75065   FROM: Vice President and Corporate Secretary     Minutes of Meeting of the Board of Directors of IFC,   held in the Board Room on Thursday, January 17, 2013, at 2:35 p.m.     1. There were present: CHAIR:   R.-R. Kaldany, Vice President, CGIVP   EXECUTIVE DIRECTORS AND ALTERNATES ACTING AS EXECUTIVE DIRECTORS:   M. Al-Sheikh R. Li (Temporary Alternate)   G. Balcytyte (Alternate) A. Lourenco (Alternate) D. Bohan (Alternate) S. Mirjalili (Temporary Alternate)   M. Dentana (Temporary Alternate) M.-L. Morin J. Frieden N. Mota Pinto (Alternate)   I. Garayo Orbe (Temporary Alternate) S. Nanu (Alternate) V. Grishin M.S. Pamuksuz (Alternate)   M. Hasan R. Raineri (Alternate) I. Hoven I. Solomon   S. James (Alternate) R. Studart (Alternate) J.-P. Julia (Alternate) Y. Takamura (Alternate)   M.S.Kayad (Alternate) M. Tareque (Alternate) P. Larose (Alternate)   ALTERNATES NOT ACTING AS EXECUTIVE DIRECTORS:   A. Alkaffas W. Rissmann   I. Alturki W. Szczuka S. Aviel   OFFICERS AND STAFF PARTICIPATING:     S. Suleymanov, Acting Corporate Secretary W.J. Gohary, CF3S9 D. Harris, Acting General Counsel, CLVVP I. Hussain, CF3S9 D. Tsitsiragos, Vice President, CEMVP A. Maiga, CF1S4 K.A.Ahmed, Director, CF3DR E. Martinez-Miranda, CF1S4 S. Devieux, Director, CF1DR S. Tamir, Corporate Secretariat 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-   Philippines - Investment in Rizal Commercial Banking Corporation (IFC Capitalization Fund (CF) RCBC Equity II)   2. The Board of Directors considered the President's Memorandum and a Report on an investment in   Rizal Commercial Banking Corporation (IFC Capitalization Fund (CF) RCBC Equity II) in the Philippines (IFC/R2013-0005; /1, dated January 4 and January 8, 2013, respectively) and adopted the   following resolution:   RESOLUTION NO. IFC 2013-0001   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, 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.   Oman - Investment in Bank Muscat SAOG   3. The Board of Directors considered the President's Memorandum and a Report on an investment in Bank Muscat SAOG in Oman (IFC/R2012-0411; /3, dated December 10, 2012 and January 16, 2013,   respectively) and adopted the following resolution:   RESOLUTION NO. IFC 2013-0002   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, 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. Messrs./Mmes. Brandt, Cipollone, Fayolle, Hoven, and Treffers wished to be recorded as abstaining. 4. The Board of Directors recorded its authorization for Management to proceed with the following investments under the Streamlined Procedure: 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-   (a) Ukraine - an investment in Limited Liability Company "Okkoskhidinvest" (IFC/R2012-0399,   dated December 6, 2012) in the form of an "A" loan of up to US$15 million, a "B" loan of up to US$55 million, and a subordinated convertible "C" loan of up to US$15 million, authorized on   December 18, 2012.   (b) China - an investment in CEI Water (IFC/R2012-0400, dated December 6, 2012) in the form of equity of up to US$10 million and a senior loan of up to US$70 million for an aggregate of up to   US$70 million, and a "B" loan of up to US$65 million, authorized on December 18, 2012.   (c) China - an investment in Changlin SDF (IFC/R2012-0401, dated December 7, 2012) in the form of an "A" loan of up to EUR 10 million (US$13 million equivalent), authorized on December 19,   2012. Mr. Solomon (via email dated December 18, 2012) wished to be recorded as abstaining.   (d) Jordan - an investment in Jordan Micro Credit Company (“Tamweelcom II”) (IFC/R2012-0402, dated December 7, 2012) in the form of a senior loan of up to US$2 million, authorized on   December 19, 2012 under the expedited streamlined procedure pilot.   (e) Croatia - an investment in Societe Generale-Splitska Banka d.d. (IFC/R2012-0404, dated December 7, 2012) in the form of a senior "A" loan of up to EUR 50 million (US$65 million   equivalent), authorized on December 19, 2012.   (f) India - an investment in PTC India Financial Services Limited (IFC/R2012-0406, dated December 10, 2012) in the form of one or more loans of up to US$40 million or INR 2,140   million, whichever is higher, authorized on December 20, 2012.   (g) India - an investment in JMT Auto Limited (IFC/R2012-0407, dated December 10, 2012) in the form of an "A" loan of up to US$9 million and equity of up to INR 165 million (US$3 million   equivalent), authorized on December 20, 2012.   (h) India - an investment in CapAleph Fund (IFC/R2012-0410, dated December 10, 2012) in the form of equity of up to US$15 million, authorized on December 20, 2012.   (i) Bangladesh - an investment in bKash Limited (IFC/R2012-0408, dated December 10, 2012) in   the form of equity of up to US$10 million, authorized on December 20, 2012.   (j) Middle East and North Africa Region - an investment in FIMBank Global Trade Liquidity Program (GTLP) (IFC/R2012-0409, dated December 10, 2012) in the form of a short-term "A"     loan of up to US$30 million, authorized on December 20, 2012. (k) Ukraine - an investment in First Lease LLC (ALD Automotive II) (IFC/R2012-0412, dated December 11, 2012) in the form of a senior "A" loan of up to US$5 million, authorized on December 21, 2012. (l) Russian Federation - an investment in City of Craftsmen (IFC/R2012-0413; /1, dated December 13 and December 21, 2012, respectively) in the form an "A" loan of up to US$4.5 million, authorized on December 27, 2012. 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-   (m) World Region - an investment in Eleni and Associates LLC (IFC/R2012-0415; /2, dated   December 21, 2012 and January 11, 2013, respectively) in the form of equity of up to US$2.5 million, authorized on January 8, 2013.   (n) Sri Lanka - an investment in Cargills Agriculture and Commercial Bank PLC (IFC/R2013-0002,   dated January 2, 2013) in the form of equity of up to LKR 495 million (US$3.9 million equivalent) and a senior loan of up to US$7 million, authorized on January 14, 2013. Mr.   Solomon (via email dated January 14, 2013) wished to be recorded as abstaining.   (o) Russian Federation - an investment in Joint Stock Company Bystrobank (IFC/R2013-0003, dated January 2, 2013) in the form of equity of up to US$17 million, authorized on January 14, 2013.   Minutes of Previous Meetings   5. The Board of Directors recorded its approvals on December 19, 2012 of the Minutes of the   meeting held on September 27, 2012 (IFC/M2012-0064); on December 28, 2012 of the Minutes of the meeting held on November 15, 2012 (IFC/M2012-0073); and, on January 7, 2013 of the Minutes of the   meeting held on November 29, 2012 (IFC/M2013-0002).   Nigeria - Restructuring of IFC's Loans in Helios Towers Nigeria Limited (HTN)   6. The Board of Directors recorded its approval on January 4, 2013 of the recommendation contained in paragraph 3 of the President's Memorandum and Report entitled "Nigeria - Restructuring of   IFC's Loans in Helios Towers Nigeria Limited (HTN) in Nigeria (IFC/R2012-0414, dated December 21, 2012) and adopted the following resolution:   RESOLUTION NO. IFC 2013-0003   RESOLVED:   (A) THAT the Corporation be authorized to conclude the transactions outlined in   paragraph 15 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. Adjournment 7. The meeting adjourned at 3:14 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.