He has a passion for philosophy around which he has developed an innovative leadership development program ("Leadership and Wisdom"). He teaches a graduate course on "The CEO Perspective" at the Solvay Business School of the Free University of Brussels (ULB). He is also a member of the Board of Directors of UCB, a leading Belgian biopharmaceutical company.

He is a member of the Board of Trustees of Charitable Foundation Initiatives for Development of Armenia (IDeA) and a member of the Board of Governors and Trustees of UWC Dilijan College in Armenia.

Education: 

He has a degree in Commercial Engineering from the Free University of Brussels (VUB) and an MBA from Harvard Business School. 

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  • Robert von Rekowsky
    Robert von Rekowsky

    Non-executive independent board member

    September 2012

Mr. von Rekowsky has over 27 years of experience in global asset management.  He was a vice-president at Emerging Markets Strategy and portfolio manager for Fidelity Investments. He’s been managing several institutional and retail emerging market equity funds for U.S. and Canadian investors.

Mr. von Rekowsky joined Fidelity’s fixed-income division in 1989. In 1995, he moved along with the emerging markets debt group into the company’s high-income division as a sovereign debt analyst. He continued in that role while working from Fidelity’s London office (1996 - mid-1998), when he moved into European equity research. From 2002 to 2004, Mr. von Rekowsky was an associate fund manager for the emerging markets funds, responsible for the EMEA region. In 2004, he relocated to Boston to assume responsibility for Fidelity’s global emerging market equity funds.

Education: 

He received a BA from the University of New York at Albany (SUNY) and an MA from Northeastern University. He received an MSc in Finance from Brandeis University.

 
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  • Robert von Rekowsky
    Robert von Rekowsky

    Non-executive independent board member

    September 2012

Mr. von Rekowsky has over 27 years of experience in global asset management.  He was a vice-president at Emerging Markets Strategy and portfolio manager for Fidelity Investments. He’s been managing several institutional and retail emerging market equity funds for U.S. and Canadian investors.

Mr. von Rekowsky joined Fidelity’s fixed-income division in 1989. In 1995, he moved along with the emerging markets debt group into the company’s high-income division as a sovereign debt analyst. He continued in that role while working from Fidelity’s London office (1996 - mid-1998), when he moved into European equity research. From 2002 to 2004, Mr. von Rekowsky was an associate fund manager for the emerging markets funds, responsible for the EMEA region. In 2004, he relocated to Boston to assume responsibility for Fidelity’s global emerging market equity funds.

Education: 

He received a BA from the University of New York at Albany (SUNY) and an MA from Northeastern University. He received an MSc in Finance from Brandeis University.

 
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Committee responsibilities

The primary purpose of the Committee is to improve the regulation of the remuneration framework in the Bank, including improvement and control of remuneration policy and remuneration system, effective enforcement of their essential requirements and exclusion of abuse. The Committee assists the Board of Directors in:

  • developing and maintaining effective remuneration system in the Bank, creating respective patterns and principles of the remuneration policy;
  • ensuring assessment of the quality demonstrated during application of the remuneration system and policy provisions in the Bank, as well as monitoring of application of the applicable remuneration practices;
  • applying reporting practices with respect to remuneration;
  • attracting and retaining the best qualified and high-caliber directors, executives, material risk takers and other key employees while monitoring remuneration-related risks and eliminating any possibility of abuse;
  • making decisions on the terms and conditions of remuneration defined for individual positions;
  • implementing long-term incentive plans and other motivational schemes.

     

    The Committee reports about the results of its activities to the Board of Directors on an annual basis, presenting the barriers to the efficient performance, if required, or proposing possible ways to improve efficiency.

Membership

  • The Committee shall consist of no less than three members. 
  • The members and chairman of the Committee shall be appointed by the Board of Directors.
  • While appointing the Committee members, the Board of Directors shall give preference to independent members of the Board, however this provision shall not restrict the Committee from engaging/electing non-independent members of the Board of Directors.
  • Members of the Committee shall be appointed for a term of three years which may be extended in the future.
  • Meetings are held as often as the Chairman of the Committee considers necessary subject to a minimum of two meetings annually. The Chairman of the Committee or the Board of Directors can request a meeting of the Committee if necessary.
  • All independent members of the Board of Directors who are not involved in the Committee, may attend the Committee meetings at their initiative.
  • The meetings of the Committee shall be attended by the secretary to the Committee whose responsibilities ex officio shall be performed by the secretary to the Board of Directors.

  • Ruben Vardanyan

    Chairman

    Ruben Vardanyan

    Non-executive board member

    October 2013

Board Member since November 2013

Mr. Vardanyan was appointed Board member on 27 November, 2013. Mr. Vardanyan served as the Chairman of the Board starting from the incorporation of the Bank back in 2007 till November 2013.

Skills and experience: 

Mr. Vardanyan is an impact investor and social entrepreneur, a prominent investment banker with more than 20 years of experience and a key figure in Russia’s capital markets establishment. He is currently a founding partner and president of LLC VARDANYAN, BROITMAN AND PARTNERS and a board member at numerous entities in Russia and abroad. Mr. Vardanyan is also a member of the Economic Advisory Board at the International Finance Corporation. Prior to the merger with Sberbank in January 2012, he served as CEO, Chairman of the Board at Troika Dialog, one of the oldest and largest investment banks in Russia and the CIS. Mr. Vardanyan is the Chairman of the Board at SOLLERS, a leading Russian automotive company, a Board member at KAMAZ and SIBUR Holding. 

He is a member of the Investment Committee of Avica Property Investors International. He is a member of the Investment Council under the Chairman of the State Duma of the Russian Federation and a member of the Strategic Council for Investments in New Industries under the Ministry of Industry and Trade of Russia. 

Mr. Vardanyan is a Founding Partner and Vice-Chairman of the International Advisory Board of Moscow School of Management SKOLKOVO, as well as Chairman of the SKOLKOVO Institute for Emerging Market Studies. He is also a co-founder of Scholae Mundi Foundation CIO and UWC Dilijan College in Armenia, a member of the International Advisory Councils at Fundação Dom Cabral business school in Brazil and GuangHua School of Management in China. He is a member of the Boards of Trustees of the Russian Presidential Academy of National Economy and Public Administration and the Faculty of Economics at Lomonosov Moscow State University.

Mr. Vardanyan is a co-founder and Chairman of the Board of Charitable Foundation Initiatives for Development of Armenia (IDeA) and a member of the Central Board of Directors of the Armenian General Benevolent Union (AGBU).

Education: 

Mr. Vardanyan received his Master of Science Degree in Economics from Moscow State University. He also studied various professional courses and special programs at INSEAD, Harvard Business School, Yale University and Stanford University.

For more details, please visit http://rubenvardanyan.info/en
 
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  • Noubar Afeyan
    Noubar Afeyan

    PhD, Non-executive board member

    June 2010

Mr. Afeyan was appointed Board member in July 2010.

Skills and experience: 


Dr. Afeyan is founder, senior managing partner and CEO of Flagship Pioneering, a private equity and venture capital firm that manages over $1.75B in funds focused on healthcare and biotechnology. He also leads the firm’s VentureLabs unit that invents and launches transformative startups. 
Dr. Afeyan has been a senior lecturer at MIT’s Sloan School of Management where he has taught courses on technology-entrepreneurship, innovation, and leadership since 2000.  He has authored numerous scientific publications and patents since earning his Ph.D. in Biochemical Engineering from MIT.



Dr. Afeyan has co-founded and helped build over 35 successful life science and technology startups during the past three decades. He was founder and CEO of PerSeptive Biosystems, a leader in the bio-instrumentation field. After PerSeptive's acquisition by Applera Corporation, he was Senior Vice President and Chief Business Officer of Applera, where he initiated and oversaw the creation of Celera Genomics. Currently Dr. Afeyan serves on a number of public and private company boards including Codiak Biosciences, Evelo BioSciences, Kaleido BioSciences, Moderna Therapeutics, Axcella Health and Seres Therapeutics. He received a Technology Pioneer 2012 award from the World Economic Forum (WEF).


Dr. Afeyan also serves on the boards of the Armenian General Benevolent Union, the IDeA Foundation and the UWC Dilijan International School. He is engaged in a number of philanthropic initiatives and is a co-founder of 100 LIVES project and the Aurora Prize for Awakening Humanity award.

Education: 

Dr. Afeyan graduated from McGill University with a BS in Chemical Engineering in 1983 and earned his PhD in Biochemical Engineering from the Massachusetts Institute of Technology in 1987.

 
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  • Noubar Afeyan
    Noubar Afeyan

    PhD, Non-executive board member

    June 2010

Mr. Afeyan was appointed Board member in July 2010.

Skills and experience: 


Dr. Afeyan is founder, senior managing partner and CEO of Flagship Pioneering, a private equity and venture capital firm that manages over $1.75B in funds focused on healthcare and biotechnology. He also leads the firm’s VentureLabs unit that invents and launches transformative startups. 
Dr. Afeyan has been a senior lecturer at MIT’s Sloan School of Management where he has taught courses on technology-entrepreneurship, innovation, and leadership since 2000.  He has authored numerous scientific publications and patents since earning his Ph.D. in Biochemical Engineering from MIT.



Dr. Afeyan has co-founded and helped build over 35 successful life science and technology startups during the past three decades. He was founder and CEO of PerSeptive Biosystems, a leader in the bio-instrumentation field. After PerSeptive's acquisition by Applera Corporation, he was Senior Vice President and Chief Business Officer of Applera, where he initiated and oversaw the creation of Celera Genomics. Currently Dr. Afeyan serves on a number of public and private company boards including Codiak Biosciences, Evelo BioSciences, Kaleido BioSciences, Moderna Therapeutics, Axcella Health and Seres Therapeutics. He received a Technology Pioneer 2012 award from the World Economic Forum (WEF).


Dr. Afeyan also serves on the boards of the Armenian General Benevolent Union, the IDeA Foundation and the UWC Dilijan International School. He is engaged in a number of philanthropic initiatives and is a co-founder of 100 LIVES project and the Aurora Prize for Awakening Humanity award.

Education: 

Dr. Afeyan graduated from McGill University with a BS in Chemical Engineering in 1983 and earned his PhD in Biochemical Engineering from the Massachusetts Institute of Technology in 1987.

 
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Committee responsibilities

The main purpose of the Committee is to create a solid pool of highly experienced and competent candidates with relevant skills and integrity to be engaged on the Board of Directors, its Committees, Management Board, Internal Audit function and/or material risk taking units/bodies, as it may be required, ensure succession planning and workforce optimization, as well as implementation of corporate governance principles and structure in line with the legislative regulations on the corporate governance and best practice and their improvement. The Committee is set to:

  • coordinate/ensure optimal composition, size, selection and appointment of the Board of Directors, its Committees, Management Board, Internal Audit function and material risk taking bodies/units of the Bank;
  • set eligibility criteria for appointment of the members of the Board of Directors, its Committees, Management Board, Internal Audit function and material risk taking bodies/units of the Bank in line with their roles and scope of responsibilities;
  • ensure continuity and smooth succession planning for the Board of Directors, its Committees, Management Board, Internal Audit function and material risk taking bodies/units of the Bank.

The Committee reports about the results of its activities to the Board of Directors on an annual basis, presenting the barriers to the efficient performance, if required, or proposing possible ways to improve efficiency.

Membership

  • The Committee shall consist of no less than three members where the actual number of members may vary subject to the requirement specified in this clause.
  • The members and chairman of the Committee shall be appointed by the Board of Directors.
  • While appointing the Committee members, the Board of Directors shall give preference to independent members of the Board, however this provision shall not restrict the Committee from engaging/electing non-independent members of the Board of Directors.
  • Members of the Committee shall be appointed for a term of three years which may be extended in the future.
  • All independent members of the Board of Directors who are not involved in the Committee, may attend the Committee meetings at their initiative.
  • The meetings of the Committee shall be attended by the secretary to the Committee whose responsibilities ex officio shall be performed by the secretary to the Board of Directors.
  • Meetings are held as often as the Chairman of the Committee considers necessary subject to a minimum of one meeting annually. Whenever required, meeting of the Committee may be called upon request of the Chairman of the Committee or the Board of Directors.

  • Andrew Mkrtchyan

    Chairman of the Board

    Andrew Mkrtchyan

    November 2013

Andrew Mkrtchyan is the Founder and Chairman of the Board of Directors of Ameriabank.

Mr. Mkrtchyan was appointed Chairman on 27 November, 2013. Mr. Mkrtchyan served as Board member from 2007 to 2013 before being elected as the Chairman. 

Skills and experience: 

As a Founder and Executive Chairman, he has been successfully managing the Group for the last 20 years, standing at the roots of investment banking and management advisory in Armenia. He has extensive experience in strategic management, which has been the key to the successful growth and development of the Group. Andrew Mkrtchyan is the first businessman from Armenia to be a Founding Member of World Economic Forum New Champions Chapter. He is a Board Member to a number of private and public organizations.

Education: 

Mr. Mkrtchyan graduated from Yerevan State University, Department of Economics. He received a scholarship from American Economic Association (AEA) for his scholar studies at Economics Institute, Colorado State University, as well as participated in number of executive programs in different universities, including Kingston Business School, Harvard Business School, INSEAD and others.
Andrew Mkrtchyan was awarded Order of Honor by His Holiness Supreme Patriarch and Catholicos of All Armenians for his benevolent activities for Armenian Apostolic Church.

 
 






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  • Ruben Vardanyan
    Ruben Vardanyan

    Non-executive board member

    October 2013

  • Noubar Afeyan
    Noubar Afeyan

    PhD, Non-executive board member

    June 2010

Board Member since November 2013

Mr. Vardanyan was appointed Board member on 27 November, 2013. Mr. Vardanyan served as the Chairman of the Board starting from the incorporation of the Bank back in 2007 till November 2013.

Skills and experience: 

Mr. Vardanyan is an impact investor and social entrepreneur, a prominent investment banker with more than 20 years of experience and a key figure in Russia’s capital markets establishment. He is currently a founding partner and president of LLC VARDANYAN, BROITMAN AND PARTNERS and a board member at numerous entities in Russia and abroad. Mr. Vardanyan is also a member of the Economic Advisory Board at the International Finance Corporation. Prior to the merger with Sberbank in January 2012, he served as CEO, Chairman of the Board at Troika Dialog, one of the oldest and largest investment banks in Russia and the CIS. Mr. Vardanyan is the Chairman of the Board at SOLLERS, a leading Russian automotive company, a Board member at KAMAZ and SIBUR Holding. 

He is a member of the Investment Committee of Avica Property Investors International. He is a member of the Investment Council under the Chairman of the State Duma of the Russian Federation and a member of the Strategic Council for Investments in New Industries under the Ministry of Industry and Trade of Russia. 

Mr. Vardanyan is a Founding Partner and Vice-Chairman of the International Advisory Board of Moscow School of Management SKOLKOVO, as well as Chairman of the SKOLKOVO Institute for Emerging Market Studies. He is also a co-founder of Scholae Mundi Foundation CIO and UWC Dilijan College in Armenia, a member of the International Advisory Councils at Fundação Dom Cabral business school in Brazil and GuangHua School of Management in China. He is a member of the Boards of Trustees of the Russian Presidential Academy of National Economy and Public Administration and the Faculty of Economics at Lomonosov Moscow State University.

Mr. Vardanyan is a co-founder and Chairman of the Board of Charitable Foundation Initiatives for Development of Armenia (IDeA) and a member of the Central Board of Directors of the Armenian General Benevolent Union (AGBU).

Education: 

Mr. Vardanyan received his Master of Science Degree in Economics from Moscow State University. He also studied various professional courses and special programs at INSEAD, Harvard Business School, Yale University and Stanford University.

For more details, please visit http://rubenvardanyan.info/en
 
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Mr. Afeyan was appointed Board member in July 2010.

Skills and experience: 


Dr. Afeyan is founder, senior managing partner and CEO of Flagship Pioneering, a private equity and venture capital firm that manages over $1.75B in funds focused on healthcare and biotechnology. He also leads the firm’s VentureLabs unit that invents and launches transformative startups. 
Dr. Afeyan has been a senior lecturer at MIT’s Sloan School of Management where he has taught courses on technology-entrepreneurship, innovation, and leadership since 2000.  He has authored numerous scientific publications and patents since earning his Ph.D. in Biochemical Engineering from MIT.



Dr. Afeyan has co-founded and helped build over 35 successful life science and technology startups during the past three decades. He was founder and CEO of PerSeptive Biosystems, a leader in the bio-instrumentation field. After PerSeptive's acquisition by Applera Corporation, he was Senior Vice President and Chief Business Officer of Applera, where he initiated and oversaw the creation of Celera Genomics. Currently Dr. Afeyan serves on a number of public and private company boards including Codiak Biosciences, Evelo BioSciences, Kaleido BioSciences, Moderna Therapeutics, Axcella Health and Seres Therapeutics. He received a Technology Pioneer 2012 award from the World Economic Forum (WEF).


Dr. Afeyan also serves on the boards of the Armenian General Benevolent Union, the IDeA Foundation and the UWC Dilijan International School. He is engaged in a number of philanthropic initiatives and is a co-founder of 100 LIVES project and the Aurora Prize for Awakening Humanity award.

Education: 

Dr. Afeyan graduated from McGill University with a BS in Chemical Engineering in 1983 and earned his PhD in Biochemical Engineering from the Massachusetts Institute of Technology in 1987.

 
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  • Ruben Vardanyan
    Ruben Vardanyan

    Non-executive board member

    October 2013

Board Member since November 2013

Mr. Vardanyan was appointed Board member on 27 November, 2013. Mr. Vardanyan served as the Chairman of the Board starting from the incorporation of the Bank back in 2007 till November 2013.

Skills and experience: 

Mr. Vardanyan is an impact investor and social entrepreneur, a prominent investment banker with more than 20 years of experience and a key figure in Russia’s capital markets establishment. He is currently a founding partner and president of LLC VARDANYAN, BROITMAN AND PARTNERS and a board member at numerous entities in Russia and abroad. Mr. Vardanyan is also a member of the Economic Advisory Board at the International Finance Corporation. Prior to the merger with Sberbank in January 2012, he served as CEO, Chairman of the Board at Troika Dialog, one of the oldest and largest investment banks in Russia and the CIS. Mr. Vardanyan is the Chairman of the Board at SOLLERS, a leading Russian automotive company, a Board member at KAMAZ and SIBUR Holding. 

He is a member of the Investment Committee of Avica Property Investors International. He is a member of the Investment Council under the Chairman of the State Duma of the Russian Federation and a member of the Strategic Council for Investments in New Industries under the Ministry of Industry and Trade of Russia. 

Mr. Vardanyan is a Founding Partner and Vice-Chairman of the International Advisory Board of Moscow School of Management SKOLKOVO, as well as Chairman of the SKOLKOVO Institute for Emerging Market Studies. He is also a co-founder of Scholae Mundi Foundation CIO and UWC Dilijan College in Armenia, a member of the International Advisory Councils at Fundação Dom Cabral business school in Brazil and GuangHua School of Management in China. He is a member of the Boards of Trustees of the Russian Presidential Academy of National Economy and Public Administration and the Faculty of Economics at Lomonosov Moscow State University.

Mr. Vardanyan is a co-founder and Chairman of the Board of Charitable Foundation Initiatives for Development of Armenia (IDeA) and a member of the Central Board of Directors of the Armenian General Benevolent Union (AGBU).

Education: 

Mr. Vardanyan received his Master of Science Degree in Economics from Moscow State University. He also studied various professional courses and special programs at INSEAD, Harvard Business School, Yale University and Stanford University.

For more details, please visit http://rubenvardanyan.info/en
 
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  • Noubar Afeyan
    Noubar Afeyan

    PhD, Non-executive board member

    June 2010

Mr. Afeyan was appointed Board member in July 2010.

Skills and experience: 


Dr. Afeyan is founder, senior managing partner and CEO of Flagship Pioneering, a private equity and venture capital firm that manages over $1.75B in funds focused on healthcare and biotechnology. He also leads the firm’s VentureLabs unit that invents and launches transformative startups. 
Dr. Afeyan has been a senior lecturer at MIT’s Sloan School of Management where he has taught courses on technology-entrepreneurship, innovation, and leadership since 2000.  He has authored numerous scientific publications and patents since earning his Ph.D. in Biochemical Engineering from MIT.



Dr. Afeyan has co-founded and helped build over 35 successful life science and technology startups during the past three decades. He was founder and CEO of PerSeptive Biosystems, a leader in the bio-instrumentation field. After PerSeptive's acquisition by Applera Corporation, he was Senior Vice President and Chief Business Officer of Applera, where he initiated and oversaw the creation of Celera Genomics. Currently Dr. Afeyan serves on a number of public and private company boards including Codiak Biosciences, Evelo BioSciences, Kaleido BioSciences, Moderna Therapeutics, Axcella Health and Seres Therapeutics. He received a Technology Pioneer 2012 award from the World Economic Forum (WEF).


Dr. Afeyan also serves on the boards of the Armenian General Benevolent Union, the IDeA Foundation and the UWC Dilijan International School. He is engaged in a number of philanthropic initiatives and is a co-founder of 100 LIVES project and the Aurora Prize for Awakening Humanity award.

Education: 

Dr. Afeyan graduated from McGill University with a BS in Chemical Engineering in 1983 and earned his PhD in Biochemical Engineering from the Massachusetts Institute of Technology in 1987.

 
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