<DOCUMENT>
<TYPE>EX-2.14
<SEQUENCE>16
<FILENAME>g80547exv2w14.txt
<DESCRIPTION>SHARE SALE AGREEMENT DATED 12/16/02
<TEXT>
<PAGE>
                                                                   EXHIBIT 2.14


                            DATED DECEMBER 16, 2002




                              SHARE SALE AGREEMENT
                                    BETWEEN
                        CONSOLIDATED WATER CO. LTD.
                                      AND
                           BACARDI & COMPANY LIMITED






                       CHARLES ADAMS, RITCHIE & DUCKWORTH
                                  ZEPHYR HOUSE
                                P.O. BOX 709 GT
                                  MARY STREET
                                  GRAND CAYMAN
                                 CAYMAN ISLANDS


<PAGE>

DATED DECEMBER, 2002


                              SHARE SALE AGREEMENT


PARTIES

BETWEEN

Consolidated Water Co. Ltd., of P.O. Box 1114 GT, Trafalgar Place, West Bay
Road, Grand Cayman, facsimile number (345)-945-4191, e-mail cwco@candw.ky
(hereinafter "the Purchaser") of the first part

AND

Bacardi & Company Limited of P.O. Box N-4880, 1000 Bacardi Road, Nassau,
Bahamas, facsimile number (242) 362 1918, email baco@bahamas.net.bs, (the
"Vendor") of the second part.

WHEREAS:

The Purchaser has contracted to acquire the shares of the Company (as herein
defined) held by DesalCo Ltd ("DesalCo") and wishes to acquire the shares of
the Company held by the Vendor on the terms of this Agreement.

NOW IT IS HEREBY AGREED as follows;

1.       INTERPRETATION

         1.1.     In this Agreement the following words and expressions have
                  the following meanings:

                  "BHD$" means Bahamian dollars;

                  "Business Day" means a day on which licensed banks are open
                  for business in the Bahamas.

                  "Company" means the company listed in Schedule 1 in relation
                  to which the Vendor holds issued shares as set out in
                  Schedule 1.

                  "Company's Auditors" means PriceWaterhouseCoopers.

                  "Deed of Release" means the deed in the form set out in
                  Schedule 3.

                  "Last Accounts" means the audited accounts of the Company as
                  at June 30 2002.


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<PAGE>
                  "Shares" means the issued shares of the Company held by the
                  Vendor as set out in Schedule 1.

                  "Warranties" means the warranties and representations by the
                  Vendor in clause 6 and Schedule 2.

         1.2      All references in this Agreement to a statutory provision
                  shall be construed as including references to:

                  1.2.1    Any statutory modification, consolidation or
                           re-enactment (whether before or after the date of
                           this Agreement) for the time being in force;

                  1.2.2.   All statutory instruments or orders made pursuant to
                           a statutory provision; and

                  1.2.3.   Any statutory provisions of which a statutory
                           provision is a consolidation, re-enactment or
                           modification.

         1.3      Any reference in this Agreement to the Vendor includes its
                  successors and assigns.

         1.4      Clause headings in this Agreement are for ease of reference
                  only and do not affect the construction of any provision.

2.       AGREEMENT FOR SALE

         Subject to the terms and conditions of this Agreement, the Vendor
         shall sell as beneficial owner and the Purchaser shall purchase the
         Shares, free from all liens, charges and encumbrances and with all
         rights attaching to them, with effect from completion of this
         Agreement.

3.       PURCHASE CONSIDERATION

         3.1      Subject to the provisions of paragraph 3.2, the purchase
                  price shall be BHD$690.00 per share paid in cash in the
                  manner set out in paragraph 3.4.

         3.2      The obligation of the Purchaser to pay the price per share
                  set out in paragraph 3.1 is subject to the following
                  conditions, all of which are for the benefit of the
                  Purchaser:

                  (a)      that as at the date of Completion:

                           (i)      the number of issued and outstanding shares
                                    (including shares subject to option or
                                    warrant) of the Company shall not exceed
                                    15,043, but such number of shares shall be
                                    in


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<PAGE>
                                    addition to the 377 shares previously
                                    redeemed by the Company and held in
                                    Treasury;

                           (ii)     the Company is not in default of any terms
                                    of any borrowing;

                           (iii)    the Company's long term debt including the
                                    current portion thereof does not exceed
                                    BHD$2,300,000;

                           (iv)     the Company is validly subsisting and in
                                    good standing and is not in default of any
                                    term of any material contract;

                  (b)      As at the end of the calendar month immediately
                           prior to Completion, the Net Current Assets of the
                           company are not less than BHD$1,270,000.00 (One
                           Million, Two Hundred and Seventy Thousand Bahamian
                           Dollars). The Net Current Assets of the Company as
                           at the end of the calendar month immediately prior
                           to Completion shall be agreed by the parties and in
                           the absence of agreement reached five Business Days
                           prior to Completion, shall be determined at the
                           expense of the Purchaser by the Company's Auditors;

                  (c)      that between July 1st 2002 and the date of
                           Completion the business of the Company shall have
                           been conducted and operated in its usual and normal
                           manner and the Company has not suffered or incurred
                           any extraordinary, non recurring or unusual losses
                           or expenses;

                  (d)      that prior to Completion, the Purchaser is satisfied
                           that the reverse osmosis plant located at Windsor
                           Well Fields, New Providence, Bahamas is capable at
                           operating at not less than 95% of its rated volume
                           capacity to produce product water of rated quality.
                           For this purpose, the Purchaser will be allowed to
                           inspect and test the said reverse osmosis plant on a
                           normal working day within five Business Days of
                           Completion at a time mutually convenient to the
                           parties and the Company. During the test, the Vendor
                           will procure that the Company will, subject to the
                           Company's production requirements, use its best
                           efforts to operate the plant at its maximum capacity
                           within the operating specification of the plant's
                           component parts.

         3.3      Should any of the conditions specified in 3.2 not be
                  satisfied, the Purchaser may at its option:


                                       4
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                  (a)      by notice to the Vendor, terminate this Agreement.
                           In such event, this Agreement shall cease to have
                           effect and each party shall have no further claim
                           under it against the other; or

                  (b)      enter into discussions with the Vendor in an attempt
                           to agree an alternate price per share. If the
                           parties are able to agree an alternate price per
                           share this Agreement shall be binding on the parties
                           save that the price per share in paragraph 3.1 shall
                           be that agreed by the parties. In the event that the
                           parties are not able to agree an alternate price per
                           share not later than fourteen (14) days after the
                           day set for Completion pursuant to clause 5.1 (or
                           such later time as the parties may agree in writing)
                           this Agreement shall cease to have effect and each
                           party shall have no claim under it against the
                           other.

         3.4      The purchase price shall be paid by bankers draft or wire
                  transfer to such account as the Vendor may designate.

4.       CONDITIONS PRECEDENT AND RESCISSION

         4.1      In addition to the conditions in paragraph 3.2 relating to
                  the price per share, the obligation of the Purchaser to
                  purchase the Shares is conditional on the following
                  conditions precedent, all of which are for the benefit of the
                  Purchaser:

                  (a)      the approval of the Board of Directors of the
                           Company to the transfer of the Shares to the
                           Purchaser pursuant to the Company's Articles of
                           Association.

                  (b)      the approval in writing of the Water and Sewerage
                           Corporation of the Commonwealth of The Bahamas. The
                           Vendor agrees it will cause the Company to use its
                           best efforts to obtain any required approval and the
                           Purchaser shall co-operate in the matter to the
                           extent that may be necessary;

                  (c)      the consent in writing of The Bahamas Investment
                           Authority which it shall be the Purchasers
                           obligation to apply for and pursue expeditiously and
                           which the Vendor shall assist in to the extent it
                           can do so and a copy of which application and all
                           material correspondence in connection with which the
                           Purchaser shall provide to the Vendor;

                  (d)      consents in writing from The Royal Bank of Canada
                           and The Inter-American Investment Corporation as
                           bankers and secured lenders to the Company to the
                           transfer of the Shares to the Purchaser the


                                       5
<PAGE>
                           obligation for the obtaining of which shall fall
                           equally on the Purchaser and the Vendor;

                  (e)      the Exchange Control Regulations and the approval in
                           writing by the Exchange Control to the sale of the
                           Shares by the Vendor to the Purchaser hereunder and
                           to the purchase by the Purchaser pursuant to the
                           Tender Offer (as defined in clause 7) of shares from
                           other shareholders of the Company (other than
                           DesalCo) as provided for in clause 4.1 (f);

                  (f)      acceptances to the Tender Offer (as defined in
                           clause 7) from shareholders of the Company (other
                           than DesalCo) such that the Purchaser, after
                           acquisition of the Shares from the Vendor, the
                           DesalCo shares and the Tender Offer Shares be
                           entitled to be the registered holder of not less
                           than 7523 shares of the Company representing 51% of
                           the issued share capital of the Company.

         4.2      If any of the above conditions precedent is not fulfilled
                  (or, at the option of the Purchaser, waived in writing) by
                  February 14 2003, (or such later date as may be agreed in
                  writing by the parties) this Agreement shall cease to have
                  effect and each party shall have no further claim under it
                  against the other

         4.3      The Purchaser shall be entitled to rescind this Agreement by
                  notice in writing to the Vendor if prior to Completion it
                  appears any of the Warranties is not or was not true and
                  accurate in any material respect or if any act or event
                  occurs which had it occurred on or before the date of this
                  agreement, would have constituted a breach of the Warranties
                  or if there is any material breach or non-fulfilment of any
                  of the Warranties which (capable of being remedied) is not
                  remedied prior to Completion.

         4.4      The parties hereto acknowledge that the Articles of the
                  Company contain certain pre-emption rights and that the sale
                  of the shares to the Purchaser hereunder is subject thereto.

5.       COMPLETION

         5.1      Completion of the sale and purchase of the Shares shall take
                  place at the offices of the Vendor's attorneys Higgs &
                  Johnson, Deltec House, Lyford Cay, New Providence, Bahamas on
                  February 14 2003 (or such earlier or later date as the
                  parties may agree in writing) at 10 o'clock in the forenoon.

         5.2      At Completion, the Vendors shall deliver (or procure the
                  delivery, as the case may be) to the Purchaser of the
                  following:


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                  5.2.1    Minutes of a meeting of the Board of Directors of
                           the Vendor (or if applicable, resolutions signed by
                           all directions of the Vendor) authorising and
                           approving the execution and delivery by the Vendor
                           of this Agreement;

                  5.2.2    Duly completed and signed transfers in favour of the
                           Purchaser of the Shares together with the relevant
                           share certificates;

                  5.2.3    The Deed of Release duly executed by the Vendor;

                  5.2.4    The resignations of the directors of the Company
                           appointed by the Vendor with a written
                           acknowledgement in such form as is agreed by the
                           Parties;

                  5.2.5    An Assignment (or at the option of the Purchaser, a
                           full and complete Discharge) by the Vendor of all
                           its right, title and interest in a Management
                           Services Contract dated May 24th 1996 between the
                           Vendor and the Company in a form satisfactory to the
                           Purchaser;

                  5.2.5    Opinions of Vendor's counsel in the form attached as
                           Schedule 4;

                  5.2.6    The seal and Certificate of Incorporation of the
                           Company;

                  5.2.7    The statutory books, books of account and documents
                           of record of the Company, complete and up to date;

                  5.2.8    The appropriate forms to amend the mandates given by
                           the Company to its bankers;

                  5.2.9    All documents and records in the possession or
                           control of the Vendor relating to the performance of
                           its obligations under the Management Services
                           Contract referred to in paragraph 5.2.4.

         5.3      The Vendor shall repay all monies, if any, then owing by them
                  to the Company, whether due for payment or not.

         5.4      Board Meetings of the Company shall be held at which:

                  5.4.1    Such persons as the Purchaser may nominate shall be
                           appointed additional directors;

                  5.4.2    The transfers referred to in clauses 5.2.1 shall be
                           approved; and

                  5.4.3    The resignations referred to in clauses 5.2.3 shall
                           be submitted and accepted.


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         5.5      On completion of the matters referred to above, the Purchaser
                  will pay the purchase price and deliver an Indemnity in the
                  form attached as Schedule 5.

6.       WARRANTIES BY THE VENDORS

         6.1      The Vendor warrants to the Purchaser that the Warranties set
                  out in Schedule 2 are true and accurate in all respects and
                  fully, clearly and accurately disclose every matter to which
                  they relate.

         6.2      Each of the Warranties is without prejudice to any other
                  warranty or undertaking and, except where expressly stated,
                  no clause contained in this Agreement governs or limits the
                  extent or application of any other clause.

         6.3      Subject to the provisions of clause 6.4, the rights and
                  remedies of the Purchaser in respect of any breach of the
                  Warranties shall not be affected by completion of the
                  purchase of the Shares, by an investigation made by or on
                  behalf of the Purchaser into the affairs of the Company, by
                  any failure to exercise or delay in exercising any right or
                  remedy or by any other event or matter whatsoever, except a
                  specific and duly authorised written waiver or release.

         6.4      Claims against the Vendor for breach of warranty shall be
                  wholly barred and unenforceable unless written particulars of
                  the same shall have been given by the Purchaser to the Vendor
                  within a period of 3 years from Completion.

         WARRANTIES BY THE PURCHASER

         6.5      The Purchaser warrants that the execution, delivery and
                  performance of this Agreement and consummation of the
                  transactions contemplated hereby do not and will not:

                  (a)      violate, conflict with or result in any breach of
                           the Certificate of Incorporation or the Memorandum
                           or Articles of Association of the Purchaser;

                  (b)      conflict with or violate any law or Government Order
                           applicable to the Purchaser;

                  (c)      result in any breach of or constitute a default (or
                           an event with the giving of notice or lapse of time,
                           or both, would become a default) under, require any
                           consent under, or give to others any rights of
                           termination, amendment acceleration, suspension,
                           revocation or cancellation or result in the creation
                           of any encumbrances on any of the assets or
                           properties of the Purchaser or its business pursuant
                           to any agreement, contract, licence, permit,
                           franchise or other


                                       8
<PAGE>
                           instrument agreement or arrangement to which the
                           Purchaser is a party.

7.       COVENANTS BY THE PURCHASER

         Subject to the provisions of paragraph 3.1 and paragraph 4, the
         Purchaser agrees that it will, in accordance with the relevant laws
         and procedures of the Commonwealth of the Bahamas, immediately
         following the execution and exchange of this Agreement make a Tender
         Offer in such form as is agreed with the Vendor to all other
         shareholders of the Company (other than DesalCo Limited) at the same
         price per share as paid to the Vendor hereunder with a period of
         acceptance being on or before February 14 2003 (or such earlier or
         later date as the Purchaser, may at its option, specify) on
         substantially the same terms as this Agreement and subject to the
         completion of this Agreement (the "Tender Offer").

8.       GENERAL

         8.1      Except as provided herein and as may be required by law, no
                  announcement of any kind shall be made with respect to the
                  subject matter of this Agreement unless specifically agreed
                  between the parties. The Vendor acknowledges that the
                  Purchaser is concurrently undertaking a listing or offering
                  of shares in the capital of the Purchaser on the NASDAQ
                  Exchange and agrees that the Purchaser may, without any prior
                  notice or consultation with the Vendor, make such
                  announcements and disclosures as may be required pursuant to
                  the relevant laws, rules or regulations relating to such
                  listing or offering.

         8.2      Effective on the date of this Agreement, the Confidentiality
                  Agreement relating to the Company is cancelled and the Vendor
                  agrees it will cause the Company to take such steps as are
                  necessary to cancel the same.

         8.3      If this agreement ceases to have effect the Purchaser will
                  release and return to the Vendor all documents concerning it
                  provided to the Purchaser or its advisers in connection with
                  this agreement and will not use or make available to any
                  other person any information which it or its advisers have
                  been given in respect of the Company and which is not in the
                  public domain.

         8.4      This agreement shall be binding upon each party's successors
                  and assigns it, except as provided herein, none of the rights
                  of the parties under this agreement or the Warranties may be
                  assigned to transferred.

         8.5      All expenses incurred by or on behalf of the parties,
                  excluding the audit of the Company as of June 30, 2002 and
                  the certification referred to in paragraph 3.2.(b) which
                  shall be paid for by the Purchaser, but including all


                                       9
<PAGE>
                  fees of agents, representatives, solicitors, accountants and
                  actuaries employed by any of them in connection with the
                  negotiation, preparation or execution of this agreement shall
                  be borne solely by the party who incurred the liability.

         8.6      Any notice required to be given by any of the parties under
                  this agreement may be sent by fax to such number as set out
                  in this Agreement with original to follow by courier to the
                  address set out in this Agreement, Communications sent by fax
                  shall be deemed to have been received on the day immediately
                  following the date of transmission.

         8.7      This Agreement may be executed and exchanged in counterparts.

9.       GOVERNING LAW AND JURISDICTION

         9.1      This Agreement is governed by and shall be construed in
                  accordance with the laws of The Commonwealth of the Bahamas.

         9.2      The parties hereto agree that the Courts of the Bahamas shall
                  have the jurisdiction to settle any disputes that may arise
                  in connection with this Agreement and that any judgement or
                  order of such Court in connection with this Agreement is
                  conclusive and binding on them and may be enforced against
                  them in the courts of any other jurisdiction. This clause is
                  for the benefit of the Purchaser only and shall not limit the
                  right of the Purchaser to bring proceedings against the
                  Vendor in connection with this Agreement in any other court
                  of competent jurisdiction or concurrently in more than one
                  jurisdiction.

         9.3      The Purchaser waives any objection which it may have to the
                  courts of the Bahamas on the grounds of venue or forum non
                  conveniens or any similar grounds as regards proceedings in
                  connection with this Agreement and the consents to service of
                  process by mail or by any other manner permitted by Bahamian
                  law.


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<PAGE>

IN WITNESS WHEREOF the parties hereto have set their hands and seals the day
and date first above written.

SIGNED AND SEALED by the               )
Purchaser in the presence              )
of:                                    )       /s/ Jeffrey M. Parker
                                       )       --------------------------------
                                       )
/s/ Carolyn Parker                     )       /s/ Frederick W. McTaggart
---------------------------------      )       --------------------------------
Witness                                )



SIGNED AND SEALED by the Vendor        )
In the presence of:                    )
                                       )       /s/ Francisco Carrera-Justiz
                                       )       --------------------------------
                                       )
/s/ Kaye Bastian                       )       /s/ Linda D'Aguilar
---------------------------------      )       --------------------------------
Witness                                )


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