66729   FROM: Vice President and Corporate Secretary     Minutes of Meeting of the Board of Directors of IFC,   held in the Board Room on Tuesday, January 31, 2012, at 11:55 a.m.     1. There were present:   CHAIR:   R.-R. Kaldany, Vice President, CGIVP   EXECUTIVE DIRECTORS AND ALTERNATES ACTING AS EXECUTIVE DIRECTORS:   A. Alkaffas (Alternate) M. Mozayani (Temporary Alternate) I. Alturki (Alternate) M. Ostos (Temporary Alternate)   D. Bohan (Alternate) K. Panov (Temporary Alternate) J.J. Bravo (Alternate) G. Politakis (Temporary Alternate)   I.-K. Cho (Alternate) M.N. Prasad V. Dhanpaul (Alternate) W. Rissmann (Alternate)   J. Haarlov (Alternate) I. Solomon K. Huber W. Szczuka (Alternate)   D. Kalyalya (Alternate) A. Touret-Blondy (Alternate) M.S. Kayad (Alternate) R. Treffers   I. MacDonald (Temporary Alternate) E. Wakamatsu (Temporary Alternate) R. Mokate G. Wang (Temporary Alternate)   S. Moorehead   OFFICERS AND STAFF PARTICIPATING:   E. Marmolo, Acting Corporate Secretary G. Jadeja, CF2S7 M. Feldman, Principal Counsel, CLEAD K.H. Johnson, CM1M1   M.   Makhlouf, Director, CMEDR* J. Julia, CSODR P. Martelli, Director, CLADR V. Raju, CFGPE J. Scriven, Director, CFGDR N. Shousha, CMEEC* K. Dowers, CFGRF N. Trbonja, CM3P9 R. Goonesekere, CMECS D. Wilton, CFGPE M. Huggins, CLEFG B. Geiser, Corporate Secretariat *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.    -2-   Brazil - Investment in DARP SFP Pactual   2. The Board of Directors considered the President's Memorandum and a Report on an investment under IFC's Debt and Asset Recovery Program (DARP) in SFP Pactual in Brazil (IFC/R2012-0012, dated   January 18, 2012) and adopted the following resolution:   RESOLUTION NO. IFC 2012-0008   RESOLVED:   (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 7.1 of the Report 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 a 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.   India - Investment in Forum Synergies India Trust   3. The Board of Directors considered the President's Memorandum and a Report on an investment in Forum Synergies India Trust in India (IFC/R2012-0015; /1 dated January 18 and January 25, 2012,   respectively) and adopted the following resolution:   RESOLUTION NO. IFC 2012-0009   RESOLVED:   (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 7.1 of the Report 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 a 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     shall approve. execution thereof, India - Investment in Zephyr Peacock India Fund III 4. The Board of Directors considered the President's Memorandum and a Report on an investment in Zephyr Peacock India Fund III in India (IFC/R2012-0013; /1-2 dated January 18, January 25, and January 30, 2012, respectively) 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-   RESOLUTION NO. IFC 2012-0010   RESOLVED:   (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 7.1 of the Report 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 a 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.   Egypt - Investment in Galaxy Chemicals (Egypt) S.A.E.   5. The Board of Directors considered the President's Memorandum and a Report on an investment in Galaxy Chemicals (Egypt) S.A.E. in Egypt (IFC/R2012-0014; /1-2, dated January 18, January 24, and   January 25, 2012, respectively) and adopted the following resolution:   RESOLUTION NO. IFC 2012-0011   RESOLVED:   (A) THAT the Corporation be authorized to conclude the transactions outlined in paragraph 7.1 of the Report 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 a 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.   (Subsequently, management issued a third Corrigendum (IFC/R2012-0014; /3, dated February 3, 2012.)   6. The Board of Directors recorded its authorization for Management to proceed with the following investments under the Streamlined Procedure:     (a) Latin America Region - an investment in Delaware Group (IFC/R2012-0002, dated January 4, 2012), in the form of preferred equity of up to EUR 1.82 million (US$2.5 million equivalent) and a senior income-participating loan of up to EUR 5.46 million (US$7.5 million equivalent), authorized on January 17, 2012. (b) South East Asia Region - an investment in Aureos South East Asia Fund II (IFC/R2012-0004, dated January 5, 2012) in the form of equity of up to US$25 million, authorized on January 18, 2012. 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-   (c) Brazil - an investment in Vonpar Alimentos S.A. (IFC/R2012-0007, dated January 11, 2012) in the form of an "A" loan of up to US$50 million, authorized on January 24, 2012.   (d) Haiti - an investment in Leopard Capital Haiti Fund, L.P. (IFC/R2012-0008, dated January 12,   2012) in the form of equity of up toUS$10 million, authorized on January 25, 2012.   Minutes of Previous Meeting   7. The Board of Directors of IFC recorded its approval on January 26, 2012 of the Minutes of the meeting held on January 12, 2012 (IFC/M2012-0003).   Adjournment   8. The meeting adjourned at 12:39 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.