Application of this Order to other companies

In the event it is determined by a competent court that the vesting of assets of the former Belize Telecommunications Limited in Belize Telemedia Limited pursuant to the Telecommunications Undertaking (Belize Telecommunications Limited Operations) Vesting Act was unconstitutional or otherwise unlawful, this Order shall apply mutatis mutandis to Telemedia’s predecessor, Belize Telecommunications Limited, or any other Company which the court determines should be vested with Telemedia’s assets and liabilities. Act No. 10 of 2007. MADE by the Minister responsible for Telecommunications this 25th day of August, 2009. (MELVIN HULSE) Minister responsible/or Telecommunications Telecommunications 49 APPROVED by the Minister of Finance this 25th day of August, 2009. (DEAN O. BARROW) Minister of Finance __________ 50 Telecommunications SCHEDULE [paragraph 2] PART I A - SHARES IN BELIZE TELEMEDIA LIMITED The following shares in Belize Telemedia Limited (“Telemedia”) held by the persons shown in the statutory return for 2008 filed by Telemedia in the Belize Companies and Corporate Affairs Registry on or about the 5th January 2009, or held by any transferees of the said shares in the event of any transfers taking place since the said date of filing: Name of Shareholder Address No. of Shares acquired 1. BB (or BCB) Holdings Limited P. O. Box 1764, Belize City 1,234,859 2. BTL International Inc. P. O. Box 71, Tortola, BVI 895,552 3. BTL Investments Limited BTL, St. Thomas Street Belize City 750,000 4. ECOM Limited P. O. Box 1764, 212 North Front St., Belize City 15,178,488 5. Mercury Communications Limited P. O. Box 1764, 212 North Front St., Belize City 4,786,230 Telecommunications 51 6. New Horizons Inc. 212 North Front St. Belize City 20,581 7. Sunshine Holding Limited P. O. Box 1258, 212 North Front St., Belize City 11,092,844 8. Thiermon Limited 212 North Front St., Belize City 12,886,959 Total number of Shares acquired 46,845,513 B - SHARES IN BTL DIGICELL LIMITED Name of Shareholder Address No. of Shares acquired Rocky Reef Ventures Limited 212 North Front St. Belize City 1 C - SHARES IN BUSINESS ENTERPRISE SYSTEMS Name of Shareholder Address No. of Shares acquired Rocky Reef Ventures Limited 212 North Front St. Belize City 1 D - SHARES IN TELEMEDIA (FREE ZONE) LIMITED Name of Shareholder Address No. of Shares acquired Rocky Reef Ventures Limited 212 North Front St. Belize City 1 52 Telecommunications E - SHARES IN SUNSHINE HOLDINGS LIMITED Name of Shareholder Address No. of Shares acquired Dean Boyce 212 North Front St. Belize City 1 Trustees of the 212 North Front St. Belize City 1 Belize Telecommunications Ltd Employees Trust F - SHARES IN TELEMEDIA INVESTMENTS LIMITED Name of Shareholder Address No. of Shares acquired Rocky Reef Ventures Limited 212 North Front St. Belize City 1 PART II OTHER PROPERTY ACQUIRED All proprietary and other interest held by The Belize Bank (Turks and Caicos) Limited in Belize Telemedia Limited and its subsidiaries under a Mortgage Debenture dated the 31st December, 2007 (including any amendments thereto) executed between Belize Telemedia Limited as the Mortgagor and The Belize Bank (Turks and Caicos) Limited as the Mortgagee, and registered in the Companies and Corporate Affairs Registry, Belmopan, on or about the 8th February, 2008. Telecommunications 53 All proprietary and other rights and interests whatsoever held by The Belize Bank (Turks and Caicos) Limited (renamed British Caribbean Bank Limited), under a Facility Agreement dated the 6th July, 2007, executed between The Belize Bank (Turks and Caicos) Limited and Belize Telemedia Limited et al; S.I. 130 of 2009. All proprietary and other rights and interests whatsoever held by The Belize Bank (Turks and Caicos) Limited (renamed British Caribbean Bank Limited), The Belize Bank Limited and CAEDMAN Limited under a Syndicated Loan Agreement dated September 19, 2005 executed between The Belize Bank (Turks and Caicos) Limited, The Belize Bank Limited, CAEDMAN Limited and Sunshine Holdings Limited; All proprietary and other rights and interests whatsoever held by The Belize Bank (Turks and Caicos) Limited (renamed British Caribbean Bank Limited), under a Security Agreement dated September 19, 2005 executed between The Belize Bank (Turks and Caicos) Limited and Sunshine Holdings Limited; All proprietary and other rights and interests whatsoever held by The Belize Bank (Turks and Caicos) Limited (renamed British Caribbean Bank Limited), under a Facility Agreement dated the 19th May, 2006 executed between The Belize Bank (Turks and Caicos) Limited, Sunshine Holdings Limited and the Trustees of the Belize Telecommunications Ltd Employees Trust. __________