Notice of Meeting of Bondholders

BARBADOS PORT INC.
NOTICE OF MEETING OF BONDHOLDERS

BBD $70,000,000.00 Series A Fixed Rate Bonds (maturing in 2024)
Capitalised terms used in this notice and not defined herein shall have the meaning assigned thereto in the Trust Deed (as defined below).

By Notice of Meeting dated February 3, 2020 which has been sent to Bondholders (the “Notice”), notice was given that a meeting (the “Meeting”) of the Bondholders of the BBD $70,000,000.00 Series A Fixed Rate Bonds (maturing in 2024) of Barbados Port Inc. (the “Company”) issued under and secured by a trust deed dated June 4, 2014 (the “Trust Deed”) made by the Company in favour of Republic Finance & Trust (Barbados) Corporation (now Republic Bank (Barbados) Limited) (the “Trustee”) will be held on February 25, 2020 at Bagnall’s Point, Pelican Village, Bridgetown at 10:00am (Barbados time).

The Notice has been given pursuant to the provisions of the Trust Deed with the intent that any resolution or resolutions passed at the Meeting or any adjournment thereof shall, if passed in accordance with the provisions contained in the Trust Deed relating thereto, be binding upon the Bondholders, whether present or absent, and each and every Bondholder and the Trustee (subject to the provisions for its indemnity contained in the Trust Deed) shall be bound to give effect thereto accordingly.

Pursuant to the provisions of the Trust Deed, holders of registered Bonds may attend in person and vote or may: (i) by instrument in writing under their hands, appoint any person as proxy, or (ii) in the case of a corporation, by resolution of its directors or other governing body, authorise any person to act as a representative, to be present and to vote for them at the Meeting and at any adjournment thereof.

A Bondholder desiring to appoint any other person as his/her proxy may either complete Form 1 attached to the Notice or may use any other proper form of instrument for the purpose. Bondholders may appoint as proxies persons who are not themselves Bondholders.

To be effective, proxies must be executed and delivered before 3:00 p.m. (Barbados time) on February 21, 2020 to Republic Bank (Barbados) Limited, Corporate & Commercial Credit, 3rd Floor, Independence Square, Bridgetown.

Neither Republic Bank (Barbados) Limited nor any officer thereof should be appointed as proxy. Please contact Republic Bank (Barbados) Limited at 1-246-431-1262 ext 5733 if you have any questions or concerns.