FROM: Vice President & Corporate Secretary Minutes of Meeting of the Executive Directors of the Bank and IDA and the Boards of Directors of IFC and MIGA held in the Board Room on November 27, 2018 at 10:03 a.m. 1. There were present: CHAIR: S. Yang, Managing Director and WBG Chief Administrative Officer EXECUTIVE DIRECTORS, ALTERNATES, AND TEMPORARY ALTERNATES ACTING AS EXECUTIVE DIRECTORS: A. Alkhalaf D. Malaspina Hernandez E. Bethel A. Manuel P-O. Chotard R. Montgomery F. Diallo T. Nyamadzabo K. Davidse P. Pagano A. Fernandez G. Schoenleitner W. Gruber A. Subramani M. Hasan K. Tantitemit K. Hwang S. Tarar F. Kanczuk Y. Yang L. Klemola M. Yoshida A. Lalor J. Zattler B. Lvin OFFICERS AND STAFF PARTICIPATING: S. Okoro, Senior Vice President and General Counsel Y. Tsikata, Vice President and Corporate Secretary X. Yu, Acting Vice President, EAP Region T. O’Brien, Acting Vice President, Africa Region S. Pimenta, Regional Vice President, IFC N. Stoiljkovic, Regional Vice President, IFC M. Warwick, Country Director, Thailand H. Kerali, Country Director, Liberia B. Hansl, Country Manager, Thailand L. Leshchenko, Country Manager, Liberia M. Nebe, Sector Manager, MIGA B. Jimenez Mota, Risk Management Officer, MIGA 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. Thailand – Country Partnership Framework 2. The Executive Directors discussed the joint IBRD/IDA/IFC/MIGA Country Partnership Framework for Thailand for the period FY19-FY22 (R/2018-0214[IDA/R2018- 0350[IFC/R2018-0308, MIGA/R2018-0143], dated October 30, 2018). Liberia – Country Partnership Framework 3. The Executive Directors discussed the joint IDA/IFC/MIGA Country Partnership Framework for Liberia for the period FY19-FY24 (IDA/R2018-0354[IFC/R2018-0312, MIGA/R2018-0145], dated November 1, 2018). Adjournment 4. The meeting adjourned 1:19 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. The following item(s) have been approved on an Absence-of-Objection Basis or have been authorized to proceed on a streamlined basis between November 14-27, 2018 THE EXECUTIVE DIRECTORS OF THE BANK AND IDA Rwanda – Development Policy Credit – Second Rwanda Energy Sector Development Policy Financing 1. The Executive Directors recorded their approval on November 15, 2018 of the credit in the amount of SDR 89.6 million (US$125 million equivalent) to Rwanda for the Second Rwanda Energy Sector Development Policy Financing on the terms and conditions set out in the President’s Memorandum (IDA/R2018-0347, dated October 25, 2018). Senegal – Credit – Improving Youth Employability Through Informal Apprenticeship Project 2. The Executive Directors recorded their approval on November 21, 2018 of the credit in the amount of EUR 45.8 million (US$53 million equivalent) to Senegal for the Improving Youth Employability Through Informal Apprenticeship Project on the terms and conditions set out in the President’s Memorandum (IDA/R2018-0355, dated November 2, 2018). Ghana – Additional Credit – Land Administration Phase 2 Additional Financing 3. The Executive Directors recorded their approval on November 21, 2018 of the additional credit in the amount of SDR 25.1 million (US$35 million equivalent) to Ghana for the Land Administration Phase 2 Additional Financing on the terms and conditions set out in the President’s Memorandum (IDA/R2018-0351; /2, dated October 29, 2018 and November 15, 2018, respectively). Kenya – Credit - Kenya Social and Economic Inclusion Project 4. The Executive Directors recorded their approval on November 27, 2018 of the credit in the amount of EUR 215.9 million (US$250 million equivalent) to Kenya for the Kenya Social and Economic Inclusion Project on the terms and conditions set out in the President’s Memorandum (IDA/R2018-0358, dated November 6, 2018). ***************************************************************************** THE BOARD OF DIRECTORS OF IFC Brazil – Investment in Contabilizei 5. The Board of Directors authorized on November 14, 2018 an investment in “Brazil - Contabilizei” (IFC/R2018-0313, dated November 2, 2018) in the form of equity of up to US$3 million. 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. Philippines – Investment in Voyager 6. The Board of Directors authorized on November 16, 2018 an investment in “Philippines - Voyager” (IFC/R2018-0315, dated November 6, 2018) in the form of equity of up to US$50 million, consisting of up to US$20 million for IFC’s own account, and up to US$30 million for the account of IFC’s Asset Management Company. Colombia – Investment in Crédito y Ahorro Credifinanciera – CF Bond 7. The Board of Directors authorized on November 20, 2018 an investment in “Colombia – Crédito y Ahorro Credifinanciera – CF Bond” (IFC/R2018-0318, dated November 8, 2018) consisting of the subscription by IFC of a senior bond for an amount of up to COP 35,000 million (approximately US$11 million equivalent) for IFC’s own account. Serbia – Investment in Belgrade Airport 8. The Board of Directors authorized on November 26, 2018 an investment in “Serbia – Belgrade Airport” (IFC/R2018-0319, dated November 12, 2018) in the form of (i) an IFC “A” loan of up to EUR 100 million (approximately US$113 million equivalent), (ii) a “B1” loan of up to EUR 140 million (approximately US$158 million equivalent), (iii) a Trust Loan of up to US$50 million in EUR equivalent (and not higher than EUR41 million) from IFC acting in its capacity as the implementing entity for Managed Co-Lending Portfolio Program, with the aggregate amount of IFC investment not to exceed EUR 240 million (approximately US$271 million equivalent); and (iv) one or more EUR interest rate swaps with an aggregate notional amount of up to EUR150 million, representing a loan equivalent exposure of up to US$5 million. Argentina – Investment in S.A San Miguel AGICI u F for the SaMi 2018 Project 9. The Board of Directors authorized on November 26, 2018 an investment in “Argentina – S.A. San Miguel AGICI y F” (IFC/R2018-0320, dated November 12, 2018) in the form of an “A” loan of up to US$27.5 million, and a “B” loan of up to US$32.5 million. *********************************************************************************** THE BOARD OF DIRECTORS OF MIGA Argentina – Guarantee to Banco Santander S.A. for Investment in Banco Santander Rio S.A. – Proposed Modification of Prior Concurrence and Request for Approval 10. The Board of Directors recorded its authorization on November 27, 2018 for the President to proceed with the modification of prior approval as set out in the Report from the President entitled “Argentina – Guarantee to Banco Santander S.A. for Investment in Banco Santander Rio S.A. – Proposed Modification of Prior Concurrence and Request for Approval” (MIGA/R2018-0150, dated November 13, 2018). Mr. Bethel wished to be recorded as abstaining. ************************************************************************************* 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. THE EXECUTIVE DIRECTORS OF THE BANK AND IDA, THE BOARD OF DIRECTORS OF IFC AND THE BOARD OF DIRECTORS OF MIGA Minutes of Previous Meetings 11. The Executive Directors of the Bank and IDA and the Boards of Directors of IFC and MIGA recorded their approval on November 15, 2018 of the minutes of the meeting held on October 24, 2018 and the record of approvals and authorizations between September 26, 2018 and October 24, 2018 (M2018-0052[IDA/M2018-0045, IFC/M2018-0042, MIGA/M2018-0042], dated November 8, 2018). 12. The Executive Directors of the Bank and IDA and the Boards of Directors of IFC and MIGA recorded their approval on November 16, 2018 of the minutes of the meeting held on October 30, 2018 and the record of approvals and authorizations between October 26-30, 2018 (M2018-0053[IDA/M2018- 0046, IFC/M2018-0043, MIGA/M2018-0043], dated November 9, 2018) Official Travel of Executive Directors, Alternate Executive Directors, Senior Advisors and Advisors to Executive Directors as of November 15, 2018 13. The Executive Directors recorded their approval on November 19, 2018 of the “Official Travel of Executive Directors, Alternate Executive Directors, Senior Advisors and Advisors to Executive Directors as of November 15, 2018” (R2018-0252[IDA/R2018-0372, IFC/R2018- 0327, MIGA/R2018-0152], dated November 16, 2018). Ethics Committee – Appointment of Committee Members 14. The Executive Directors recorded their approval on November 21, 2018 of the proposal contained in the Memorandum from the Chairman of the Board of Executive Directors entitled “Ethics Committee - Appointment of Committee Members” (R2018-0256[IDA/R2018-0374, IFC/R2018-0330, MIGA/R2018-0153], dated November 20, 2018). 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.