Minutes of Meeting of the Board of Directors of IFC, held in the Board Room on Thursday, February 6, 2014 at 10:05 a.m.

Transcription

1 Public Disclosure Authorized FROM: Vice President and Corporate Secretary Minutes of Meeting of the Board of Directors of IFC, held in the Board Room on Thursday, February 6, 2014 at 10:05 a.m. Public Disclosure Authorized Public Disclosure Authorized 1. There were present: CHAIR: J.-Y. Cai, Executive Vice President EXECUTIVE DIRECTORS, ALTERNATES, AND TEMPORARY ALTERNATES ACTING AS EXECUTIVE DIRECTORS: K. Alkhudairy H. Le J. Alvarez W. Liu L.K. Atheeq K. Morais A. Barclay R. Raineri J. Bravo C. Roberts P. Cipollone S. Santala D. Crane H. Suzuki F. Heemskerk A. Smith I. Hoven W. Szczuka J.-P. Julia V. Tamozhnikov A. Kane K. Wissa N. Khosa M. Willcock G. Yazganarikan OFFICERS AND STAFF PARTICIPATING: Public Disclosure Authorized D. Harris, Deputy General Counsel S. Suleymanov, Acting Corporate Secretary I. Dhingra, Head * S. Pimenta, Director E. Taverner, Director G. Wilson, Chief Executive Officer S. Bose, Chief Investment Officer * via videoconference

2 - 3 - East Asia and the Pacific Region and South Asia Region (including Afghanistan and Pakistan) - Investment in IFC Asia Fund 2. The Board of Directors considered the President's Memorandum and a Report on an investment by IFC in the form of equity of up to US$200 million in IFC Asia Fund in the East Asia and the Pacific Region and South Asia Region (including Afghanistan and Pakistan) (IFC/R , dated January 24, 2014) and adopted the following resolution: RESOLUTION NO. IFC RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraphs 8.1, 8.2 and 8.3 of the report substantially on the terms therein set forth; and (B) THAT the President, the Executive Vice President, a Vice President, the Vice President and General Counsel, the Deputy General Counsel, a Department Director, or any staff member of the Corporation authorized by any one of them, enter in the name and on behalf of the Corporation into an agreement or agreements providing for such transactions and containing such other terms and conditions as he or she, by the execution thereof, shall approve. Ms. Aviel wished to be recorded as abstaining. Adjournment 3. The meeting adjourned at 10:52 a.m.

3 - 4 - The following item(s) have been approved on an Absence of Objection Basis or have been authorized to proceed on a Streamlined Basis for the period January 31, 2014 and February 6, 2014 THE EXECUTIVE DIRECTORS OF THE BANK AND IDA: Allocation under the Rapid Social Response Multi-Donor Trust Fund to Finance Activities in Zimbabwe, a Member in the IBRD/IDA Blend Category in Arrears The Executive Directors recorded their approval on January 31, 2014 of the recommendation contained in paragraph 9 of the Memorandum of the President entitled "Approval for an Allocation under the Rapid Social Response Multi-Donor Trust Fund (RSR-MDTF) to Finance Activities in Zimbabwe, a Member in the IBRD/IDA Blend Category in Arrears" (R , IDA/R , dated January 17, 2014), namely, a US$250,000 allocation. Myanmar Credit - Telecommunications Sector Reform Project The Executive Directors recorded their approval on February 6, 2014 of the credit to Myanmar for a Telecommunications Sector Reform Project in the amount of SDR million amount (US$31.5 million equivalent) on the terms and conditions set out in the President s Memorandum (IDA/R , dated January 17, 2014). Lesotho Credit - Public Financial Management Reform Support Project The Executive Directors recorded their approval on February 6, 2014 of the credit to Lesotho for a Public Financial Management Reform Support Project in the amount of SDR 3.6 million (US$5.5 million equivalent) on the terms and conditions set out in the President s Memorandum (IDA/R , dated January 17, 2014). THE BOARD OF DIRECTORS OF IFC: Sri Lanka Investment in Senkadagala Finance PLC The Board of Directors authorized on January 31, 2014 an investment in Sri Lanka Senkadagala Finance PLC (IFC/R , dated January 21, 2014) in the form of a senior loan of up to US$7 million. Ms. Aviel wished to be recorded as opposing.

4 - 5 - Brazil Investment in BCG Brasil SEF The Board of Directors authorized on February 3, 2014 an investment in Brazil BCG Brasil SEF (IFC/R ), dated January 22, 2014) in the form of a senior loan of up to US$30 million. Romania Investment in Banca Transilvania S.A. The Board of Directors authorized on February 4, 2014 an investment in Romania Banca Transilvania S.A. (IFC/R , dated January 23, 2014) in the form of a subordinated loan of up to US$40 million. Russian Federation Investment in De Novo Overseas holdings Limited for the De Novo Cloud Project The Board of Directors authorized on February 4, 2014 an investment of US$1,000,000 in Russian Federation De Novo Overseas Holdings Limited for the De Novo Cloud Project (IFC/R , dated January 23, 2014) to be split into several commitments, each with a specific structure and separate legal agreement. The proposed first commitment is a "C" loan of up to US$150,000 to De Novo Overseas Holdings Limited to finance the launch and development of De Novo s cloud services. Ms. Santala wished to be recorded as abstaining. Mexico Investment in PineBridge Credit Opportunities Trust The Board of Directors authorized on February 5, 2014 an investment in Mexico PineBridge Credit Opportunities Trust (IFC/R , dated January 24, 2014) in the form of quasi equity of up to US$50 million. Ms. Aviel wished to be recorded as abstaining. Zambia Investment in Bayport Financial Services Limited The Board of Directors authorized on February 5, 2014 an investment in Zambia Bayport Financial Services Limited (IFC/R , dated January 24, 2014) in the form of a senior debt of up to ZMW 60 million (approximately US$11 million equivalent). Lebanon Investment in Bank Audi s.a.l. Audi Saradar Group The Board of Directors authorized on February 6, 2014 an investment in Lebanon Bank Audi s.a.l. Audi Saradar Group (IFC/R , dated January 27, 2014) in the form of tier 2 subordinated debt of up to US$150 million. The sub-debt investment will be made through: (i) IFC s own account for up to US$37.5 million; and (ii) the IFC Capitalization (Subordinated) Debt Fund for up to US$112.5 million in Bank Audi s.a.l. Audi Saradar Group. Ms. Aviel wished to be recorded as abstaining.

5 - 6 - Philippines Investment in Rizal Commercial Bank Corporation (RCBC Short Term) The Board of Directors authorized on February 6, 2014 an investment in Philippines - Rizal Commercial Bank Corporation (RCBC Short Term) (IFC/R , dated January 27, 2014) in the form of a senior loan of up to US$30 million. THE BOARD OF DIRECTORS OF MIGA: Russian Federation - Guarantees to Tapon France S.A.S. of France for its investment in OOO Ken-Pak Zavod Upakovki Modification of Prior Concurrence The Board of Directors recorded its authorization on February 4, 2014 for the President to proceed with the modification of prior concurrence as set out in the Report from the President entitled Russian Federation Guarantees to Tapon France S.A.S. of France for its investment in OOO Ken-Pak Zavod Upakovki Modification of Prior Concurrence (MIGA/R , dated January 24, 2014). Ms. Santala wished to be recorded as abstaining. THE EXECUTIVE DIRECTORS OF THE BANK AND IDA, AND THE BOARD OF DIRECTORS OF MIGA: Enhancing Use of the Balance Sheets of the Entities of the World Bank Group An Opportunity for a MIGA/IBRD Exposure Exchange Agreement The Executive Directors of the Bank and IDA and the Board of Directors of MIGA recorded their approval on February 6, 2014 of the recommendation contained in paragraph 21 of the Memorandum of the President entitled Enhancing Use of the Balance Sheets of the Entities of the World Bank Group An Opportunity for a MIGA/IBRD Exposure Exchange Agreement ((R [MIGA/R ]; /1, /2, /3, /4] dated December 23, 2013, January 16, 2014, January 30, 2014 and February 6, 2014 respectively). Ms. Hoven wished to be recorded as abstaining.

6 - 7 - THE EXECUTIVE DIRECTORS OF THE BANK AND IDA, THE BOARD OF DIRECTORS OF IFC, AND THE BOARD OF DIRECTORS OF MIGA: Minutes of Previous Meeting The Executive Directors of the Bank and IDA and the Board of Directors of IFC, recorded their approval on February 3, 2014 of the Minutes of the meeting held on January 23, 2014 and of the Record of approvals or authorizations between January 15 through January 23, 2014 (M , [IDA/M , IFC/M ], dated January 27, 2014). The Executive Directors of the Bank and IDA, the Board of Directors of IFC, and the Board of Directors of MIGA recorded their approval on February 3, 2014 of the Minutes of the Restricted Executive Session held on January 28, 2014 (XM [IDA/XM , IFC/XM , MIGA/XM ], dated January 28, 2014).