DATED THIS 18 Feb 2009
OCEAN CONVERSION (BVI) LTD
CONSOLIDATED WATER CO. LTD.
SECOND AMENDING DEBENTURE
MYERS & ALBERGA
103 South Church Street,
Grand Cayman KY1-1106
Cayman Islands B.W.I.
THIS SECOND AMENDING DEBENTURE is made on 18 Feb 2009
NOW THIS AMENDING DEBENTURE WITNESSES as follows:
(1) Ocean Conversion (BVI) Ltd. of Baughers Bay, Tortola, British Virgin Islands a company
incorporated under the laws of the British Virgin Islands with registered number 682861 (the “Chargor
(2) Consolidated Water Co. Ltd., of Grand Cayman, Cayman Islands, a company incorporated under the
laws of the Cayman Islands (the “Chargee” )
By a Debenture dated 24
August 2007 (the “Debenture”) the Chargor charged its assets, present and
future including its uncalled capital and goodwill to the Chargee to secure the Secured Obligations;
By an Amending Debenture dated the 14th day of March 2008 the Chargor and the Chargee amended
clause 2.1 (c) of the Debenture to extend the date by which the Chargor must execute water supply
contracts with the Government of the British Virgin Islands with regard to the Baughers Bay and Bar Bay
plants from 15
September 2007 to 1
January 2009; and
The Chargee at the request of the Chargor has agreed to further amend Clause 2.1 (c) of the Debenture
as appears below.
In this Amending Debenture, words defined in the Debenture have the same meaning.
Clause 2.1 (c) of the Debenture is deleted and the following substituted therefor:
In the event that the Chargor fails to execute water supply contracts with the Government of the
British Virgin Islands with regard to the Bar Bay plant on or before 1 January 2009 and with
regard to the Baughers Bay plant on or before 1 January 2010, either failure will constitute a
material adverse change to the Chargor’s financial condition and the enti