Orders in Council Database

Under the authority of section 18 and 14.1 of the Energy Corporation Act, the

Lieutenant-Governor in Council is pleased to authorize Nalcor Energy and its

subsidiaries established in connection with the Labrador-Island Link, the Muskrat Falls

Generation Facility, and the Labrador Transmission Assets projects, acting in their own

right and not as agents of the Crown, to:

a) raise debt financing of up to CAD $1 billion for the Muskrat Falls/Labrador

Transmission Assets project and up to CAD $1 billion for the Labrador-Island

Link project;

b) secure payment and performance of all obligations arising in connection with the

financings referenced in paragraph (a) through the issuance of bonds, debentures

and other security interests or other encumbrances over property of every nature

and kind, both present and future, and the entry into, execution, delivery and

performance of trust deed, trust indentures, debentures, pledges, assignments and

all other agreements with respect to the financing (including without limitation,

project finance agreements, master definitions agreements, guarantees, guarantee

assurance agreements, blocked account agreements, step-in agreements and

related financing documents);

Subject to:

c) except with respect to its equity support agreements for each Proj ect and its limited

recourse pledge of its ownership interests in its subsidiaries, the debt financing

structure having no ultimate liability accrue to Nalcor Energy; and

d) the receipt of approval from the Minister of Finance as to the terms of such

financing.