LEAF CAY BAHAMAS 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:

We seek funding for the development and construction for this marine oriented destination resort/community in a small private island setting. 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 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.

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 Cay’s 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 Exhibits B, & C, for Resumes for Peter Vazquez and Kimberly Thomas respectively.

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.

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.

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

Dredge the areas designated for the marina / docks.

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

Build out the overwater bungalows for the resort

Complete site survey and designate the lot lines for the various private villas and townhome villas

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 venture will take some time as the research revealed word of mouth/recommendations/referrals and value as the primary way in which the hotel, marina, resort services are selected by new guests. The uniqueness of a private island destination resort will stand alone above other venues in the area. The Island of Leaf Cay offers a very unique opportunity for the ownership of both private villas as well as townhome villas not currently available anywhere else within this region. The combination of the resort environment consisting of private and townhome villas available for rental, along with the unique overwater bungalows, makes this project attractive to a wide array of clientele. The marina aspect, capable of handling yachts of all sizes from mid size to mega yachts, will provide another dimension which will ensure the success of the project. Leaf Cay will be positioned as the Premier Exclusive destination in the Exumas for property owners, resort guests, and the yachting community.

Competitive Advantage:

The strengths of Leaf Cay Partners include Peter Vazquez’s broad base of experience in the Bahamas developed over the past ten years, along with his close association with the Atlantis Resort. In addition, a ten year client base of upper level wealth clients who have chartered the numerous yachts that Island Time Ventures has managed, will provide an excellent and lucrative prospective client base for villas sales as well as future resort guests. His own individual cruising experience and associations brings an additional advantage to this venue.

Currently the range of venues consist of marinas only, small island outposts and extremely high priced individual island rentals without marina accommodations. There is no other resort destination in the area that can offer competition in the way of ambience, service and accommodations combined with a marina environment.

With respect to the sale of real estate including private villas or townhome villas, this opportunity does not exist anywhere within this chain of islands within a private island resort environment.

Market Analysis:

Leaf Cay partners like all business ventures is affected by forces and trends in the market environment. These include economic, geographical, competitive, legal/political and technical.

Economic Environment:

Positive forces include the vast array of developments and construction currently in the area, ( see attached Wall Street Journal Article , Exhibit A ) as well as being within close reach from all major U.S. markets and being within reach of thousands of boaters, and frequent travelers from Florida, the Northeast and Midwest U.S. and Canada. The close proximity to Florida offers an affordable alternative to a long distance overseas vacation destinations. Currently, the yacht charter market in the Bahamas is enjoying large success due to its close proximity to the yachting capital of the U.S., the Ft. Lauderdale / Miami area as well as other East coast Florida areas.

Geographical/Competitive Environment:

Leaf Cay is Located within the Exumas chain and close proximity to Nassau, the capital of the Bahamas. It is only an hour flight from the East coast of Florida. This area lies within the popular cruising ground of Florida and international boaters as well as air travelers. The Exumas chain has several opportunities for the marine and flying community to visit various sites of interest including, Thunderball Cave of James bond fame, the swimming pigs at Big Majors, The Exumas Land and Sea Park, as well as various scattered towns and developments.

Legal/Political Environment:

Leaf Cay partners will not move the project forward until it has obtained all needed licenses required by the Bahamian government. As faced by all business, the proper insurance needs shall be met and all operations and policy manuals shall be reviewed by needed legal expertise. The resort will obtain all necessary building and licenses prior to construction. The Bahamian government is a politically stable environment with numerous investor incentives.

Resumes:

Operational Partners, Peter Vazquez and Kimberly Thomas. Financial Partner / Owner, Roger Cardinale. See Exhibits B, C, and D respectively.

Mission Statement:

The goal of Leaf Cay partners is to provide the ultimate tropical private island experience to the owners of the villas and guests of the resort, as well as the yachting community.

Company Business Plan Objective:

This business plan serves to detail the direction, vision and planning to achieve our goal for providing the ultimate private island experience and comprehensive hospitality services. Our plan objectives are:

Attract $3,700,000 loan to secure the purchase and development of the property.

Secure and Establish long term financing for construction build out

Secure and provide traditional financing for clients for the purchase of private and

Townhome villas.

Focus ideas and establish goals

Identify and quantify long term expansion

Leaf Cay will fill a niche not presently available, namely a private island experience within reach of a large demographic population. Combined with an on site restaurant, infinity pool and bar, marina, spa, hotel guest accommodations, private and townhome ownership, and private beaches, we will differentiate ourselves from others by becoming a boutique style island resort located in the Exumas Archipelago. With planned construction of unique over water bungalows and marina, Leaf Cay will form the basis of a highly profitable venture set in a unique island setting.

Company Summary:

Ownership: : corporation, LLC , how structured?

Leaf Cay Partners is an investment syndicate consisting of Roger Cardinale, Peter Vazquez and Kimberly Thomas.

Peter and Kim will oversee the day to day operations of the resort and marina along with a dedicated and well trained staff comprised of Bahamians from various areas.