International Bank for Reconstruction and Development International Development Association International Finance Corporation Multilateral Investment Guarantee Agency M2000-28 IDA/M2000-28 IFC/M2000- 15 MIGA/M2000-5 Minutes of Meeting of the Board of Directors of the IFC followed by a joint meeting of the Board of Executive Directors of the Bank and IDA, and the Boards of Directors of IFC and MIGA held in the Board Room on Thursday, May 25, 2000 at 10:06 a.m. There were present: CHAIRMAN Peter Woicke, Executive Vice President and Managing Director DIRECTORS AND ALTERNATES ACTING AS DIRECTORS: K. Al-Saad 0. Gutman (Temporary Alternate)- K. Alyahya I. Niemi M. Nikitsenka (Temporary Alternate) G. Rene (Temporary Alternate) S. Katash (Temporary Alternate) G. Bruno (Temporary Alternate) P. Alvarez (Temporary Alternate) M. Wickstead (Alternate) G. Abraham (Alternate) J. Piercy R. Maino (Temporary Alternate) P. Samuel (Temporary Alternate) I. Haque E. Biskup Y. Harada B.P. Singh J. Hutagalung H. Bogaard (Temporary Alternate) L. Holden (Alternate) B. Toure M. Meyer Zhu Xian 2 M2000-28 IDA/M2000-28 IFC/M2000- 15 MIGA/M2000-5 ALTERNATES NOT ACTING AS DIRECTORS: S. Ahmed P. Gomes A. Al-Mofadhi W. Wan Abdullah OFFICERS AND STAFF PARTICI1PATING: C. Fall, Secretary H. Rosen, Director, CSM A. Jabre, Vice President, CPOVP M. Aikken, CSM D. d'Adhemar, Chief Counsel, CLED3 Z. Allaoua, SACPK H. Waszink, Chief Counsel, CLED2 T. Davenport, CSM A. Ahmed, Director, CSEDR R. Hafez, CMEFM C. Calari, Director, CAFDR H. Denton, Corporate Secretariat B. Pasquier, Director, CSADR Pakistan - Investment in Trade Enhancement Facility 2. The Board of Directors considered the President's Recommendation and a Report (IFCIR2000-82) on a proposed investment in Trade Enhancement Facility in Pakistan, consisting of an IFC Guarantee of up to US$50.0 million of the total facility amount of up to US$ 100.0 million Directors, with Messrs. Biskup, Geiser, Hovde, Myochin and Rene abstaining, adopted the following resolution: RESOLUTION NO. IFC 2000-12 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 8.01 of the attached Report, distributed under transmittal memorandum IFC/R2000-82 substantially on the terms therein set forth; and (B) THAT the President, Executive Vice President, a Vice President, a Department Director 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. Global - Investment in Global Microfinance Capacity Building Facility 3. The Board of Directors considered the President's Recommendation and a Report (IFC/R2000-83) on a proposed investment in Global Microfinance Capacity Building Facility, consisting of: (i) a direct equity investment of up to US$11.3 million equivalent in aggregate, in eleven microfinance institutions; and, (ii) a strategic equity investment of up to DM4.0 million (US$2.0 million equivalent). Directors adopted the following resolution: 3 M2000-28 !DA/M2000-28 IFC/M2000- 15 MIGA/M2000-5 I RESOLUTION NO. IFC 2000-13 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactionis outlined in paragraph 7.1 of the attached Report, distributed under transmittal memorandum IFC/R2000-83 substantially on the terms therein set forth; and (B) THAT the President, Executive Vice President, a Vice President, a Department Director 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: 4. The Board of Directors recorded its authorization for Management to proceed with the following investments under the Streamlined Procedure: (a) an investment in Celtel Limited in Uganda (IFC/R2000-66), in tlhe form of a senior loan of up to US$4,000,000 for IFC's account; and (ii) an equity investment of up to US$700,000 through exercise of IFC's pre-emptive rights, authorized on May 10, 2000; . (b) an investment in San Antonio International Terminal in Chile (IFC/R2000-68) in the form of an "A" loan of up to US$35.0 million and an equity investment of up to US$3.7 million, both for the account of IFC, and a "B" loan of up to US$65.0 million for the account of participants, authorized on May 11, 2000; (c) an investment in FINADEV in Benin (IFC/R2000-69), in the form of an equity investment of up to CFAF 250.0 million (about US$390,000 equivalent) and-a local currency guarantee facility of up to CFAF 1.0 billion (about US$1.6 million equivalent), authorized on May 12, 2000; (d) an investment in United Leasing Company (ULC) in Bangladesh (IFC/R2000-70), in the form of a loan or guarantee with a total IFC exposure not exceeding US$5.0 million, authorized on May 12, 2000; (e) an investment in Framlington Mediterranean Growth Fund in Egypt, Morocco and Tunisia (IFC/R2000-73), in the form of an equity investmentt of up to US$5.0 million, authorized on May 16, 2000; (f) an investment in Infrastructure Leasing and Financial Services (IL&FS) Guarantee Facility in India (IFC/R2000-74), in the form of up to US$40.0 million, authorized on May 16, 2000. Messrs. Niemi and Schaffer (separate Emails dated May 15, 2000), Mr. Miyamura (em dated May 16, 2000) and Ms. Piercy (memo dated May 16, 2000) wished to be recorded as abstaining; 4 M2000-28 IDA/M2000-28 IFC/M2000- 15 MIGA/M2000-5 (g) an investment in Banvit Bandrima Vitaminli Yem Sanayi A.S. in Turkey (IFC/R2000-56, /1, /2, /3), in the form of an "A" loan of up to US$20.0 million and up to US$5.0 million in equity, authorized on May 18, 2000. Ms. Piercy (em dated May 17, 2000) wished to be recorded as abstaining; Increase of Subscription by the Philippines to IFC's Capital 5. The Board of Directors recorded their approval on May 10, 2000 of the recommendaticns ii paragraph 5 contained in the Memorandum from the President entitled "Increase of Subscription by the Philippines to IFC's Capital" (IFC/R2000-67). BANK/IDA/IFC/MIGA BUSINESS Small and Medium Enterprises (SMEs): Sub-Sector Strategy 6. The Executive Directors discussed the report entitled "Small and Medium Enterprises (SMEs): Sub-Sector Strategy" (R2000-67[IFC/R2000-71; MIGA/R2000-13]). The Chairman's summing-up was distributed as SecM2000-283[IFC/SecM2000-37;MIGA/SecM2000-34. Adjournment 7. The meeting recessed at 12:58 p.m., reconvened at 2:38 p.m. and adjourned at 4:25 p.m. Approved by the Executive Directors on August 22, 2000 Cheikh Ibrahima Fall Secretary