LEAF CAY BAHAMAS BUSINESS PLAN

LEAF CAY RESORT BUSINESS PLAN

Leaf Cay is a 15 acre island in the Exumas in the Bahamas. Leaf Cay will provide luxury and quality resort service , land subdivision development, and a full service marina located in the popular Exumas island chain just 80 miles from Nassau, the capital of the Bahamas and only one hour by air from southeast Florida cities.

Executive Summary:

The resort community is located in the center of current island ownership and development by well known celebrities, heads of state and captains of industry. Recently, in the Friday, July 29, 2011 Real Estate section of the Wall Street Journal, an article was published detailing the discovery of this beautiful chain of islands (The Exumas) by the Rich and Famous of the world. See the attached Wall Street Journal article marked Exhibit A for full details of other island construction and ownership.

This particular private island, Leaf Cay, is the only private island in this area that is connected to the main electrical grid, BEC (Bahamas Electric Company) via a 2 mile underwater electrical cable. This eliminates the usual costly expense of supplying power via Diesel operated generators.

The resort community will offer luxury boutique hotel, hospitality, restaurant and marina services hereto never offered in a private island atmosphere within this unique area. Complete with private community swimming pool, private beaches, restaurant, marina slip rentals, guest accommodations, planned island events, entertainment, and retail marine and gift shops. The planned resort community will also offer the opportunity for guests to purchase land for private villas development, as well as townhome villas and to purchase Over water Bungalows.

The planned resort community will also offer the unique over water bungalows for rental like those seen in the South Pacific. Leaf Cay will be the first project within the Bahamas Archipelago to offer these types of accommodations in a resort environment.

Ideal property location:

The resort community is located just two miles from Staniel Cay, a well known moderately priced major resort hub with a 3,000 foot public runway, small hotel and marina with regular air service. It is also located in the well traveled Exumas chain frequented by large Private and charter Mega yachts, cruising yachts and hotel guests seeking the ultimate island experience.

The Bahamian government is currently planning the extension of the runway at Staniel Cay from 3,000 feet to 5,000 feet. In addition, it has already built a new Customs / Immigrations building that is scheduled to open in the very near future. As such, non-stop direct air travel to Staniel Cay will become possible from anywhere in the world.

The resorts in the area include: Highborne Cay, Marina, see: http://marinas.com/view/marina/6284_Highbourne_Cay_Marina_EX offering only marina services.

Staniel Cay Yacht Club: http://www.stanielcay.com/ marina and limited moderate accommodations. Airstrip, air service. 2 miles from Leaf Cay)

Musha cay, a private home without marina, beginning at $150,000 for 4 days.

http://www.m ushcay.com

Sampson Cay offering marina, individual accommodations, limited dining; http://www.sampsoncayclub.com owned by John Malone of telecommunications fame.

Compass Cay: offering small marina and 2 moderate priced guest homes: see: http:// www.compasscay.com

The foundation for this plan is a combination of primary and secondary research and experience in the area upon which the marketing strategies are built. Discussions and interviews were held with a variety of individuals involved with other similar venues to develop the pro-forma data, review the market potential and competitive situation.

Leaf Cays Operational partners, Peter Vazquez, and Kimberly Thomas have been providing Mega Yacht charter service through the Exumas chain of islands for the last 10 years. Their Yacht management company, Island Time Ventures, owns and manages a variety of yachts based in Nassau, whose primary cruising grounds are the Exumas Islands. The company has a well established, long term clientele list that it will use to draw upon for potential private and townhome villas purchasers, as well as guests for the main resort. Island Time Ventures has a long standing relationship with the Atlantis Resort based in Nassau, and is the primary entity providing yacht charter services for the Atlantis properties, as well as for the Bahamian government. See Attached Resumes for Peter Vazquez and Kimberly Thomas.

Business Plan Purpose:

Considering the current economic climate whereby lenders have numerous investment opportunities from which to choose, this plan describes our vision and how we intend to implement and make it a successful entity.

Leaf Cay partners have made an in depth analysis of the intense demand for these private island properties and the resultant competitive atmosphere and concluded that the project has an excellent chance for success. The Government of the Bahamas can no longer offer islands for sale. The only way to purchase an island is to buy an existing island from a private seller. The demand for these unique private islands in this area has continued to grow, while the supply has steadily dwindled to only a remaining couple of islands.

Business Plan: Leaf Cay partners have developed this disciplined planning methodology to assist the project to anticipate its start up costs and other critical information to arrive at their realistic plan.

Outside guide from Government and Professionals:

Leaf Cay partners has sought and recruited services from architects, Bahamas government officials, marine consultants and financial advisors. They will continue to seek out any and all required professional entities to complete their vision.

Objectives of Leaf Cay Partners:

Attract investment/mortgage funding

Focus ideas and implement vision

Identify and quantify objectives

Track and direct growth

Create benchmarks for targeting success.

The goal of Leaf Cay partners is the creation and funding of a marine oriented destination resort, specializing in the private island getaway atmosphere to provide the ultimate island experience in the

Bahamas island chain. Leaf Cay partners is soliciting commercial finance partners who share its vision and desire to participate in this unique and exciting business opportunity in the resort area of the Bahamas. The integration of these disciplines results in extensive and innovative services set in a private luxury island surrounding for our prospective guests whether they come by private yacht, jet or commercial airline carrier.

Management & Organization Summary.

Peter Vazquez and Kimberly Thomas will manage all aspects of the business and service development to ensure effective customer responsiveness. Qualified resort associate professionals will provide additional support services. Support staff will be added as guest and or patron load factors mandate. The resort will hire Bahamian personnel to staff the majority of all aspects of the resort drawing from a pool of qualified applicants from Black Point, Long Island, Nassau and other surrounding areas. Leaf Cay partners will institute a very regimented training program for these personnel specifically targeted in the areas of service for the resort market.

Employment Projection: Leaf Cay Holdings, LTD estimates that it will employ between 40-50 Bahamians during its initial phase of construction. This number will likely increase to between 100- 150 during the full construction process for the resort. After construction is completed, we estimate that Leaf Cay Resort, LTD, will then be providing Long term employment for 40-60 Bahamians in the overall operation of the resort and marina.

Corporate Development Plan

For the purposes of this Business Plan document, Leaf Cay Partners, Phase I, Phase II and Phase III, for developmental growth are defined below.

Phase I.

After closing on the purchase of the island, our intentions are as follows for Phase I of this project.

Initiate and conclude the required Environmental Impact Study. COMPLETED

Initiate and conclude a thorough Site Survey of the Island. COMPLETED

Submit to the BIA (Bahamas Investment Authority) the finalized overall Development project for the island.

Dredge the areas designated for the marina / docks. As per EIA Survey, this is strictly a Sandy bottom area.

After completion of dredging, begin the construction of the new marina docks.

Build out the overwater bungalows for the resort

Designate the lot lines for the various private villas and townhome villas and tree top bungalows.

Complete overall site survey for all common areas, pools, spa, restaurant, bar, staff housing, etc.

Phase II

Initiate all marketing plans and utilize the bungalows and marina docks as ways to bring prospective property buyers to the island.

Initiate construction of the Restaurant / Bar / Pool areas

Build out a Model Private Villa

Build out a Model Townhome villa building

Begin overall Landscaping as designated per site plan

Phase III

Complete construction of all common areas, including Restaurant / Bar, pools, etc.

Follow up with mass marketing for the real estate sales for private and townhome villas

Begin building out of Pre sales units

Complete all common areas, and Landscaping as per site plan

Resort and Marina Overview:

Establishing an island resort ve