1. The Role of Creditors as Stakeholders Dr. J.P. Méan Third South Eastern Europe Corporate Governance Roundtable - Z agreb, 21-22 November 2002

2. What is the EBRD? IFI, founded 1991, 62 shareholders Operations : 27 countries East Europe, former USSR Committed €19.6 bn for 850 projects Capital base €20 billion Cumulative commitments €19.6 billion Unaudited June 2002

3. Project portfolio € billion Private sector State sector 17.3 6.0 14.0 5.6 10.5 3.2 936 approved projects 850 signed projects Disbursements Unaudited June 2002

4. Attracting third party financing triples EBRD’s investment Resources mobilised €44.4 billion EBRD financing €19.6 billion Total project value €64.0 billion Unaudited June 2002

5. EBRD commitments by facility type State loans 36% Equity 18% Guarantees, etc 2% Private loans 44% Unaudited June 2002

6. What are the EBRD’s objectives? Transition to free markets A better investment climate Good corporate governance Environmentally sustainable development

7. OECD Principles Respect of rights protected by law Effective redress Performance-enhancing mechanism, esp. insolvency Access to information

8. Integrity due diligence Criminal activities Dealings with government Corporate affairs - Good governance

9. Corporate governance Articles of Association Transparent shareholding structure Minority protection Shareholders’ registry Shareholders’ relations and information Division of authority

10. Covenants (1) Accounting principles and auditors IAS Auditors acceptable to Bank Direct communication with auditors

11. Covenants (2) Information Quarterly statements Project progress reports Details of contractors Transactions with affiliates and shareholders

12. Covenants (3) Information (cont’d) Annual statements Report on environmental, health and safety Communications with shareholders Right to visit the project

13. Good governance is good practice Many losses due to governance issues Too big to fail ? The post Enron auditor

14. The Role of Creditors as Stakeholders Dr. J.P. Méan Third South Eastern Europe Corporate Governance Roundtable - Z agreb, 21-22 November 2002