41057 OFFICIAL USE ONLY IFC/M2007-0040 October 3, 2007 For meeting of Board: Date to be determined FROM: Vice President and Corporate Secretary Minutes of Meeting of the Board of Directors of IFC held in the Board Room on Thursday, September 20, 2007, at 2:35 p.m. 1. There were present: CHAIRMAN: D. Duff, Vice President, CIOVP DIRECTORS AND ALTERNATES ACTING AS DIRECTORS: A. Alkhalifa (Alternate) U. Lohmus (Temporary Alternate) F. Bernasconi (Alternate) S. Lutfi (Temporary Alternate) S. Cham (Temporary Alternate) C. Mueller (Temporary Alternate) B. Chroneos-Krasavac (Temporary Alternate) M. Nemli (Alternate) B. Damba (Temporary Alternate) K. Nishikata (Temporary Alternate) A. El-Hamri (Temporary Alternate) Thuy Nguyen (Temporary Alternate) J. Gnany (Temporary Alternate) K. Panov (Temporary Alternate) C. Herrera Ramos (Temporary Alternate) F. Rossi (Temporary Alternate) Z. Khan (Alternate) E. Saboia (Temporary Alternate) A. Kohler (Alternate) P. Stuart (Temporary Alternate) R. Kyuchukova (Temporary Alternate) T. Thornton (Temporary Alternate) I. Lightbourne (Alternate) T. Zhang (Temporary Alternate) OFFICERS AND STAFF PARTICIPATING: D. Mattheisen, for the Vice President S. Featherston, CHEPG and Corporate Secretary P. Leahy, CHEPG C. Philip, Chief Counsel, CLEAD G. Manyere, CGFP1 G. Ellena, Director, CHEDR M. Musonda, CLEG1 J. Koskelo, Director, CGFDR J. Nitta, CGFTG M. Alemayehu, CGFOB R. Shusterman, Corporate Secretariat I. Arias, CGFTG - 2 - IFC/M2007-0040 Minutes of Previous Meetings 2. The Board of Directors approved the minutes of the meetings held on June 28 (IFC/M2007-0032) and July 26, 2007 (IFC/M2007-0035). Africa Region ­ Micro Provident Botswana Limited 3. The Board of Directors considered the President's Recommendation and a Report (IFC/R2007-0264, dated September 10, 2007) on a proposed investment in Micro Provident Botswana Limited in the Africa Region, and adopted the following resolution: RESOLUTION NO. IFC 2007-0075 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraphs 5.1, 5.2, 5.3, 5.4, and 5.5 of the report distributed under transmittal memorandum IFC/R2007-0264 substantially on the terms therein set forth; (B) THAT the President, Executive Vice President, a Vice President, a Department Director, the General Counsel or the 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. Liberia ­ Performance Based Grant for Higher Education in Liberia 4. The Board of Directors considered the President's Recommendation and a Report (IFC/R2007-0266, dated September 10, 2007) on a proposed Performance Based Grant for Higher Education in Liberia, a part of IFC's Performance Based Grant Initiative (PBGI), and adopted the following resolution. Mr. Kohler, Ms. Damba (on behalf of Mr. Hagan), and Mr. Nishikata (on behalf of Mr. Shikibu) wished to be recorded as abstaining. RESOLUTION NO. IFC 2007-0076 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 2.7 of the report distributed under transmittal memorandum IFC/R2007-0266 substantially on the terms therein set forth; (B) THAT the President, Executive Vice President, a Vice President, a Department Director, the General Counsel or the 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. Ukraine ­ IMB Group Public Limited 5. The Board of Directors considered the President's Recommendation and a Report (IFC/R2007-0265, dated September 10, 2007) on a proposed investment in IMB Group Public Limited in Ukraine, 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 - IFC/M2007-0040 RESOLUTION NO. IFC 2007-0077 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in Section 8.1 of the report distributed under transmittal memorandum IFC/R2007-0265 substantially on the terms therein set forth; (B) THAT the President, Executive Vice President, a Vice President, a Department Director, the General Counsel or the 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. Record of Investments Proceeding under the Streamlined Procedure 6. The Board of Directors recorded its authorization for Management to proceed with the following investments under the Streamlined Procedure: (a) Turkey ­ an investment in Ankara Teknoloji Gelistirme Bolgesi Kurucu Ve ("CyberPark") (IFC/R2007-0257, dated August 30, 2007) in the form of a US$10 million loan, authorized on September 11, 2007; (b) Rwanda ­ an investment in Tourism Promotion Services Rwanda Limited (IFC/R2007-0258, dated August 31, 2007) in the form of an "A" Loan of up to US$5.4 million and an equity investment of up to US$2.7 million, authorized on September 12, 2007; and (c) Thailand ­ an investment in ACAP Advisory Public Company Limited (ACAP Thailand) (IFC/R2007-0260, dated September 5, 2007) comprising: (i) a financing of a Non-Performing Loan Pool; and (ii) an equity investment of approximately US$4.2 million, authorized on September 14, 2007. Adjournment 7. The meeting adjourned at 4:01 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. - 4 - IFC/M2007-0040 Distribution: Executive Directors and Alternates President Bank Group Senior Management Vice Presidents, Bank, IFC and MIGA Directors and Department Heads, Bank, IFC and 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.