74448    FROM: Vice President and Corporate Secretary   Minutes of Meeting of the Board of Directors of IFC,  held in the Board Room on Thursday, September 27, 2012, at 12:01 p.m.   1. There were present:  CHAIR:  R.-R. Kaldany, Acting Executive Vice President, IFC  EXECUTIVE DIRECTORS AND ALTERNATES ACTING AS EXECUTIVE DIRECTORS:  A. Alkaffas (Alternate) M. Kivine (Temporary Alternate) S. Aviel (Alternate) A. Lamrani (Temporary Alternate)  J.J. Bravo (Alternate) L. Larose (Temporary Alternate) A. Carmignani (Temporary Alternate) R. Li (Temporary Alternate)  V. Daza Foronda (Alternate) H. Manao V. Dhanpaul (Alternate) R. Mokate  J. Frieden M.-L. Morin A. Hassan (Temporary Alternate) K. Panov (Temporary Alternate)  G. Hines H. Suzuki I. Hoven M. Tareque (Alternate)  K. Huber R. Treffers J.-P. Julia (Alternate) M. Willcock (Temporary Alternate)  M.S.Kayad (Alternate)  ALTERNATES NOT ACTING AS EXECUTIVE DIRECTORS:  D. Bohan  M. Muhtar J. James W. Szczuka OFFICERS AND STAFF PARTICIPATING: E. Marmolo, Acting Corporate Secretary A. Meer, CEAR2 R. Robbins, Vice President and M. Pirogova, CF3S8 General Counsel, CLVVP S. Starnes, CTGDR G. Baker, Director, CTGDR S. Stevenson, CTGTF J. Scriven, Director, CFGDR R. Warirah, CF2S6 A. Ilkgelen, CFGIF R. Krech, Corporate Secretariat A. Maiga, CF1S4 This document has a restricted distribution and may be used by recipients only in the performance of their official duties. Its contents may not otherwise be disclosed without World Bank Group authorization.  -2-  Thailand - Investment in Bank of Ayudhya Public Company Limited  2. The Board of Directors considered the President's Memorandum and a Report on an investment in Bank of Ayudhya Public Company Limited in Thailand (IFC/R2012-0303, dated September 14, 2012)  and adopted the following resolution:  RESOLUTION NO. IFC 2012-0060  RESOLVED:  (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 8.1 of the Report substantially on the terms therein set forth; and  (B) THAT the President, Executive Vice President, a Vice President, a Department  Director, the General Counsel, Deputy General Counsel, 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.  East Asia and Pacific Region - Investment in Peak Reinsurance Holdings Limited  3. The Board of Directors considered the President's Memorandum and a Report on an investment in Peak Reinsurance Holdings Limited in the East Asia and Pacific Region (IFC/R2012-0305, dated  September 17, 2012) and adopted the following resolution:  RESOLUTION NO. IFC 2012-0061  RESOLVED:  (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 7.1 of the Report substantially on the terms therein set forth; and  (B) THAT the President, Executive Vice President, a Vice President, a Department  Director, the General Counsel, Deputy General Counsel, 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. Mr. Solomon (via email dated September 25, 2012) wished to be recorded as abstaining. World Region - Increase and Modification of Investment in Global Trade Finance Program (GTFP V) 4. The Board of Directors considered the President's Memorandum and a Report on an Increase and Modification of Investment in Global Trade Finance Program (GTFP V) (IFC/R2012-0302, dated September 14, 2012) and adopted the following resolution: This document has a restricted distribution and may be used by recipients only in the performance of their official duties. Its contents may not otherwise be disclosed without World Bank Group authorization.  -3-  RESOLUTION NO. IFC 2012-0062  RESOLVED:  (A) THAT the Corporation be authorized to conclude the transactions outlined in  paragraph 8.1 of the Report substantially on the terms therein set forth; and  (B) THAT the President, Executive Vice President, a Vice President, a Department Director, the General Counsel, Deputy General Counsel, 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.  5. The Board of Directors recorded its authorization for Management to proceed with the following  investments under the Streamlined Procedure:  (a) India - an investment in Gujarat Pipavav (IFC/R2012-0290, dated August 30, 2012) in the form of an "A" loan of up to US$60 million and a "B" loan of up to US$110 million, authorized on  September 12, 2012.  (b) China - an investment in F-Road Commercial Services Company Limited (IFC/R2012-0293, dated September 4, 2012) in the form of equity of up to US$8 million, authorized on September  14, 2012.  (c) Russian Federation - an investment in OJSC Orient Express Bank (OEB Syndication) (IFC/R2012-0297, dated September 11, 2012) in the form of an "A" loan of up to US$35 million,  a "B" loan of up to US$40 million, and an agented parallel loan of up to US$15 million, authorized on September 21, 2012.  (d) Liberia - an investment in Hummingbird Resources plc for Dugbe Gold (IFC/R2012-0298, dated  September 11, 2012) in the form of equity of up to GBP 5.5 million (US$8.8 million equivalent), authorized on September 21, 2012.  Minutes of Previous Meetings  6. The Board of Directors recorded its approvals on September 19, 2012 of the Minutes of the  meeting held on June 28, 2012(IFC/M2012-0047); and, on September 21, 2012 of the Minutes of the meeting held on August 9, 2012 (IFC/M2012-0057). This document has a restricted distribution and may be used by recipients only in the performance of their official duties. Its contents may not otherwise be disclosed without World Bank Group authorization.  -4-  Europe and Central Asia Region - Exercise of IFC’s Pre-Emptive Rights in OJSC Orient Express Bank, Russian Federation  7. The Board of Directors recorded its approval on September 14, 2012 of the recommendation  contained in the President’s Memorandum and Report entitled "Europe and Central Asia Region - Exercise of IFC’s Pre-Emptive Rights in OJSC Orient Express Bank, Russian Federation"  (IFC/R2012-0295, dated September 5, 2012) and adopted the following resolution:  RESOLUTION NO. IFC 2012-0063 RESOLVED:  (A) THAT the Corporation be authorized to conclude the transactions outlined in  paragraph 20 of the Report substantially on the terms therein set forth; and  (B) THAT the President, Executive Vice President, a Vice President, a Department Director, the General Counsel, Deputy General Counsel, 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.  Adjournment  8. The meeting adjourned at 1:20 p.m.          This document has a restricted distribution and may be used by recipients only in the performance of their official duties. Its contents may not otherwise be disclosed without World Bank Group authorization.