92949 FROM: The Corporate Secretary Minutes of Meeting of the Executive Directors of the Bank and IDA held in the Board Room on December 2, 2014 at 10:41 a.m. 1. There were present: CHAIR: B. Badre, Managing Director & WBG Chief Financial Officer EXECUTIVE DIRECTORS, ALTERNATES, AND TEMPORARY ALTERNATES ACTING AS EXECUTIVE DIRECTORS: K. Alkhudairy G. Hines S. Aviel M. Kayad S. Bajare N. Khosa A. Bvumbe D. Kostzer B. Charassangsomboon A. Lushin S. Chen U. Mueller H. de Villeroche Y. Nishii S-S Eun F. Odey J. Frieden P. Pagano S. Garg J. Rojas F. Godts A. Silveira M. Hasan A. Smith F. Heemskerk OFFICERS AND STAFF PARTICIPATING: A.M. Leroy, General Counsel S. Suleymanov, Acting Corporate Secretary J. Familiar, Vice President J. Hentschel, Country Director *S. Rohana, Country Manager, IFC F. Blanco. Lead Economist P. Holland, Senior Education Specialist R. De Hoyas Navarro, Senior Economist C. Savescu, Economist *via videoconference 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. Argentina – Second Rural Education Improvement Project 2. The Executive Directors considered the President’s Memorandum and Recommendation (R2014-0245, dated November 10, 2014) and approved the loan in the amount of US$250.50 million to Argentina for the Second Rural Education Improvement Project on the terms and conditions set out in the President’s Memorandum. Mmes. Aviel and Hines wished to record their oppositions. Uruguay – Drought Events’ Impact Mitigating Investment Project Financing 3. The Executive Directors considered the President’s Memorandum and Recommendation (R2014-0246, dated November 10, 2014) and approved the loan in the amount of US$200 million to Uruguay for the Drought Events’ Impact Mitigating Investment Project Financing on the terms and conditions set out in the President’s Memorandum. Adjournment 4. The meeting adjourned at 12:44 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 21, 2014 and December 2, 2014 THE EXECUTIVE DIRECTORS OF THE BANK AND IDA Solomon Islands – Grant – Economic Reform and Recovery Development Policy Operation 1. The Executive Directors recorded their approval on November 21, 2014 of the Grant in the amount of SDR 3.3 million (US$5 million equivalent) including SDR 1.3 million (US$2 million equivalent) of Crisis Response Window Resources to Solomon Islands for the Economic Reform and Recovery Development Policy Operation on the terms and conditions set out in the President’s Memorandum (IDA/R2014-0315, dated October 31, 2014). Solomon Islands – Credit and Grant – Rural Development Program II 2. The Executive Directors recorded their approval on November 21, 2014 of the credit in the amount of SDR 3.3 million (US$5 million equivalent) and a grant in the amount of SDR 2.7 million (US$4 million equivalent), including a credit financing of SDR 1.65 million (US$2.5 million equivalent) and a grant financing of SDR 1 million (US$1.5 million equivalent) from the Crisis Response Window Resources (CRW) to Solomon Islands for the Rural Development Program II on the terms and conditions set out in the President’s Memorandum (IDA/R2014-0319, dated November 4, 2014). Moldova – Loan – District Heating Efficiency Improvement Project 3. The Executive Directors recorded their approval on November 21, 2014 of the loan in the amount of US$40.5 million to Moldova for the District Heating Efficiency Improvement Project on the terms and conditions set out in the President’s Memorandum (R2014-0242, dated November 4, 2014). Lebanon – GEF Trust Fund Grant – PCB Management in the Power Sector 4. The Executive Directors recorded their approval on November 21, 2014 of the GEF Trust Fund grant in the amount of US$2,538,900 to Lebanon for the PCB Management in the Power Sector on the terms and conditions set out in the President’s Memorandum (GEF/R2014-0022, dated November 5, 2014). Cote d’Ivoire – Credit and Grant – Health Systems Strengthening and Ebola Preparedness Project 5. The Executive Directors recorded their approval on November 25, 2014 of the credit in the amount of SDR 23.7 million (US$35 million equivalent) and a grant in the amount of SDR 23.7 million (US$35 million equivalent) to Cote d’Ivoire for the Health Systems Strengthening and Ebola Preparedness Project on the terms and conditions set out in the President’s Memorandum (IDA/R2014-0320, dated November 6, 2014). ***************************************************************************** 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 BOARD OF DIRECTORS OF IFC Tanzania – Investment in Ngualla 6. The Board of Directors authorized on November 24, 2014 an investment in Tanzania – Ngualla (IFC/R2014-0353, dated November 12, 2014) in the form of equity and quasi-equity of up to US$5.50 million. Turkey – Investment in Sekerbank T.A.S. (Seker Bond Swap) 7. The Board of Directors authorized on November 26, 2014 an investment in Turkey – Sekerbank T.A.S. (Seker Bond Swap) (IFC/R2014-0355, dated November 14, 2014) in the form of two Turkish Lira/Euro cross-currency swap transactions to support a EUR 250 million covered bond issue by Sekerbank T.A.S. and having an aggregate loan-equivalent exposure amount of up to US$17.03 million. Latin America Region – Investment in Grupo ASSA II 8. The Board of Directors authorized on November 26, 2014 an investment in Latin America Region - Grupo ASSA II (IFC/R2014-0354, dated November 14, 2014) in the form of a “C” loan of up to US$8 million. Mmes. Aviel and Hines wished to record their abstentions. China – Investment in MTI Environment 9. The Board of Directors authorized on December 1, 2014 an investment in China – MTI Environment (IFC/R2014-0357, dated November 17, 2014) in the form of equity of up to US$4 million. Ukraine – Investment in JV LLC “Nyva Pereyaslavshchyny” for the Nyva Project 10. The Board of Directors authorized on December 1, 2014 an investment in Ukraine - JV LLC “Nyva Pereyaslavshchyny” for the Nyva Project (IFC/R2014-0360, dated November 17, 2014) in the form of an “A” loan of up to US$25 million. Indonesia – Investment in PT. Bank Tabungan Pensiunan Nasional Tbk (BTPN SALPS II) 11. The Board of Directors authorized on December 2, 2014 an investment in Indonesia - PT. Bank Tabungan Pensiunan Nasional Tbk (BTPN SALPS II) (IFC/R2014-0361, dated November 18, 2014) in the form of a senior revolving loan facility in an aggregate amount of up to US$300 million equivalent in IDR, consisting of: (i) an "A" loan of up to US$75 million; and (ii) a Structured "A" Loan Participation Sales (“SALPS”) of up to US$225 million. Azerbaijan – Investment in Access Bank CJSC 12. The Board of Directors authorized on December 2, 2014 an investment in Azerbaijan – Access Bank CJSC (IFC/R2014-0358, dated November 18, 2014) in the form of a subordinated loan of up to US$25 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. Turkey – Investment in Fleetcorp Operasyonel Tasit Kiralama ve Turizm A.S. (Fleetcorp Turkey) 13. The Board of Directors authorized on December 2, 2014 an investment in Turkey - Fleetcorp Operasyonel Tasit Kiralama ve Turizm A.S. (Fleetcorp Turkey) (IFC/R2014-0359; /1, dated November 18, 2014 and December 1, 2014, respectively) of up to US$20 million in the Sharia-compliant share certificate issuance by Fleetcorp. *********************************************************************************** THE BOARD OF DIRECTORS OF MIGA Turkey – Guarantee for an Investment in Orfin Finansman A.S. 14. The Board of Directors recorded their approval on November 21, 2014 for the President to proceed with the issuance of the guarantee as set out in the Report from the President entitled “Turkey – Guarantee for an Investment in Orfin Finansman A.S. (MIGA/R2014-0090, dated November 11, 2014). ************************************************************************************ THE EXECUTIVE DIRECTORS OF THE BANK AND IDA, THE BOARD OF DIRECTORS OF IFC AND BOARD OF DIRECTORS OF MIGA Record of Previous Meeting 15. The Executive Directors of the Bank and IDA and the Boards of Directors of IFC and MIGA recorded their approval on November 25, 2014 of the Minutes of the meeting held on November 13, 2014, and the Record of Approvals and authorizations between October 31, 2014 through November 13, 2014 (M2014-0054[IDA/M2014-0054, IFC/R2014-0356, MIGA/M2014-0047], dated November 18, 2014). 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.