DOCUMENT OF THE EUROPEAN BANK
FOR RECONSTRUCTION AND DEVELOPMENT
MINUTES OF THE BOARD MEETING
OF 24 JULY 2007
Meeting of the Board of Directors – 24 July 2007
List of Attendance
First Vice President Varel Freeman
Acting Secretary General Horst Reichenbach
General Counsel Emmanuel Maurice
Directors Alternate Directors
László Andor Pavel Štěpánek
Terence Brown Walter Cernoia
Anne Counihan Ib Katznelson
João Cravinho Stefanos Vavalidis
Alain de Cointet Francis Mougenez
Sven Hegelund Baldur Pétursson
Ole Hovland Jari Gustafsson
André Juneau Michelle Kaminski (TAD)
Byung-Il Kim Peter Reith
Vassili Lelakis Carole Garnier
Kazimierz Marcinkiewicz Kalin Mitrev
Kazuya Murakami Hiroyuki Kubota
Michael Neumayr Hedva Ber
Igor Podoliev Virginia Gheorghiu
Enzo Quattrociocche Ugo Astuto
Gonzalo Ramos David Martinez Hornillos
Jean-Louis Six Irena Sodin
Jan Willem van den Wall Bake Hans Sprokkreeff
Nigel Carter Paul Martin
Colm Lincoln Nikola Milushev
Brigita Schmögnerová Axel van Nederveen Tatiana Moiseeva
Henrik Lannero Zulfira Akhmedova
Alexander Auboeck Zsuzsa Hargitai Alexander Pavlov
Olivier Descamps Michelle Senecal de Fonseca Chikako Kuno
Kurt Geiger Janis Feldmanis Jana Sivcova
Alain Pilloux Thomas Maier Bayan Kozbakova
Peter Reiniger Francois Gaudet Leonie See
Svetlana Radchenko Marie-Alexandra Veilleux
Fredrik Korfker Susan Goeransson Oksana Pak
Witek Szpak Eric Rasmussen
Sabina Dziurman Duncan Senior
Andrew Ostaszewski Tatyana Yemboulaeeva
Milton Stefani Gilles Mettetal
Karl von Klitzing Miljan Zdrale
Alex Tanase Lyudmyla Lishchenyuk
Terry McCallion Henrik Lannero
Michalis Kiourktzoglou Vera Wagner
1. Opening of the Meeting and adoption of the Agenda
• The agenda was approved.
• The Acting Secretary General reported that the following items had been
approved on a no-objection basis:
- An equity investment of up to EUR 2.5 million in MKB Unionbank, a
commercial Bank incorporated in Bulgaria, had been approved on 18 July
2007, as part of pro-rata capital increases planned for 2007-2009. The
proposed series of investments will allow the Bank to retain its stake in
- An equity increase of up to EUR 6 million in ProCredit Bank Bulgaria,
together with an equity increase EUR 5.8 million in ProCredit Bank
Serbia, as part of capital increases planned for 2007-2008, had been
approved on 20 July 2007. The operations will enable the companies to
continue to expand their lending to micro-enterprises and MSMEs in
Bulgaria and, in the case of ProCredit Serbia, to comply with capital
adequacy requirements following recent changes to the loan provisioning
requirements of the National Bank of Serbia.
2. Minutes of the Board Meeting of 10 July 2007
• The revised Minutes of the Board Meeting of 10 July 2007 were approved.
3. Treasury and Treasury Risk Management Authority
- Report by the Chairman of the Financial and Operations Policies
• The Board approved the Treasury and Treasury Risk Management Authority.
4. Annual Evaluation Overview Report for 2007 and
- Report of the Chairman of the Audit Committee
• The Board approved the Annual Evaluation Overview Report for 2007.
5. Hungary: Hospinvest
Report by the Chairman of the Financial and Operations Policies
• The Board approved an equity investment of not more than EUR 6 million in
Hospinvest. The investment will assist in the reform of the public hospital
network in Hungary by supporting the company’s bid for management of
additional public hospitals and hospital pharmacies and to implement a
restructuring and modernisation programme at these healthcare institutions.
6. Ukraine: Oisiw
• The Board approved an equity investment of EUR 22.3 million in Braeside, a
co-investment vehicle investing alongside SBF IV in Oisiw Limited.
• The funding will enable Oisiw to acquire and consolidate regional cable
operators in Ukraine as well as build out and improve the telecom networks
acquired to provide improved cable and broadband capability.
7. Regional: Veolia Voda Equity Investment
• The Board approved an equity investment of up to EUR 105 million in Veolia
Voda SA. The transaction will expand private sector participation in the water
utility sector enabling Veolia Water to build on existing operations in Central
and Eastern Europe and expand its operation east into new markets.
8. Regional: E Energija Energy Efficiency Project
Report by the Chairman of the Financial and Operations Policies
• The Board approved an equity investment of up to LTL 17.5 million
(Lithuanian Litas) (EUR 5.1 million equivalent) in the share capital of E
Energija and a EUR 15 million long term loan to be provided in two tranches,
which will be used to finance the Company’s expansion as well as additional
energy related investments under its existing concession agreements in
Lithuania, Latvia and Ukraine.
9. Georgia: Georgian Financial Sector Framework
• The Board approved USD 75 million for the Georgian Financial Sector
Framework. The Facility will be used to provide finance to banks and non-
bank financial intermediaries.
10. Ukraine: Prosto Finance
• The Board approved a loan of up to USD 30 million to enable Prosto Finance
to further develop consumer lending in Ukraine and support the development
of credit bureaux in the country.
11. Ukraine: International Mortgage Bank
• The Board approved a three-year loan of up to USD 20 million to support the
company’s rapidly growing consumer finance operations.
12. Serbia: Privredna Banka
• The Board approved a loan of up to EUR 10 million to Privredna Banka. The
loan will be used to on-lend to individuals for residential mortgage loans in
13. Regional: Caucasus Energy Efficiency Programme (CEEP)
• The Board approved a framework of up to USD 60 million to provide loans to
participating banks in Georgia, Armenia and Azerbaijan for financing energy
efficiency and renewable energy investments.
• The framework is supported by donor funds to provide technical assistance to
participating banks and sub-borrowers for the preparation and implementation
14. Russian Federation: Center-Invest Bank Mortgage Finance, Energy
Efficiency and SME Loan Facility
• The Board approved a syndicated loan in the total amount of RUB 1 billion
(not exceeding USD40 million or EUR 29.6 million) comprising an “A Loan”
portion of RUB 500 million for the Bank’s account and a “B Loan” portion of
RUB 500 million will be syndicated to FMO. The loan will be used to support
the company’s financing of residential mortgages and lending to regional
small and medium enterprises and individuals as well as for energy efficiency
related projects in the South of Russia.
15. Russian Federation: Bank Kedr – SME Loan
• The Board approved an SME term loan of up to RUB 400 million (EUR 11.5
million equivalent) to enable the company to grow by providing term
financing to SMEs in Krasnoyarsk and other regions.
16. Russian Federation: Bank Kazansky SME Term Loan
• The Board approved a loan of RUB 260 million (EUR 7.4 million equivalent)
to Bank Kazansky. The loan would be used to support the company’s lending
to local small and medium enterprises.
17. Ukraine: MegaBank – MSME Senior Loan
• The Board approved a senior loan of up to USD 20 million to support the
development of MegaBank’s regional MSME lending operations.
18. Ukraine: SEB Ukraine Equity Framework
• The Board approved the and acquisition of 9.95% voting stake in SEB Ukraine,
a subsidiary of SEB, incorporated in Ukraine, for up to EUR 10 million.
• Further, the Board approved up to an additional EUR 20 million for the
acquisition of 2 separate banks under the framework, which are to be acquired
by SEB Group in the short to medium term. EBRD will acquire up to 10% in
each of these banks and will have up to 10% in the final consolidated
Ukrainian subsidiary of SEB
• These operations will support development of consolidation in the Ukrainian
19. Republic of Slovenia: Nova Ljubljanska Banka d.d. (‘NLB’)
• The Board approved the Bank’s participation in an increase in the capital of
Nova Ljubljanska Banka d.d. for the total amount of EUR 5 million. The
capital increase will support the bank’s merger with three regional Slovenian
banks, as well as the consolidation of Nova Ljubljanska Banka Group and the
acquisition of other subsidiaries.
20. Republic of Moldova: Banca Sociala - Credit Lines for SMEs (II)
• The Board approved a loan of EUR 5 million to Banca Sociala. The loan would
be used to support the expansion of the company’s lending to private SMEs in
21. Belarus: Microfinance Bank of Belarus “MFBB”
• The Board approved a founding equity investment of EUR 2.45 million
(including EUR 1.050 million for warehousing the shares for a co-
shareholder) representing up to 35% of the MFBB and voting rights in the first
round of capital investment. The aggregate EBRD investment will be up to
EUR 3.5 million (including EUR 1.05 million for warehousing the shares for a
co-shareholder) after the 1st and 2nd round of capital increase. The Board also
P P P P
approved a senior loan of EUR 10 million to support lending to micro and
22. Russian Federation: General Motors Assembly Plant
• The Board approved a loan of USD 150 million (EUR 115 million equivalent)
to LLC General Motors Auto comprising an “A Loan” portion of up to USD
30 million (EURO 23m) for the Bank’s own account and a “B Loan” portion
of up to USD 120 million (EURO 92m). The loan will be used to finance the
construction and operation of a greenfield vehicle assembly facility in St.
23. Russian Federation: VYSO
• The Board approved an equity investment and a loan in the total amount of up
to USD 12 million to finance investments in equipment for corrosion
protection and fireproofing of oil and gas platforms, development of new
corrosion-protection services, upgrade of the training centre and regional
expansion of the company.
24. Serbia: Nectar
• The Board approved a loan of Euro 10 million to Nectar. The loan will be used
to support Nectar’s operations and further expansion, by means of the
development of its direct distribution network, strengthening its marketing
activities, and refinancing existing loans.
25. Regional: Soufflet Malt Romania (Soufflet MPF Increase – 3rd sub- P P
• The Board approved a loan of EUR 20 million which will enable Soufflet Malt
Romania to expand its local malt production in Romania via construction of a
green-field malt plant, providing a high quality local raw material source to the
brewing industry in Romania.
26. Regional: Heitman Russia & Ukraine Property Partners
• The Board approved an equity investment of the lesser of USD 45 million
(EUR 33.7 million equivalent) and 30% of the total capital of Heitman Russia
and Ukraine Property Partners, a real estate fund sponsored by Heitman Ltd.
• The operation will mobilise private sector funds to enable the Fund to make
equity investments in the real estate sector in Russia and Ukraine, with the
objective of achieving long term capital growth with a focus on development
27. Other Business
• The Board approved the appointment of Chairs, Vice Chairs and Members of
Board Committees for a term of one year starting in September 2007.