44808 OFFICIAL USE ONLY IFC/M2008-0030 July 22, 2008 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, June 12, 2008, at 10:04 a.m. 1. There were present: CHAIRMAN: L. Thunell, Executive Vice President DIRECTORS AND ALTERNATES ACTING AS DIRECTORS: A. Alkhalifa (Alternate) M. Ketsela G. Alzetta Z.A. Khan (Alternate) J. Cachau (Temporary Alternate) D. H. Kim (Alternate) M. Deraman T. Marushima (Temporary Alternate) S. Dib (Alternate) M. Mordasini C. Doltu (Alternate) M. Ostos Rios (Temporary Alternate) J. Familiar K. Panov (Temporary Alternate) J. Gnany (Temporary Alternate) F. Rossi (Temporary Alternate) A. Guevara (Alternate) C. Sergeant (Alternate) J. Haarlov (Alternate) R. Studart M. Hasan S. Watson M. Hofmann D. Xu (Temporary Alternate) ALTERNATES NOT ACTING AS DIRECTORS: J.H. Botero C. Suteethorn - 2 - IFC/M2008-0030 OFFICERS AND STAFF PARTICIPATING: K. Georgieva, Vice President J. Scriven, Director, CGFDR and Corporate Secretary M. Hedinger, CGFTG J. Sullivan, General Counsel D. Lilaoonwala, CINPW F. Khambata, Vice President, CALVP G. Villanueva, CGFTG R. Kaldany, Director, CINDR S. Yamamoto, CINPW A. Mehta, Director, CLADR H. Jarik, Corporate Secretariat Minutes of Previous Meeting 2. The Board of Directors approved the minutes of the meeting held on May 8, 2008 (IFC/M2008-0020). Philippines - Batangas Coal-Fired Thermal Power Plant 3. The Board of Directors considered the President's Recommendation and a Report (IFC/R2008-0165, dated June 2, 2008) on a proposed investment in The Batangas Coal-Fired Thermal Power Plant in the Republic of the Philippines, and adopted the following resolution: RESOLUTION NO. IFC 2008-0038 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 6.01 of the report distributed under transmittal memorandum IFC/R2008-0165 substantially on the terms therein set forth; and (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. Philippines - Ambuklao-Binga Hydro Power Project 4. The Board of Directors considered the President's Recommendation and a Report (IFC/R2008-0166, dated June 2, 2008) on a proposed investment in the Ambuklao-Binga Hydro Power Project in the Republic of the Philippines, and adopted the following resolution: RESOLUTION NO. IFC 2008-0039 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 6.01 of the report distributed under transmittal memorandum IFC/R2008-0166 substantially on the terms therein set forth; and 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/M2008-0030 (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. Guatemala - Banco G&T Continental S.A. 5. The Board of Directors considered the President's Recommendation and a Report (IFC/R2008-0164, dated June 2, 2008) on a proposed investment in Banco G&T Continental S.A. in Guatemala, and adopted the following resolution: RESOLUTION NO. IFC 2008-0040 RESOLVED: (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 8.1 of the report distributed under transmittal memorandum IFC/R2008-0164 substantially on the terms therein set forth; and (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) China - an investment in China Glass Holdings Limited (IFC/R2008-0141, dated May 20, 2008), consisting of: (i) an "A" loan of up to US$8 million to Beijing Qinchang Glass Co., Ltd.; (ii) an "A" loan of up to US$14 million to Jiangsu SHD New Materials Co., Ltd.; and (iii) an "A" loan of up to US$8 million to Weihai Blue Star New Technology Glass Co., Ltd., all subsidiaries of China Glass Holdings, authorized on May 30, 2008. Mr. Debevoise (by e-mail dated May 30, 2008) wished to be recorded as abstaining. (b) Croatia - an investment in PIK Vrbovec d.d. & Belje d.d. (IFC/R2008-0147, dated May 22, 2008) in the form of a loan of up to Euro 40 million (US$61.5 million equivalent), authorized on June 3, 2008; (c) Liberia - an investment in Salala Rubber Corporation ("Salala") (IFC/R2008-0146, dated May 23, 2008) in the form of an "A" loan of up to US$10 million, authorized on June 4, 2008; 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/M2008-0030 (d) Africa Region - an equity investment in AfricInvest II (IFC/R2008-0149, dated May 27, 2008) of up to US$25 million, authorized on June 5, 2008; (e) Pakistan - an investment inn Jahangir Siddiqui Developments Limited (IFC/R2008-0150, dated May 27, 2008) in the form of: (i) a US$12.5 million equity investment; and (ii) a US$12.5 million investment in a convertible instrument, authorized on June 5, 2008; (f) East Asia and Pacific Region - an investment in Salamander Energy (S.E. Asia) Limited (IFC/R2008-0151, dated May 27, 2008) in the form of an "A" loan of up to US$50 million, authorized on June 5, 2008; and (g) Bulgaria - an equity investment in Advance Terrafund (ATERA) (IFC/R2008-0152, dated May 27, 2008) of up to Euro 15 million (US$21.6 million equivalent), authorized on June 5, 2008. Georgia - Country Partnership Strategy Progress Report 7. The Board of Directors recorded on June 2, 2008 its noting of the report entitled "Georgia - Country Partnership Strategy Progress Report" (IFC/R2008-0123, dated May 12, 2008). Kazakhstan - Country Partnership Strategy Progress Report 8. The Board of Directors recorded on June 5, 2008 its noting of the report entitled "Kazakhstan - Country Partnership Strategy Progress Report" (IFC/R2008-0129, dated May 15, 2008). Adjournment 9. The meeting adjourned at 11:10 a.m. 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.