Exhibit 99.2

NOTICE OF SPECIAL MEETING OF UNITHOLDERS

TO BE HELD ON OCTOBER 14, 2026

AND

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON OCTOBER 14, 2026

AND

JOINT MANAGEMENT INFORMATION CIRCULAR

WITH RESPECT TO A PROPOSED PLAN OF ARRANGEMENT

INVOLVING BROOKFIELD INFRASTRUCTURE PARTNERS L.P.,

BROOKFIELD INFRASTRUCTURE CORPORATION AND BROOKFIELD INFRASTRUCTURE PARTNERS INC.

AUGUST 26, 2026

These materials are important and require your immediate attention. They require you to make important decisions. If you are in doubt as to how to make such decisions, please contact your financial, legal, tax or other professional advisors.

LETTER TO SECURITYHOLDERS

Dear unitholders and shareholders:

We are pleased to announce the proposed simplification of our corporate structure, pursuant to which holders of equity interests of Brookfield Infrastructure Partners L.P. (“BIP”) would exchange their interests for shares in a publicly traded Canadian corporation, Brookfield Infrastructure Partners Inc. (“BIP Inc.”), and each of BIP and Brookfield Infrastructure Corporation (“BIPC” and, together with BIP, “Brookfield Infrastructure”) would become subsidiaries of BIP Inc. (the “Simplification”).

Holders of limited partnership units of BIP (“BIP Units”, such holders, “BIP Unitholders”) and class A exchangeable subordinate voting shares of BIPC (“BIPC Exchangeable Shares”, such holders, “BIPC Shareholders”) will vote on whether to exchange their BIP Units and BIPC Exchangeable Shares, respectively, for class A subordinate voting shares of BIP Inc. (“BIP Inc. Class A Shares”). If BIP Unitholders approve the Simplification but BIPC Shareholders do not, the BIP Units will be exchanged for BIP Inc. Class A Shares and the BIPC Exchangeable Shares will remain outstanding and become exchangeable into BIP Inc. Class A Shares.

The special meeting of BIP Unitholders will be held virtually on October 14, 2026 at 9:00am (Toronto time), and the special meeting of BIPC Shareholders will be held virtually on October 14, 2026 at 10:00am (Toronto time).

Why you should approve the Simplification

The Simplification generally is expected to be tax-deferred for Canadian and U.S. investors and completed without any meaningful cost to the business, while providing securityholders with the following benefits, among others:

Taxable Canadian BIP Unitholders will need to file a simple tax election to obtain tax-deferred treatment, which can be facilitated through www.bip.taxelection.ca.

Overview of the Simplification

Subject to the approval of BIP Unitholders:

Subject to the approval of BIPC Shareholders:

The Simplification will be implemented pursuant to a court-approved plan of arrangement under the laws of the Province of British Columbia.

Recommended Action

Special committees of the boards of directors of each of the general partner of BIP and BIPC (collectively, the “Boards”) were formed to oversee and assess the terms of the Simplification. The BIP and BIPC special committees have unanimously determined that the Simplification is in the best interests of BIP and BIPC, respectively, and have recommended that the Boards approve the Simplification and recommend that all security holders vote in favor of the Simplification and the transactions contemplated thereby.

The Boards¹, on the recommendation of each of their respective special committees, have unanimously determined that the Simplification is in the best interests of each of BIP and BIPC, as applicable, and resolved to approve the Simplification and recommend that BIP Unitholders and BIPC Shareholders vote in favor of the resolutions approving the Simplification and the amendment to the BIP limited partnership agreement to provide for the Simplification, as applicable.

In making their determinations, the special committees and the Boards considered, among other factors, the fairness opinion of Scotia Capital Inc. to the effect that, as of July 21, 2026 and subject to the assumptions, limitations and qualifications described therein, the consideration to be received by public holders of BIP Units and by public holders of BIPC Exchangeable Shares is fair, from a financial point of view, to such public holders.

Securityholders of record as of close of business on August 21, 2026 will be entitled to vote at the applicable meeting. Your vote and participation are important regardless of the number of securities that you own. We have made it easy for you to vote by telephone, internet, mail or by attending the meetings virtually. The notices of special meetings and joint management information circular (the “Circular”) that accompany this letter contain a detailed description of the Simplification, the Arrangement, the meetings and how to exercise your vote. You are urged to read this information carefully and, if you require assistance, to consult your own legal, tax, financial or other professional advisor.

On behalf of the Boards, we express our appreciation for your continued support. We look forward to having you join us on October 14, 2026.

Yours very truly,

Anne Schaumburg Independent Chair Brookfield Infrastructure Partners Limited and Brookfield Infrastructure Corporation		Sam Pollock Chief Executive Officer Brookfield Infrastructure

¹ Excluding Jeffrey Blidner and Malcolm Cockwell who, as non-independent directors, recused themselves from voting.

NOTICE OF SPECIAL MEETING OF UNITHOLDERS

A special meeting (the “Unitholders’ Meeting”) of the holders (the “Unitholders”) of non-voting limited partnership units (each, a “BIP unit”) of Brookfield Infrastructure Partners L.P. (“BIP”) will be held on October 14, 2026 at 9:00 a.m. (Toronto time) in a virtual meeting format to:

Details relating to the Transaction and the other matters to be considered at the Unitholders’ Meeting are set forth in the Circular. Completion of the proposed Transaction is conditional upon certain other matters described in the Circular, including the receipt of the approval of the British Columbia Supreme Court (the “Final Order”) and required regulatory approvals. Subject to the receipt of such approvals, approval of the BIP Transaction Resolutions at the Unitholders’ Meeting and the satisfaction or waiver, as applicable, of the other conditions, it is anticipated that the Transaction will be completed in the fourth quarter of 2026.

Voting in favor of either of the BIP Transaction Resolutions will also constitute voting in favor of BIP Inc.’s ability to conduct future issuances of BIP Inc. Class A Shares (as such term is defined in the Circular) or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, BIP Inc. Class A Shares pursuant to a prospectus, in each case, without requiring further approval by BIP Inc. shareholders.

A special committee of the directors of the general partner of BIP (the “BIP Special Committee”) has unanimously determined that the Transaction is in the best interests of BIP and recommended that the board of directors of the general partner of BIP (the “BIP Board”) approve the Transaction and recommend that Unitholders vote in favor of the BIP Transaction Resolutions.

The BIP Board, other than Jeffrey Blidner and Malcolm Cockwell, who, as non-independent directors, recused themselves from voting, has, on the recommendation of the BIP Special Committee, determined that the Transaction is in the best interests of BIP and has unanimously resolved to approve the Transaction and recommend that Unitholders vote in favor of the BIP Transaction Resolutions.

The Unitholders’ Meeting will be held in a virtual meeting format only to afford equal opportunity to all Unitholders to take part in the meeting. Unitholders will be able to listen to, participate in and vote at the Unitholders’ Meeting in real time through a web-based platform.

You can attend and vote at the Unitholders’ Meeting by visiting https://meetings.lumiconnect.com/400-690-592-192 and entering your control number or username and password “BIP2026” (case sensitive). See “General Proxy Matters” in the Circular for more information on how to listen, register for and vote at the Unitholders’ Meeting.

You have the right to vote at the Unitholders’ Meeting if you were a holder of BIP units at the close of business on August 21, 2026. Before casting your vote, we encourage you to review the Circular, including the section entitled “Business of the Meetings”.

We are posting electronic versions of the Circular and a form of proxy or voting instruction form on our website for Unitholders – a process known as “Notice and Access.” Electronic copies of the investor materials may be accessed at https://bip.brookfield.com under “Corporate Simplification” and at www.sedarplus.ca and www.sec.gov.

If you would like a paper copy of the Circular, please contact us at 1-416-956-5129 (toll-free in North America at 1-866-989-0311) or bip.enquiries@brookfield.com and we will send you materials free of charge within three business days of your request, provided the request is made before the date of the Unitholders’ Meeting or any adjournment thereof. In order to receive a paper copy of any materials in advance of the deadline to submit your vote, we recommend that you contact us before 9:00 a.m. (Toronto time) on September 29, 2026.

Instructions on Voting at the Meeting

Your vote and participation in the business of Unitholders’ Meeting is important regardless of the number of BIP units that you own. Registered holders of BIP units at the close of business on August 21, 2026 (“Registered Unitholders”) and duly appointed proxyholders will be able to attend and participate in the Unitholders’ Meeting and vote in real time, provided they are connected to the internet and follow the instructions in the Circular. See “General Proxy Matters” in the Circular. Non-registered holders of BIP units (“Non-Registered Unitholders”) who have not duly appointed themselves as proxyholder will be able to attend the Unitholders’ Meeting as guests but will not be able to ask questions or vote at the Unitholders’ Meeting.

If you wish to appoint a person other than the Management Representatives identified in the form of proxy or voting instruction form (including if you are a Non-Registered Unitholder who wishes to appoint yourself as proxyholder in order to attend the Unitholders’ Meeting) you must carefully follow the instructions in the Circular and on the form of proxy or voting instruction form. See “General Proxy Matters” in the Circular. These instructions include the additional step of registering your proxyholder with BIP’s tabulation agent, Computershare Investor Services Inc., after submitting the form of proxy or voting instruction form. Failure to register the proxyholder (including, if you are a Non-Registered Unitholder, failure to appoint yourself as proxyholder) with our tabulation agent will result in the proxyholder not receiving a username to participate in the Unitholders’ Meeting and only being able to attend as a guest. Guests will be able to listen to the Unitholders’ Meeting but will not be able to ask questions or vote.

Information for Registered Unitholders

Registered Unitholders and duly appointed proxyholders (including Non-Registered Unitholders who have duly appointed themselves as proxyholder) that attend the Unitholders’ Meeting online will be able to vote by completing a ballot online during the Unitholders’ Meeting through the live webcast platform.

If you are not attending the Unitholders’ Meeting and wish to vote by proxy, we must receive your vote by 5:00 p.m. (Toronto time) on October 9, 2026 or, in the event the Unitholders’ Meeting is adjourned or postponed, not less than two business days prior to the time of the adjourned or postponed meeting (the “Proxy Deadline”). You can cast your proxy vote in the following ways:

Registered Unitholders will be granted the right to dissent with respect to the Transaction in accordance with the provisions of the BIP LPA Amendment. The right to dissent is more particularly described in the Circular and the

relevant excerpt of the BIP LPA Amendment is set forth in Appendix E to the Circular. Please see “Dissent Rights” in the Circular for a description of the rights to dissent in respect of the Transaction.

Failure to strictly comply with the requirements set forth in the BIP LPA Amendment may result in the loss of any right to dissent. Registered Unitholders considering exercising their rights of dissent should consult their legal counsel and tax and investment advisors.

Information for Non-Registered Unitholders

Non-Registered Unitholders will receive a voting instruction form with their physical copy of this notice. If you wish to vote, but not attend the Unitholders’ Meeting, the voting instruction form must be completed, signed and returned in accordance with the directions on the form.

If you wish to appoint a proxyholder, you must complete the additional step of registering the proxyholder with our tabulation agent, Computershare Investor Services Inc. at www.computershare.com/BIP by no later than the Proxy Deadline.

Notice from Eligible Canadian Holders

Unitholders who are Eligible Canadian Holders (as defined in the Circular) may, at their option, submit a notice form (a “Unitholder Notice”) indicating their intention to exchange their BIP units on a full or partial rollover basis by filing a joint tax election following the completion of the Transaction. Notwithstanding that BIP Inc. has received a Unitholder Notice from an Eligible Canadian Holder, further actions must be taken by such holder in order to make a joint tax election. More information with respect to the Unitholder Notice is set forth in the Circular under the heading “The Transaction—Unitholder Notice”.

By Order of the Board

Jane Sheere
Corporate Secretary
August 26, 2026

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

A special meeting (the “Shareholders’ Meeting”) of holders (“BIPC Shareholders”) of class A exchangeable subordinate voting shares (each, a “BIPC exchangeable share”) and class B multiple voting shares (each, a “BIPC class B share”) of Brookfield Infrastructure Corporation (“BIPC”) will be held on October 14, 2026 at 10:00 a.m. (Toronto time) in a virtual meeting format to:

Details relating to the Transaction and the other matters to be considered at the Shareholders’ Meeting are set forth in the Circular. Completion of the proposed Transaction is conditional upon certain other matters described in the Circular, including the receipt of the approval of the British Columbia Supreme Court (the “Final Order”) and required regulatory approvals. Subject to the receipt of such approvals, approval of the BIPC Transaction Resolution at the Shareholders’ Meeting, approval of the BIP Transaction Resolutions (as such term is defined in the Circular) and the satisfaction or waiver, as applicable, of the other conditions, it is anticipated that the Transaction will be completed in the fourth quarter of 2026.

Voting in favor of the BIPC Transaction Resolution will, in the event the BIPC Shareholders approve the BIPC Transaction Resolution, also constitute voting in favor of BIP Inc.’s ability to conduct future issuances of BIP Inc. Class A Shares (as such term is defined in the Circular) or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, BIP Inc. Class A Shares pursuant to a prospectus, in each case, without requiring further approval by BIP Inc. shareholders.

A special committee of the directors of BIPC (the “BIPC Special Committee”) has unanimously determined that the Transaction is in the best interests of BIPC and recommended that the board of directors of BIPC (the “BIPC Board”) approve the Transaction and recommend that BIPC Shareholders vote in favor of the Transaction.

The BIPC Board, other than Jeffrey Blidner and Malcolm Cockwell, who, as non-independent directors, recused themselves from voting, has, on the recommendation of the BIPC Special Committee, determined that the Transaction is in the best interests of BIPC and has unanimously resolved to approve the Transaction and recommends that BIPC Shareholders vote in favor of the BIPC Transaction Resolution.

The Shareholders’ Meeting will be held in a virtual meeting format only to afford equal opportunity to all BIPC Shareholders to take part in the meeting. Holders of BIPC exchangeable shares and BIPC class B shares will be able to listen to, participate in and vote at the Shareholders’ Meeting in real time through a web-based platform.

You can attend and vote at the Shareholders’ Meeting by visiting https://meetings.lumiconnect.com/400-793-988-675 and entering your control number or username and password “BIPC2026” (case sensitive). See “General Proxy Matters” in the Circular for more information on how to listen, register for and vote at the Shareholders’ Meeting.

You have the right to vote at the Shareholders’ Meeting if you were a holder of BIPC exchangeable shares or BIPC class B shares at the close of business on August 21, 2026. Before casting your vote, we encourage you to review the Circular, including the section entitled “Business of the Meetings”.

We are posting electronic versions of the Circular and a form of proxy or voting instruction form on our website for BIPC Shareholder review – a process known as “Notice and Access.” Electronic copies of the investor materials may be accessed at https://bip.brookfield.com/bipc/ under “Corporate Simplification” and at www.sedarplus.ca and www.sec.gov.

If you would like a paper copy of the Circular, please contact us at 1-416-956-5129 (toll-free in North America at 1-866-989-0311) or bip.enquiries@brookfield.com and we will send you materials free of charge within three business days of your request, provided the request is made before the date of the Shareholders’ Meeting or any adjournment thereof. In order to receive a paper copy of any materials in advance of the deadline to submit your vote, we recommend that you contact us before 9:00 a.m. (Toronto time) on September 29, 2026.

Instructions on Voting at the Meeting

Your vote and participation in the business of the Shareholders’ Meeting is important regardless of the number of BIPC exchangeable shares that you own. Registered holders of BIPC exchangeable shares and BIPC class B shares at the close of business on August 21, 2026 (“Registered Shareholders”) and duly appointed proxyholders will be able to attend and participate in the Shareholders’ Meeting and vote in real time, provided they are connected to the internet and follow the instructions in the Circular. See “General Proxy Matters” in the Circular. Non-registered holders of BIPC exchangeable shares (“Non-Registered Shareholders”) who have not duly appointed themselves as proxyholder will be able to attend the Shareholders’ Meeting as guests but will not be able to ask questions or vote at the Shareholders’ Meeting.

If you wish to appoint a person other than the Management Representatives identified in the form of proxy or voting instruction form (including if you are a Non-Registered Shareholder who wishes to appoint yourself as proxyholder in order to attend the Shareholders’ Meeting) you must carefully follow the instructions in the Circular and on the form of proxy or voting instruction form. See “General Proxy Matters” in the Circular. These instructions include the additional step of registering your proxyholder with our transfer agent, Computershare Trust Company of Canada, after submitting the form of proxy or voting instruction form. Failure to register the proxyholder (including, if you are a Non-Registered Shareholder, failure to appoint yourself as proxyholder) with our transfer agent will result in the proxyholder not receiving a username to participate in the Shareholders’ Meeting and only being able to attend as a guest. Guests will be able to listen to the Shareholders’ Meeting but will not be able to ask questions or vote.

Information for Registered Shareholders

Registered Shareholders and duly appointed proxyholders (including Non-Registered Shareholders who have duly appointed themselves as proxyholder) that attend the Shareholders’ Meeting online will be able to vote by completing a ballot online during the Shareholders’ Meeting through the live webcast platform.

If you are not attending the Shareholders’ Meeting and wish to vote by proxy, we must receive your vote by 5:00 p.m. (Toronto time) on October 9, 2026 or, in the event the Shareholders’ Meeting is adjourned or postponed, not less than two business days prior to the time of the adjourned or postponed meeting (the “Proxy Deadline”). You can cast your proxy vote in the following ways:

Registered Shareholders have the right to dissent with respect to the BIPC Transaction Resolution in accordance with the provisions of Division 2 of Part 8 of the Business Corporations Act (British Columbia) (“BCBCA”) and the Interim Order. The right to dissent is more particularly described in the Circular and the text of Division 2 of Part 8 of the

BCBCA is set forth in Appendix E to the Circular. Please see “Dissent Rights” in the Circular for a description of the rights to dissent in respect of the Transaction.

Failure to strictly comply with the requirements set forth in Division 2 of Part 8 of the BCBCA and the Interim Order with respect to the BIPC Transaction Resolution may result in the loss of any right to dissent. Persons who are beneficial owners of BIPC exchangeable shares registered in the name of a broker, custodian, nominee or other intermediary and who wish to dissent should be aware that only the Registered Shareholders are entitled to dissent. Accordingly, a beneficial holder desiring to exercise the right to dissent must make arrangements for the BIPC exchangeable shares beneficially owned by such holder to be registered in such holder’s name prior to the time the written objection to the BIPC Transaction Resolution is required to be received by BIPC or, alternatively, make arrangements for the Registered Shareholder to dissent on behalf of the holder. Registered Shareholders considering exercising their rights of dissent should consult their legal counsel and tax and investment advisors.

Information for Non-Registered Shareholders

Non-Registered Shareholders will receive a voting instruction form with their physical copy of this notice. If you wish to vote, but not attend the Shareholders’ Meeting, the voting instruction form must be completed, signed and returned in accordance with the directions on the form.

If you wish to appoint a proxyholder, you must complete the additional step of registering the proxyholder with our transfer agent, Computershare Trust Company of Canada at www.computershare.com/BIPC by no later than the Proxy Deadline.

By Order of the Board

Michael Ryan
Corporate Secretary
August 26, 2026

TABLE OF CONTENTS

INFORMATION FOR ALL SECURITYHOLDERS

This Circular is delivered in connection with the solicitation of proxies by and on behalf of the management of our group for use at the Meetings and any adjournment or postponement thereof for the purposes set forth in the accompanying Notices of Meetings.

Information contained in this Circular is given as at August 21, 2026, unless otherwise indicated. As BIP and BIPC operate in U.S. dollars and report their financial results in U.S. dollars, all financial information in this Circular is denominated in U.S. dollars, unless otherwise indicated. All references to C$ are to Canadian dollars.

No person has been authorized to give any information or make any representation in connection with the matters to be considered at the Meetings other than those contained, or incorporated by reference, in this Circular and, if given or made, any such information or representation must not be relied upon as having been authorized. This Circular and the transactions contemplated in connection with the Transaction, including the securities to be issued pursuant to the Transaction, have not been approved or disapproved by any securities regulatory authority in Canada, the United States or any other jurisdiction, including the SEC, nor has any securities regulatory authority in Canada, the United States or any other jurisdiction, including the SEC, passed upon the merits or fairness of such transactions or upon the accuracy or adequacy of this Circular. Any representation to the contrary is a criminal offence.

This Circular does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities, or the solicitation of a proxy, by any person in any jurisdiction in which such an offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such an offer or solicitation of an offer or proxy solicitation. Neither the delivery of this Circular nor any distribution of the securities referred to in this Circular will, under any circumstances, create an implication that there has been no change in the information set forth herein since the date as of which such information is given in this Circular.

All capitalized terms used in this Circular, including the Appendices hereto, but not otherwise defined have the meanings set forth in the Glossary attached as Appendix A. Unless the context requires otherwise, prior to completion of the Transaction, the terms “we”, “us”, “our”, “our group” and “Brookfield Infrastructure” refer to Brookfield Infrastructure Partners L.P. and its controlled entities, including Holding LP, the Holding Entities, Brookfield Infrastructure Corporation, together with all of their respective subsidiaries and the operating entities. Unless the context requires otherwise, following the completion of the Transaction, the terms “we”, “us”, “our”, “our group” and “Brookfield Infrastructure” will refer to BIP Inc. together with all of its subsidiaries, including Brookfield Infrastructure Partners L.P. and its controlled entities, including Holding LP, the Holding Entities, and Brookfield Infrastructure Corporation, together with all of their respective subsidiaries and the operating entities. Unless the context suggests otherwise, references in this Circular to:

Securityholders should not construe the contents of this Circular as legal, tax or financial advice and should consult with their own legal, tax, financial or other professional advisors in considering the matters contained in this Circular.

Descriptions in this Circular of the terms of the Arrangement Agreement, the Plan of Arrangement, the BIP LPA Amendment, the Scotiabank Fairness Opinion, the Interim Order and the draft articles of BIP Inc. are summaries of the terms of those documents and are qualified in their entirety by reference to the full text of such documents. The Arrangement Agreement is available on BIP’s and BIPC’s SEDAR+ profiles at www.sedarplus.ca and on BIP’s and BIPC’s EDGAR profiles at www.sec.gov and copies of the Arrangement Agreement, the Interim Order, the Scotiabank Fairness Opinion and the draft articles of BIP Inc. are attached hereto as Appendix D, Appendix G, Appendix H and Appendix K, respectively. You are urged to carefully read the full text of these documents.

Brookfield Infrastructure is indirectly sending proxy-related materials to all objecting and non-objecting beneficial owners.

This Circular includes market and industry data and other information that has been obtained from third party sources, including industry publications and other publicly available sources. Although we believe such information to be reliable, Brookfield Infrastructure has not independently verified any of the data or information included in this Circular that was obtained from third party or publicly available sources, nor has Brookfield Infrastructure evaluated the underlying data or assumptions relied upon by such sources. References in this Circular to any publications, reports, surveys or articles prepared by third parties should not be construed as depicting the complete findings of the entire publication, report, survey or article. The information in any such publication, report, survey or article is not incorporated by reference in this Circular.

NOTICE TO SECURITYHOLDERS NOT RESIDENT IN CANADA

BIP is a partnership existing under the laws of Bermuda. BIPC and BIP Inc. are corporations existing under the laws of British Columbia. This solicitation of proxies involves securities of Canadian reporting issuers and is being effected in accordance with applicable corporate laws and securities laws in Canada. Securityholders should be aware that the requirements applicable to our group under Canadian laws may differ from the requirements under corporate laws and securities laws relating to partnerships and corporations in other jurisdictions.

This Circular has been prepared in accordance with the disclosure requirements in effect in Canada, which differ from the disclosure requirements in effect in any other jurisdiction. Securityholders who are foreign taxpayers should be aware that the Transaction may have tax consequences both in Canada and such foreign jurisdiction. Except for certain Canadian and U.S. federal income tax consequences described in “Certain Canadian Federal Income Tax

Considerations” and “Certain United States Federal Income Tax Considerations”, the consequences for such Securityholders are not described in this Circular and such Securityholders are advised to consult their tax advisors to determine the particular tax consequences to them of the transactions contemplated in this Circular.

NOTICE TO SECURITYHOLDERS IN THE UNITED STATES

THE TRANSACTION AND THE BIP INC. CLASS A SHARES TO BE ISSUED IN CONNECTION WITH THE TRANSACTION HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC, THE SECURITIES REGULATORY AUTHORITY IN ANY STATE IN THE UNITED STATES OR ANY OTHER U.S. REGULATORY AUTHORITY, NOR HAS THE SEC, THE SECURITIES REGULATORY AUTHORITY OF ANY STATE IN THE UNITED STATES OR ANY OTHER U.S. REGULATORY AUTHORITY PASSED ON THE FAIRNESS OR MERITS OF THE TRANSACTION OR THE ADEQUACY OR ACCURACY OF THIS INFORMATION CIRCULAR. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENCE.

The solicitation of proxies hereby is not subject to the requirements of Section 14(a) of the U.S. Exchange Act, by virtue of an exemption applicable to proxy solicitations by a “foreign private issuer” as defined in Rule 3b-4 under the U.S. Exchange Act. Accordingly, the solicitation of proxies is being made by or on behalf of BIP and BIPC in accordance with applicable corporate and securities laws, and this Circular has been prepared in accordance with disclosure requirements applicable in Canada. Securityholders should be aware that requirements under such Canadian laws and such disclosure requirements may differ from requirements under United States corporate and securities laws relating to United States corporations.

The issuance of the BIP Inc. Class A Shares pursuant to the Transaction has not been and will not be registered under the U.S. Securities Act and will be issued in reliance on the exemption afforded by 3(a)(10) of the U.S. Securities Act and in compliance with the U.S. Securities Laws of each state of the United States in which the holders reside. See “Certain Legal and Regulatory Matters—United States Securities Laws Matters”.

Section 3(a)(10) of the U.S. Securities Act exempts from the registration requirements under the U.S. Securities Act the issuance of securities which have been approved by a court of competent jurisdiction, after a hearing upon the substantive and procedural fairness of the terms and conditions of the relevant transaction and at which all persons to whom it is proposed the securities will be issued will have the right to appear. The Court issued the Interim Order on August 21, 2026 and, subject to the approval of the BIP Transaction Resolutions by the Unitholders and the holding of the Shareholders’ Meeting, a hearing for a Final Order approving the Transaction is expected to take place on or about October 19, 2026 at the Court at 800 Smithe Street, Vancouver, British Columbia V6Z 2E1 or as soon thereafter as is reasonably practicable. All persons to whom it is proposed to issue securities pursuant to the Transaction will have the right to appear at this hearing and will receive timely and adequate notice thereof, provided that they satisfy the applicable conditions set forth in the Interim Order. See “Certain Legal and Regulatory Matters—Court Approval”.

The enforcement by Securityholders of civil liabilities under U.S. Securities Laws may be affected adversely by the fact that the parties to the Transaction are organized under the laws of jurisdictions other than the United States, that some or all of their officers and directors are residents of countries other than the United States, and that some or all of the experts named in this Circular may be residents of countries other than the United States. As a result, it may be difficult or impossible for Securityholders to effect service of process within the United States upon the parties to the Transaction, their respective officers and directors or the experts named herein, or to realize against them upon judgments of United States courts predicated upon civil liabilities under U.S. Securities Laws. In addition, Securityholders should not assume that the courts of Canada: (a) would enforce judgments of United States courts obtained in actions against such persons predicated upon civil liabilities under U.S. Securities Laws; or (b) would enforce, in original actions, liabilities against such persons predicated upon civil liabilities under U.S. Securities Laws.

Securityholders who are U.S. taxpayers should be aware that the Transaction described in this Circular may have tax consequences both in Canada and in the United States which are not described fully herein. Securityholders are urged to consult their tax advisors regarding the U.S. federal and Canadian income tax consequences of the Transaction. See “Certain United States Federal Income Tax Considerations—Consequences to U.S. Holders” for certain information concerning the tax consequences of the Transaction for Securityholders who are U.S. taxpayers.

CAUTION REGARDING FORWARD LOOKING INFORMATION

This Circular and the documents incorporated by reference in this Circular contain “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian securities laws and U.S. Securities Laws, including the United States Securities Litigation Reform Act of 1995.

These forward-looking statements and information relate to, among other things, the proposed terms of, and matters relating to, the Transaction, the Meetings and the expected timing thereof; the expected benefits of the Transaction for our group and our Securityholders and the anticipated effect of the completion of the Transaction on our group and its future operations; the anticipated business strategies or further actions of BIP, BIPC and BIP Inc. following completion of the Transaction and their respective abilities to accomplish same; the Final Order; the various steps to be completed in connection with the Transaction; certain anticipated Canadian and U.S. federal income tax consequences resulting from the completion of the Transaction; the possible future declaration and payment of dividends by BIP Inc. and, if applicable, BIPC; certain fees and expenses expected to be incurred by our group in connection with the Transaction; and expectations with respect to future general economic and market conditions and the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of our group, as well as regarding recently completed and proposed acquisitions, dispositions and other transactions, and the outlook for North American and international economies for the current fiscal year and subsequent periods. We may make such statements in this Circular, in other filings with Canadian regulators or the SEC and in other public communications. The words “tend”, “seek”, “target”, “foresee”, “believe,” “expect,” “could”, “aim to,” “intend,” “objective”, “outlook”, “endeavor”, “estimate”, “likely”, “continue”, “plan”, derivatives thereof and other expressions of similar import, or the negative variations thereof, and similar expressions of future or conditional verbs such as “will”, “may”, “should,” which are predictions of or indicate future events, trends or prospects and which do not relate to historical matters, identify forward-looking statements.

Although we believe that our anticipated future results, performance or achievements expressed or implied by these forward-looking statements and information are based on reasonable assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information because they involve assumptions, known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements and forward-looking information. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us or are within our control. If a change occurs, our business, financial condition, liquidity and results of operations and our plans and strategies may vary materially from those expressed in the forward-looking statements and forward-looking information in this Circular and the documents incorporated by reference in this Circular.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements and information in this Circular and the documents incorporated by reference in this Circular include, without limitation:

There are also risks inherent in the nature of the Transaction, including (i) the possibility that the Transaction will not be completed on the terms and conditions, or on the timing, currently contemplated, and that it may not be completed at all, due to a failure to obtain or satisfy, in a timely manner or otherwise, the required Unitholder and BIPC Shareholder approvals and the Court and other conditions of closing necessary to complete the Transaction, or for other reasons; (ii) risks related to tax matters; (iii) the absence of any event, change or other circumstances that could give rise to the termination of the Arrangement Agreement, and (iv) the delay in or increase in the cost of completing the Transaction. The anticipated timeline for completion of the Transaction may change for a number of reasons, including the inability to obtain the approval of the Court, any other required approvals in the time assumed or the need for additional time to satisfy the conditions to the completion of the Transaction. If the Transaction is approved by Unitholders but not by BIPC Shareholders, the anticipated benefits of the Transaction may not be realized, or may not be realized to the same extent, as currently contemplated. As a result of the foregoing, readers should not place undue reliance on the forward-looking statements contained in or incorporated by reference into this Circular.

We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to our group, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as required by law, our group undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.

Further information regarding these and other risk factors are included in BIP’s and BIPC’s public filings with provincial and territorial securities regulatory authorities (including the BIP Annual Report and the BIPC Annual Report) and can be found on BIP’s and BIPC’s SEDAR+ profile at www.sedarplus.ca and on BIP’s and BIPC’s EDGAR profile at www.sec.gov.

PRESENTATION OF FINANCIAL INFORMATION

Currency

The financial statements and other financial information contained in this Circular, or incorporated herein by reference, is presented in United States dollars. In this Circular, all references to “$” are to United States dollars and references to “C$” are to Canadian dollars.

Cautionary Statement Regarding the Use of Non-IFRS Measures

The financial information of BIP Inc., BIP and BIPC contained in this Circular and the documents incorporated by reference in this Circular has been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”). To measure performance, we focus on net income, a measure under IFRS Accounting Standards, as well are certain non-IFRS measures. We disclose a number of non-IFRS measures in this Circular and the documents incorporated by reference herein, including Funds from Operations (“FFO”), along with other measures.

FFO

We define FFO as net income excluding the impact of certain non-cash items including depreciation and amortization, deferred income taxes, mark-to-market gains (losses) and other income (expenses) that are not related to normal revenue earning activities or that are not normal, recurring cash operating expenses necessary for business operations. FFO is not adjusted for the income (loss) earned by data center developers which is generated through the development, commercialization, and sale of completed sites. The inclusion of this income reflects the operating performance of such investments and includes income (or losses) recognized in the current and prior periods.

FFO also includes balances attributable to the partnership generated by investments in associates and joint ventures accounted for using the equity method and excludes amounts attributable to non-controlling interests based on the economic interests held by non-controlling interests in consolidated subsidiaries.

FFO is a measure of operating performance that is not calculated in accordance with, and does not have any standardized meaning prescribed by IFRS Accounting Standards. FFO is therefore unlikely to be comparable to similar measures presented by other issuers. FFO has limitations as an analytical tool. Specifically, our definition of FFO may differ from the definition used by other organizations, and is different than the definition of Funds from Operations used by the Real Property Association of Canada and the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”), in part because the NAREIT definition is based on U.S. GAAP, as opposed to IFRS Accounting Standards.

For further details regarding our use of FFO and the use of non-IFRS measures, as well as a reconciliation of net income to FFO, see “Forward Looking Statements—Cautionary Statement Regarding the Use of Non-IFRS Measures” and the “Reconciliation of Non-IFRS Financial Measures” section in Item 5 “Operating and Financial Review and Prospects—Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the BIP Annual Report and “Reconciliation of Non-IFRS Financial Measures” in the BIP Q2 2026 MD&A.

QUESTIONS AND ANSWERS ABOUT THE TRANSACTION AND THE MEETINGS

The following questions and answers address briefly certain questions you may have regarding the Transaction and the Meetings. The below information is only a summary of certain information contained elsewhere in this Circular and is qualified in its entirety by the more detailed information and financial data and statements contained in or referred to elsewhere in this Circular, including the Appendices and documents that are incorporated by reference herein, all of which are important and should be reviewed carefully. Unless otherwise indicated, the summary information below with respect to the completed Transaction assumes that the Share Exchange, which is subject to the approval of BIPC Shareholders, has occurred. Capitalized terms used in these questions and answers but not otherwise defined herein have the meanings set forth in the Glossary attached as Appendix A to this Circular.

THE MEETINGS

Time, Date and Place

The Unitholders’ Meeting will be convened by the BIP General Partner in Bermuda and held in a virtual meeting format only on October 14, 2026 at 9:00 a.m. Toronto time, via live audio and video webcast available online at https://meetings.lumiconnect.com/400-690-592-192 (Meeting ID: 400-690-592-192; Password: “BIP2026” (case sensitive)).

The Shareholders’ Meeting will be held in a virtual meeting format only on October 14, 2026 at 10:00 a.m. Toronto time, via live audio and video webcast available online at https://meetings.lumiconnect.com/400-793-988-675 (Meeting ID: 400-793-988-675; Password: “BIPC2026” (case sensitive)).

Record Date for Notice of Unitholders’ Meeting and Unitholders Entitled to Vote

As at August 21, 2026, there were 457,714,497 BIP units (789,395,710 BIP units on a fully exchanged basis, assuming exchange of the BIP exchangeable securities into BIP units) issued and outstanding and 1 BIP GP unit was issued and outstanding.

Each Registered Unitholder as at the close of business on August 21, 2026 is entitled to receive notice of and to vote at the Unitholders’ Meeting. Except as otherwise provided in this Circular, each Unitholder on such date is entitled to vote on all matters to come before the Unitholders’ Meeting or any adjournment thereof, either in person or by proxy.

The BIP Limited Partnership Agreement provides that, subject to applicable law and in addition to any other required approvals, each Unitholder is entitled to cast one vote for each Unit held on the record date for determination of Unitholders entitled to vote on any matter.

Holders of BIP Preferred Units, BILP Preferred Units, BIP Exchange LP Units, BIHC class A.2 shares and REUs will not be entitled to notice of, to attend or to vote at the Unitholders’ Meeting.

Record Date for Notice of the Shareholders’ Meeting and Shareholders Entitled to Vote

As at August 21, 2026, there were 123,015,597 BIPC exchangeable shares and 31,909 BIPC class B shares outstanding. The BIPC class B shares are all held indirectly by BIP.

Each registered holder of BIPC exchangeable shares or BIPC class B shares as at the close of business on August 21, 2026 is entitled to receive notice of and to vote at the Shareholders’ Meeting. Except as otherwise provided in this Circular, each holder of a BIPC exchangeable share or a BIPC class B share on such date is entitled to vote on all matters to come before the Shareholders’ Meeting or any adjournment thereof, either in person or by proxy.

The share conditions for the BIPC exchangeable shares and BIPC class B shares provide that, subject to applicable law and in addition to any other required shareholder approvals, (i) each holder of BIPC exchangeable shares is entitled to cast one vote for each BIPC exchangeable share held on the record date for determination of shareholders entitled to vote on any matter and (ii) each holder of BIPC class B shares is entitled to cast a number of votes for each BIPC class B share held on the record date for determination of shareholders entitled to vote on any matter equal to: (x) the number that is three (3) times the number of BIPC exchangeable shares then issued and outstanding divided by (y) the number of BIPC class B shares then issued and outstanding. The effect of the foregoing is that the holders of the BIPC class B shares are entitled to cast, in the aggregate, a number of votes equal to three times the number of votes attached to the BIPC exchangeable shares or 75% of the total eligible votes.

Holders of BIPC Exchange LP Units and BIHC class A.2 shares will not be entitled to notice of, to attend or to vote at the Shareholders’ Meeting.

Business of the Meetings

At the Unitholders’ Meeting, Unitholders will be asked to consider and vote upon, pursuant to the Interim Order, the BIP Transaction Resolutions, the full text of which is set forth in Appendix B.

At the Shareholders’ Meeting, holders of BIPC exchangeable shares and BIPC class B shares will be asked to consider and vote upon, pursuant to the Interim Order, the BIPC Transaction Resolution, the full text of which is set forth in Appendix C.

See “The Transaction” for more information on the business of the Meetings.

We will also consider other business that may properly come before the Meetings. As at the date of this Circular, management is not aware of any changes to these items of business and does not expect any other items of business to be brought forward at the Meetings. If there are changes or new items of business, Securityholders or their duly appointed proxyholders can vote their respective securities on these items as they see fit. The persons named on the form of proxy will have discretionary authority with respect to any changes or new items of business which may properly come before the Meetings and will vote on them in accordance with their best judgment.

Voting Information

Notice and Access

BIP and BIPC are using the Notice and Access provisions of National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer and National Instrument 51-102 – Continuous Disclosure Obligations (“Notice and Access”) to provide meeting materials electronically to Registered Unitholders and Non-Registered Unitholders, and Registered Shareholders and Non-Registered Shareholders.

Instead of mailing meeting materials to Securityholders, we have posted this Circular and a form of proxy or voting instruction form for each Meeting on our website at www.bip.brookfield.com under “Corporate Simplification”, as well as on BIP’s and BIPC’s SEDAR+ profiles at www.sedarplus.ca and BIP’s and BIPC’s EDGAR profiles at www.sec.gov. BIP has sent the Notice of Special Meeting of Unitholders, together with a form of proxy or voting instruction form (collectively, the “BIP Notice Package”), to all Unitholders, and BIPC has sent the Notice of Special Meeting of Shareholders, together with a form of proxy or voting instruction form (collectively, the “BIPC Notice Package”), to all BIPC Shareholders, each informing Securityholders that this Circular is available online and explaining how this Circular may be accessed.

BIP and BIPC will not directly send the BIP Notice Package or BIPC Notice Package to Non-Registered Unitholders or Non-Registered Shareholders. Instead, BIP and BIPC will pay Intermediaries to forward the BIP Notice Package and BIPC Notice Package to all such Non-Registered Shareholders and Non-Registered Unitholders.

BIP and BIPC have elected to utilize Notice and Access because it allows for a reduction in the use of printed paper materials, is consistent with our focus on sustainability and results in significantly lower printing and mailing costs in connection with the Meetings.

No Unitholders or BIPC Shareholders will receive a paper copy of this Circular unless they have provided standing instructions to their broker to receive the Circular or they contact us at 1-416-956-5129 (toll free in North America at 1-866-989-0311) or bip.enquiries@brookfield.com. In such cases, we will mail a paper copy of this Circular within three Business Days of any request, provided the request is made before the date of the Unitholders’ Meeting or the Shareholders’ Meeting, as applicable, or any adjournment thereof. To ensure receipt of a paper copy in advance of the voting deadline, we must receive your request before 9:00 a.m. (Toronto time) on September 29, 2026. If your request is made after the Unitholders’ Meeting or the Shareholders’ Meeting, as applicable, and within one year of this Circular being filed, we will mail a paper copy of this Circular within 10 calendar days of such request.

Q&A on Voting

What am I voting on?

Who is entitled to vote?

Holders of BIP units at the close of business on August 21, 2026 are entitled to one vote per BIP unit on the BIP Transaction Resolutions.

Holders of BIPC exchangeable shares at the close of business on August 21, 2026 are entitled to one vote per BIPC exchangeable share on the BIPC Transaction Resolution. Holders of BIPC class B shares at the close of business on August 21, 2026 are collectively entitled to cast, in the aggregate, a number of votes equal to three times the number of votes attached to the BIPC exchangeable shares issued and outstanding on the BIPC Transaction Resolution.

Registered Unitholders and duly appointed proxyholders will be able to attend the Unitholders’ Meeting, and Registered Shareholders, holders of BIPC class B shares and duly appointed proxyholders will be able to attend the Shareholders’ Meeting. These securityholders will be able to submit questions and vote in real time at their respective Meeting, provided they are connected to the internet, have a control number or have received a username from Computershare and follow the instructions in this Circular. Non-Registered Unitholders or Non-Registered Shareholders who have not duly appointed themselves as proxyholder will be able to attend the Unitholders’ Meeting or the Shareholders’ Meeting, as applicable, as guests but will not be able to ask questions or vote at their respective Meeting.

Unitholders or BIPC Shareholders who wish to appoint a person other than the Management Representatives identified in the form of proxy or voting instruction form (including a Non-Registered Unitholder or Non-Registered Shareholder who wishes to appoint themselves to attend the applicable Meeting) must carefully follow the instructions in this Circular and on their form of proxy or voting instruction form. These instructions include the additional step of registering such proxyholder with Computershare, after submitting the form of proxy or voting instruction form by visiting www.computershare.com/BIP or www.computershare.com/BIPC, as applicable, by no later than the Proxy Deadline. When registering, the Unitholder or BIPC Shareholder must provide Computershare with the name and email address of their appointee. Computershare will provide your appointee with a username which will allow your appointee to log in to and vote at the applicable Meeting. Failure to register the proxyholder with Computershare will result in the proxyholder not receiving a username to participate in the Unitholders’ Meeting or the Shareholders’ Meeting, as applicable, and only being able to attend as a guest. Guests will be able to listen to the Meetings but will not be able to ask questions or vote.

If you are a Non-Registered Unitholder or Non-Registered Shareholder located in the United States and you wish to appoint yourself as a proxyholder, in addition to the steps above, you must first obtain a valid legal proxy from your Intermediary. See “General Proxy Matters—If my securities are not registered in my name but are held in the name of an Intermediary, how do I vote my securities?”.

How do I vote?

Unitholders and BIPC Shareholders can vote in one of two ways, as follows:

See “General Proxy Matters” for more information.

Principal Holders of Securities Entitled to Vote

The following table presents information regarding the beneficial ownership of the securities entitled to vote at either Meeting, as of the Record Date, by persons or corporations that beneficially own, exercise control or direction over, have contractual arrangements such as options to acquire, or otherwise hold securities entitled to vote at a Meeting carrying more than 10% of the votes attached to any such class of outstanding securities. The percentages shown are based on 457,714,497 BIP units, 123,015,597 BIPC exchangeable shares and 31,909 BIPC class B shares outstanding as of the Record Date. The BIP units and BIPC exchangeable shares held by the principal securityholders do not entitle such securityholders to different voting rights than those of other holders of the BIP units and BIPC exchangeable shares, respectively. However, the BIPC exchangeable shares and the BIPC class B shares have different voting rights. Holders of BIPC exchangeable shares hold a 25% voting interest in BIPC and holders of the BIPC class B shares hold a 75% voting interest in BIPC.

Notes:

To the knowledge of the directors and officers of Brookfield Infrastructure and the Service Providers, there are no other persons or corporations that beneficially own, exercise control or direction over, have contractual arrangements such as options to acquire, or otherwise hold securities entitled to vote at a Meeting carrying more than 10% of the votes attached to any such class of outstanding securities.

THE TRANSACTION

Background to the Transaction

Management and the Boards regularly review operational and strategic opportunities to improve the competitive positioning of BIP and BIPC and to maximize value for their respective investors. In connection with these reviews, management and the Boards evaluate potential transactions and reorganizations that would further BIP and BIPC’s respective strategic objectives.

In the first quarter of 2026, in light of a similar transaction that was announced by Brookfield Business Partners L.P. and Brookfield Business Corporation in September 2025, management of Brookfield Infrastructure began to explore potential transactions to simplify the organizational structure of BIP and BIPC by reorganizing the two publicly traded entities into one publicly traded Canadian corporation. Management’s view was that the potential benefits of such a transaction would include broadening the investor base of Brookfield Infrastructure, improving consolidated trading liquidity through a single listed security, potentially increasing demand from current indices and additional index eligibility, and simplifying financial reporting.

In April 2026, at their respective meetings to review and approve BIP and BIPC’s financial statements for the first quarter of 2026, the Boards received an initial briefing from management regarding a potential reorganization. At this time, management explained the proposal and the rationale for the proposed reorganization, as well as the proposed approval process, the timing thereof and next steps. Management indicated that it was working towards presenting a proposed transaction for the Boards’ approval and execution later in 2026. Following management’s presentation, the Boards determined that, having regard to the circumstances and applicable laws, special committees of independent directors of BIPC and the general partner of BIP should be constituted to review, supervise, consider, negotiate and make recommendations, as applicable, to the BIPC Board and the BIP Board, respectively, in connection with the proposed reorganization.

On April 28, 2026, the BIP Board authorized the formation of the BIP Special Committee and the BIPC Board authorized the formation of the BIPC Special Committee, each comprised of the following directors: Anne Schaumburg, William Cox, Suzanne Nimocks, Rajeev Vasudeva and Roslyn Kelly, with a mandate to, amongst other things, review the terms, conditions, agreements and all other matters related to the proposed reorganization, determine if the reorganization was in the best interests of BIP and BIPC, respectively, and, if deemed advisable, make recommendations to the Boards with respect thereto, including with respect to whether any such transaction would be considered a “business combination” for either BIP or BIPC within the meaning of MI 61-101.

Promptly following such meeting and concurrent with their respective earnings results for the first quarter of 2026, on April 29, 2026, BIP and BIPC announced that they had recently begun exploring whether a single combined corporate structure would be the best path forward for Brookfield Infrastructure.

Following preliminary discussions with management in respect of the proposed reorganization, the Special Committees determined that as part of a robust process for the review, consideration and evaluation of the proposed reorganization, it would be prudent to retain an independent financial advisor. The Special Committees requested that Scotiabank provide a proposal, including its independence disclosure and expertise, in order to determine whether Scotiabank should act as financial advisor for the proposed reorganization. Following receipt of a presentation from Scotiabank in respect of its qualifications and independence, each of the Special Committees determined that Scotiabank was qualified and independent within the meaning of MI 61-101 and Scotiabank was retained (a) to provide financial advice to the BIP Special Committee and to deliver to the BIP Special Committee an opinion as to the fairness, from a financial point of view, of the proposed reorganization to the Public Holders (as defined in the Scotiabank Fairness Opinion) of BIP units and (b) to provide financial advice to the BIPC Special Committee and to deliver to the BIPC Special Committee an opinion as to the fairness, from a financial point of view, of the proposed reorganization to the Public Holders of BIPC exchangeable shares.

On June 8, 2026, the Special Committees held an initial meeting with management to receive a preliminary overview of the material terms of the proposed reorganization. At this meeting, the Special Committees received a presentation from representatives of Scotiabank that summarized certain preliminary observations and key considerations in respect

of the proposed reorganization and described Scotiabanks’s proposed methodology for reviewing the proposed reorganization.

On June 8, 2026, the Special Committees also retained Goodmans LLP (“Goodmans”) as their independent Canadian legal counsel, after confirming with Goodmans that it had no legal conflict that would prevent it from acting as counsel to the Special Committees in respect of the proposed reorganization, including advice regarding applicable duties and responsibilities of the Special Committees. The Special Committees requested that Goodmans advise as to the application of MI 61-101 to the proposed reorganization.

On June 18, 2026 and July 3, 2026, the Special Committees met with management to receive an update on the terms of the proposed reorganization and related matters, including investor and analyst reactions to the Transaction and the status of the Arrangement Agreement and related transaction documents. At these meetings, the Special Committees also received presentations from representatives of Scotiabank that contained certain financial advice and summarized their progress in analyzing the financial aspects of the proposed reorganization and discussion with Scotiabank ensued with respect to the financial aspects of the Transaction, its potential capital market implications and Scotiabank’s preparedness for providing an opinion to the Special Committees concerning the fairness, from a financial point of view, of the consideration to be offered to Public Holders (as defined in the Scotiabank Fairness Opinion) pursuant to the Transaction.

From June 8, 2026 to July 21, 2026, management continued to work with external advisors of BIP, BIPC and the Special Committees to finalize the Transaction, the Arrangement Agreement and the related transaction documents.

On July 21, 2026, the Special Committees met again to consider the Transaction, the Arrangement Agreement and the related disclosure documents. At this meeting, Scotiabank delivered to the Special Committees an oral opinion (subsequently confirmed in the written Scotiabank Fairness Opinion) to the effect that, as of July 21, 2026, and subject to the assumptions, limitations and qualifications to be set forth in the Scotiabank Fairness Opinion that the consideration to be received by Public Holders (as defined in the Scotiabank Fairness Opinion) of BIP units and BIPC exchangeable shares pursuant to the Transaction is fair, from a financial point of view, to such Public Holders.

The Special Committees discussed and considered the relevant benefits and risks of the Transaction, including those set out below under “The Transaction—Reasons for the Transaction”. After having considered and taken into account Scotiabank’s financial advice, oral opinion and such other matters considered relevant, including the factors, advice and opinions received from management of BIP and BIPC, Scotiabank and the respective other external advisors of BIP, BIPC and the Special Committees regarding the Transaction, the Special Committees unanimously recommended that the Boards approve the Transaction.

Immediately following the meetings of the Special Committees, on July 21, 2026, the Boards met to receive the recommendation of the Special Committees and the financial advice and oral opinion of Scotiabank described above and to consider the Transaction. In light of the BIP Special Committee’s conclusion that the Transaction constituted a “business combination” for BIP within the meaning of MI 61-101 (See “Certain Legal and Regulatory Matters—Canadian Securities Law Matters—MI 61-101”), each of Jeffrey Blidner, as Vice Chair of BN, and Malcolm Cockwell, as a non-independent director, declared his respective interest in the Transaction and recused himself from the meeting of the Boards and took no part in the deliberations of the Boards in respect of the Transaction. The Boards were then provided with an overview of the Transaction. The Special Committees’ recommendations and the reasons for their recommendations were then presented to the Boards. After careful consideration, the Boards unanimously (with Jeffrey Blidner and Malcolm Cockwell recusing themselves) resolved to approve the Transaction.

On July 21, 2026, BIP and BIPC entered into the Arrangement Agreement and the other definitive transaction documents and jointly announced the Transaction via press release.

Details of the Transaction

Subject to the receipt of all required approvals, including approval of the BIPC Transaction Resolution at the Shareholders’ Meeting, the Transaction will be completed pursuant to the Plan of Arrangement such that (i) each outstanding BIP unit and BIP exchangeable security will be directly or indirectly transferred to BIP Inc. in exchange,

in each case, for one BIP Inc. Class A Share, (ii) the outstanding shares of the BIP General Partner held by Brookfield will be transferred to BIP Inc. in exchange for BIP Inc. Class B Shares, and (iii) each outstanding Special GP Unit held by BAM will be indirectly transferred to BIP Inc. in exchange for one BIP Inc. Class I Share. The holder of the BIPC class B shares declined the offer to exchange its shares as part of the Transaction.

Subject to TSX and NYSE approval, the BIP Inc. Class A Shares will be listed on the TSX and NYSE and trade under the symbol “BIP”. The BIP units and BIPC exchangeable shares will be delisted. The BIP Preferred Units and BILP Preferred Units will continue to be listed on the TSX and NYSE, as applicable.

Reasons for the Transaction

The Special Committees and the Boards carefully evaluated the Transaction and believe that the Transaction is in the best interests of our group. The Boards, other than Jeffrey Blidner and Malcolm Cockwell who recused themselves from voting, have unanimously recommended that Unitholders vote in favor of the BIP Transaction Resolutions and that BIPC Shareholders vote in favor of the BIPC Transaction Resolution. In the course of their evaluations, the Special Committees and the Board considered, among other things, the following factors:

The foregoing summary of factors considered by the Special Committees and the Boards is not intended to be exhaustive. In reaching the determination to unanimously approve and recommend the Transaction to Securityholders and given the variety and complexity of factors considered, the Special Committees and the Boards (other than Jeffrey Blidner and Malcolm Cockwell, who recused themselves from voting) did not assign any relative or specific weight to the factors that were considered. Additionally, individual directors may have given different weights to these factors. Their respective recommendations were made after consideration of all of the above and other factors, the risk factors set out in this Circular, and in light of the directors’ collective knowledge of the business, financial condition and prospects of our group.

Recommendations of the Special Committees

Each of the BIP Special Committee and the BIPC Special Committee has assessed the terms of the Transaction. The Special Committees received legal and financial advice and the Scotiabank Fairness Opinion. After having considered and taken into account such financial advice and opinion and such other matters considered relevant, including the factors, advice and opinions received from management of Brookfield Infrastructure (pursuant to the Master Services Agreement) and the respective external advisors of Brookfield Infrastructure and the Special Committees regarding the Transaction, the Special Committees each unanimously determined that the Transaction is in the best interests of each of BIP and BIPC, as applicable, and have recommended that the respective Boards approve the Transaction and recommend that Securityholders vote in favor of the Transaction.

Recommendations of the Boards

The BIP Board, other than Jeffrey Blidner who, as Vice Chair of BN and a non-independent director, and Malcolm Cockwell, who, as a non-independent director, each recused themselves from voting, on the recommendation of the BIP Special Committee, unanimously determined that the Transaction is in the best interests of BIP and resolved to approve the Transaction.

The BIP Board, other than Jeffrey Blidner and Malcolm Cockwell, who recused themselves from voting, unanimously recommends that Unitholders vote FOR the BIP Transaction Resolutions.

At the Unitholders’ Meeting, the Management Representatives designated on the form of proxy to be completed by Unitholders intend to cast the votes represented by such proxy FOR the BIP Arrangement Resolution and FOR the BIP LPA Amendment Resolution, unless the Unitholder has specified on the forms of proxy that the BIP units represented by such proxy are to be voted against either the BIP Arrangement Resolution or the BIP LPA Amendment Resolution.

The BIPC Board, other than Jeffrey Blidner who, as Vice Chair of BN and a non-independent director, and Malcolm Cockwell, who, as a non-independent director, each recused themselves from voting, on the recommendation of the

BIPC Special Committee, unanimously determined that the Transaction is in the best interests of BIPC and resolved to approve the Transaction.

The BIPC Board, other than Jeffrey Blidner and Malcolm Cockwell, who recused themselves from voting, unanimously recommends that BIPC Shareholders vote FOR the BIPC Transaction Resolution.

At the Shareholders’ Meeting, the Management Representatives designated on the form of proxy to be completed by BIPC Shareholders intend to cast the votes represented by such proxy FOR the BIPC Transaction Resolution, unless the BIPC Shareholder has specified on the forms of proxy that the BIPC exchangeable shares represented by such proxy are to be voted against the BIPC Transaction Resolution.

Scotiabank Fairness Opinion

The following outline of the Scotiabank Fairness Opinion is qualified in its entirety by reference to the full text of the Scotiabank Fairness Opinion appended to this Circular as Appendix H.

Engagement

On June 16, 2026, the Special Committees formally engaged Scotiabank to act as financial advisor to the Special Committees and to prepare and deliver to the Boards and Special Committees an opinion regarding the fairness, from a financial point of view, of the consideration to be received by Public Holders (as defined in the Scotiabank Fairness Opinion) of BIP units and BIPC exchangeable shares pursuant to the Transaction.

Fee Structure

Pursuant to the terms of the Scotiabank engagement letter, Scotiabank will receive a fee from BIP and BIPC for its services as financial advisor, including a fee for rendering the Scotiabank Fairness Opinion. No portion of the fee is conditional upon the completion of the Transaction. Brookfield Infrastructure has also agreed to reimburse Scotiabank for reasonable out-of-pocket expenses and to indemnify Scotiabank in certain circumstances.

Limitations

The Scotiabank Fairness Opinion was provided solely to the Special Committees and the Boards for their exclusive use in connection with their evaluation of the consideration to be received pursuant to the Transaction, and does not address any other aspects of the Transaction and does not constitute and should not be construed as a recommendation as to how any Unitholder or BIPC Shareholder should vote or act on any matter relating to the Transaction or any other matter. The Scotiabank Fairness Opinion may not be used or relied upon by any other person, nor may it be reproduced, disseminated, quoted from, referred to, disclosed, or summarized (in whole or in part) without the express prior written consent of Scotiabank, which consent has been obtained for the purposes of its inclusion in this Circular. The Scotiabank Fairness Opinion does not address the relative merits of the Transaction as compared to other transactions or business strategies that might be available to BIP and BIPC or the underlying business decision to effect the Transaction. Scotiabank has not been asked to prepare, nor has it prepared, a formal valuation or appraisal of BIP and BIPC or any of their securities or assets, and the Scotiabank Fairness Opinion should not be construed as such.

The Scotiabank Fairness Opinion is conditional upon the completeness, accuracy and fair presentation of all of the financial and other information, data, advice, agreements and opinions obtained by Scotiabank from public sources, or that was provided to Scotiabank by BIP and BIPC and their affiliates and advisors. Subject to the exercise of their professional judgment, Scotiabank has not attempted to verify independently the completeness, accuracy or fair presentation of this information.

Conclusion

Subject to the assumptions, qualifications and limitations set out in the Scotiabank Fairness Opinion, Scotiabank is of the opinion that, as of July 21, 2026, the consideration to be received by the Public Holders of BIP units and BIPC exchangeable shares pursuant to the Transaction is fair, from a financial point of view, to such Public Holders.

Arrangement Agreement

The Transaction will be carried out pursuant to the Arrangement Agreement and the Plan of Arrangement. The following is a summary of the material terms and conditions of the Arrangement Agreement. This summary may not contain all of the information about the Arrangement Agreement that is important to Securityholders and is qualified in its entirety by the full text of the Arrangement Agreement, which is attached to this Circular as Appendix D. Securityholders are urged to read the Arrangement Agreement in its entirety.

BIP, BIPC and BIP Inc. have entered into the Arrangement Agreement to provide for the terms of the Transaction and certain customary covenants.

Covenants Regarding the Transaction

The Arrangement Agreement contains covenants of the parties that they will, subject to the terms of the Arrangement Agreement, (i) use their respective commercially reasonable efforts to implement the Transaction on the Effective Date, (ii) do and perform all acts and things, and execute and deliver all agreements and other documents reasonably required to carry out the intent and purposes of the Arrangement Agreement, (iii) cooperate and assist each other in dealing with transitional and other matters relating to or arising from the Transaction or the Arrangement Agreement, and (iv) not, on or before the Effective Date, perform any act or enter into any transaction that could interfere or could be inconsistent with the completion of the Transaction or any transaction contemplated by the Arrangement Agreement.

Conditions Precedent

Completion of the Transaction is subject to customary conditions precedent, including: (i) approval of the BIP Transaction Resolutions by the Unitholders; (ii) the holding of the Shareholders’ Meeting (iii) obtaining of the Interim Order and the Final Order; (iv) receipt of all regulatory approvals; (v) holders of not greater than 5% of the outstanding BIP units and BIPC exchangeable shares in the aggregate having validly exercised their Dissent Rights; and (vi) conditional approval to list the BIP Inc. Class A Shares on the TSX and NYSE. The conditions precedent in the Arrangement Agreement may be waived, in whole or in part, by any party. The conditions precedent to the completion of the Transaction in the Arrangement Agreement will be deemed to be satisfied, waived or released on the Effective Date.

Amendments

The Arrangement Agreement provides that, subject to the provisions of the Interim Order, the Final Order, the Plan of Arrangement and applicable law, at any time and from time to time before or after the holding of the Meetings but not later than the Effective Time, the Arrangement Agreement and the Plan of Arrangement may be amended, modified or supplemented by written agreement of the parties, without further notice to or authorization on the part of the holders of BIP units, BIPC exchangeable shares or BIPC class B shares.

Termination

The Arrangement Agreement provides that it will automatically terminate as it relates to BIPC only if the BIPC Transaction Resolution is not approved at the Shareholders’ Meeting. From and after the time of such termination, the Arrangement Agreement will continue to apply to BIP Inc. and BIP and shall be interpreted to exclude all references to BIPC, BIPC exchangeable shares and BIPC Shareholders.

At any time prior to the Effective Time, (i) if the termination described above has not occurred, the Arrangement Agreement may be terminated by mutual written agreement of BIP and BIPC and (ii) if the termination described above has occurred, the Arrangement Agreement may be terminated by BIP in its sole discretion.

Plan of Arrangement

The following description of the steps of the Transaction is qualified in its entirety by reference to the full text of the Plan of Arrangement attached as Schedule A to the Arrangement Agreement, which is attached as Appendix D to this Circular. Securityholders are urged to read the Plan of Arrangement in its entirety.

The Plan of Arrangement pursuant to which the Transaction will be implemented is appended as Schedule A to the Arrangement Agreement. See Appendix D. The Plan of Arrangement may be amended by BIP, BIPC and BIP Inc. in accordance with the terms of the Plan of Arrangement and the Arrangement Agreement.

If all of the conditions to the implementation of the Transaction have been satisfied or waived in accordance with the Arrangement Agreement, the Transaction will become effective at the Effective Time, and the following steps will occur and be deemed to occur sequentially, in the following order, without any further act or formality, with each step occurring two minutes after the completion of the immediately preceding step (unless specified otherwise or as required by applicable law):

Steps 20 to 27 above (inclusive) will only be implemented if the BIPC Transaction Resolution has been approved at the Shareholders’ Meeting. If the BIPC Transaction Resolution is not approved at the Shareholders’ Meeting, BIPC will cease to be a party to the Arrangement Agreement and steps 20 to 27 above (inclusive) will not be implemented. See “The Transaction—Arrangement Agreement—Termination”.

LPA Amendments

BIP LPA Amendment

The following description of the BIP LPA Amendment is qualified in its entirety by reference to the full text of the BIP LPA Amendment attached as Schedule A to the Plan of Arrangement, which is attached as Schedule A to the Arrangement Agreement, which is attached as Appendix D to this Circular. Securityholders are urged to read the BIP LPA Amendment in its entirety.

In order to effect the Transaction, the BIP General Partner is proposing to amend the BIP Limited Partnership Agreement to, among other things, approve, authorize and provide for (i) the exchange of BIP units for BIP Inc. Class A Shares; and (ii) the grant of Dissent Rights to Registered Unitholders, all in accordance with the terms of the Plan

of Arrangement. Subject to approval by the requisite Unitholders, the LPA Amendment will be effective at the time it is stated to become effective pursuant to the Plan of Arrangement.

Unitholders are being asked to consider, and if thought advisable, to pass the BIP LPA Amendment Resolution approving the BIP LPA Amendment, which will:

Amendments to the Limited Partnership Agreements of BIP Exchange LP and BIPC Exchange LP

If the Transaction is approved by the Unitholders, Brookfield Infrastructure Partners Exchange GP Inc., as the general partner of BIP Exchange LP, will amend the BIP Exchange LPA to, among other things, approve, authorize and provide for the exchange of BIP Exchange LP Units for BIP Inc. Class A Shares. The BIP Exchange LPA Amendment will be effective at the time it is stated to become effective pursuant to the Plan of Arrangement.

If the Transaction is approved by the BIPC Shareholders, Brookfield Infrastructure Corporation Exchange GP Inc., as the general partner of BIPC Exchange LP, will amend the BIPC Exchange LPA to, among other things, approve, authorize and provide for the exchange of BIPC Exchange LP Units for BIP Inc. Class A Shares. The BIPC Exchange LPA Amendment will be effective at the time it is stated to become effective pursuant to the Plan of Arrangement.

Unitholder Notice

Holders of BIP units, BIP Exchange LP Units and BIPC Exchange LP Units who are Eligible Canadian Holders may, at their option, submit a Unitholder Notice to notify BIP Inc. of their intention to jointly elect with BIP Inc. pursuant to section 85 of the Tax Act to effect the exchange of BIP units or Exchangeable Units, as applicable, for BIP Inc. Class A Shares pursuant to the Transaction on a fully or partially tax-deferred basis. See “Certain Canadian Federal Income Tax Considerations—Holders Resident in Canada—Transfer of BIP Units to BIP Inc. (including pursuant to BIP Inc. exercising its overriding call right)—Tax Election”.

Notwithstanding that BIP Inc. has received a Unitholder Notice from an Eligible Canadian Holder of BIP units or Exchangeable Units, further actions must be taken by such holder to make a Tax Election. For more information and instructions on the Tax Election procedure, such holders should consult our tax election website at https://bip.taxelection.ca. See also “Certain Canadian Federal Income Tax Considerations—Holders Resident in Canada—Procedure for Making a Tax Election”.

The Canadian federal income tax consequences of the Transaction, including the tax consequences of making a Tax Election, are complex, and holders of BIP units, BIP Exchange LP Units and BIPC Exchange LP Units, as applicable, are urged to consult their tax advisors regarding the tax consequences of the Transaction in light of their particular circumstances, including with respect to deciding whether to submit a Unitholder Notice. The Unitholder Notice is available for download under the tax information on our website at https://bip.brookfield.com under “Corporate Simplification”. Paper copies will be sent free of charge upon request by contacting us at 1-416-956-5129 (toll free in North America at 1-866-989-0311) or bip.enquiries@brookfield.com. Eligible Canadian Holders should complete, sign and return the Unitholder Notice in accordance with the instructions set forth therein by no later than 5:00 p.m. (Toronto time) on October 26, 2026.

Note Alternative

Note Agreement

Subject to the limitation on BIP Inc. Notes described below, holders of BIP units and BIP exchangeable securities (“BIP Holders”) may, at their option, exchange their BIP units and/or BIP exchangeable securities for Class A Consideration that includes BIP Inc. Class A Shares and BIP Inc. Notes. Such holders will be required to take additional steps prior to the completion of the Transaction, including entering into a Note Agreement with BIP Inc. that includes a Note Schedule setting forth the number of BIP Inc. Class A Shares and BIP Inc. Notes the BIP Holder intends to receive, the Specified Purchaser to whom such BIP Holder will transfer their BIP Inc. Notes, and the consideration in respect of such transfer. All BIP Inc. Notes will be transferred to BIP Inc. in exchange for BIP Inc. Class A Shares pursuant to the Plan of Arrangement, the result being that no BIP Inc. Notes will remain outstanding and each BIP Holder that is party to a Note Agreement, together with the Specified Purchaser, will receive the same aggregate number of BIP Inc. Class A Shares as the BIP Holder would otherwise have been entitled to receive under the Transaction.

The income tax consequences of the Transaction, including the tax consequences of entering into a Note Agreement are complex, and the BIP Holders are urged to consult their tax advisors regarding the tax consequences of the Transaction in light of their particular circumstances.

BIP Holders wishing to enter into a Note Agreement with BIP Inc. should provide written notice of their intention to do so to BIP Inc. at 250 Vesey Street, 15th Floor, New York, NY 10281 by no later than 5:00 p.m. (Toronto time) on September 23, 2026. See also “Certain Canadian Federal Income Tax Considerations—Holders Resident in Canada—Procedure for Making a Tax Election”.

Limitation on BIP Inc. Notes

If the BIP Inc. Board determines prior to the Effective Date that it is necessary or desirable to limit the maximum number of BIP Inc. Notes to be issued pursuant to the Plan of Arrangement in order to achieve the intended tax treatment of the Transaction (such limited number of BIP Inc. Notes, the “Available Notes”), each BIP Holder’s number of elected BIP Inc. Notes will be reduced on a pro rata basis by multiplying such holder’s elected BIP Inc. Notes by a fraction, the numerator of which is the Available Notes and the denominator of which is the Aggregate Elected Notes (rounded to four decimal places), and rounding down the resulting number for such holder to the nearest whole number of BIP Inc. Notes. Any such holder will be deemed to have elected to receive additional BIP Inc. Class A Shares in lieu of each BIP Inc. Note that has been reduced, and the applicable Note Schedule will be deemed to have been amended accordingly.

Exchange Procedures

Upon the Transaction becoming effective, the existing certificates and DRS statements representing the BIP units, BIPC exchangeable shares, BIP Exchange LP Units and BIPC Exchange LP Units (other than BIP units and BIP exchangeable securities held by (i) BIP Holders that are party to a Note Agreement and (ii) Dissenting Unitholders or Dissenting Shareholders) will represent BIP Inc. Class A Shares without further action required on the part of holders thereof. If and when certificates representing BIP units or BIP exchangeable securities are presented for transfer, such certificates will be replaced by certificates representing the BIP Inc. Class A Shares so transferred (together with certificates representing any balance of BIP Inc. Class A Shares not transferred, as applicable).

In the event you require an updated DRS advice representing the BIP Inc. Class A Shares, you can request a copy from the Transfer Agent at: www.computershare.com/service or by email to: service@computershare.com or by phone via Direct dial outside North America at 514-982-7555 or within Canada and the United States toll free via 1-800-564-6253.

The BIP Inc. Class A Shares may be uncertificated or represented in the form of one or more fully registered share certificates held by, or on behalf of, CDS or DTC, as applicable, as custodian of such certificates for the participants of CDS or DTC, registered in the name of CDS or DTC or their respective nominee, and registration of ownership and transfers of the BIP Inc. Class A Shares may be effected through the book-based system administered by CDS or DTC, as applicable.

After the Effective Time, each certificate or DRS statement which immediately prior to the Effective Time represented BIP units or BIP exchangeable securities will be deemed at all times to represent only the right to receive in exchange therefor the entitlements which the holder of such certificate or DRS statement is entitled to receive under the Plan of Arrangement.

Intention of Directors and Officers

Management of Brookfield Infrastructure, including the directors and officers of the BIP General Partner and BIPC and their respective associates, who, as a group, beneficially own or exercise control or direction over less than 1% of the outstanding BIP units and less than 1% of the outstanding BIPC exchangeable shares, have advised the Special Committees that they intend to vote FOR the BIP Transaction Resolutions at the Unitholders’ Meeting and FOR the BIPC Transaction Resolution at the Shareholders’ Meeting.

Intention of the Brookfield Holders

The Brookfield Holders have advised the Boards that they intend to vote (i) all BIP units held by the Brookfield Holders FOR the BIP Transaction Resolutions at the Unitholders’ Meeting, and (ii) any BIPC exchangeable shares held by the Brookfield Holders FOR the BIPC Transaction Resolution at the Shareholders’ Meeting. See “The Meetings—Principal Holders of Securities Entitled to Vote”.

Intention of Brookfield Infrastructure

The subsidiary of BIP that holds the issued and outstanding BIPC class B shares has advised the BIPC Board that it intends to vote the BIPC class B shares FOR the BIPC Transaction Resolution at the Shareholders’ Meeting. See “The Meetings—Principal Holders of Securities Entitled to Vote”.

Expenses of the Transaction

The fees, costs and expenses of the Transaction are expected to be, in the aggregate, approximately $7 million. Each of BIP and BIPC will generally bear their respective expenses in connection with the Transaction and, unless otherwise agreed, any shared expenses will generally be allocated 75% to BIP and the remaining 25% to BIPC.

Material Agreements

Our relationship with Brookfield will remain substantially the same following the completion of the Transaction. A number of our agreements will be amended to give effect to the Transaction and reflect that BIP Inc. will, following the completion of the Transaction, replace BIP and BIPC (assuming BIPC Shareholders approve the Transaction) as a listed issuer and will directly and indirectly hold all of the issued and outstanding securities of BIP and BIPC other than the BIP Preferred Units. For additional information, see Item 7.B “Related Party Transactions—Relationship with Brookfield” in each of the BIP Annual Report and the BIPC Annual Report.

Master Services Agreement

Upon completion of the Transaction, whether or not the Transaction is approved by BIPC Shareholders, the Master Services Agreement will be amended to add BIP Inc. as a Service Recipient thereunder, and to provide that, for purposes of calculating the base management fee thereunder, the total capitalization of our group will be equal to the quarterly volume-weighted average trading price of a BIP Inc. Class A Share on the principal stock exchange for the BIP Inc. Class A Shares (based on trading volumes), multiplied by the number of BIP Inc. Class A Shares outstanding at the end of the quarter (and assuming the full conversion of any securities then outstanding that are convertible, redeemable or exchangeable for, BIP Inc. Class A Shares (including the BIPC exchangeable shares and BIPC Exchange LP Units if the Share Exchange does not occur)), plus, without duplication, the value of securities of the other Service Recipients, if any, that are not held by BIP Inc., plus all outstanding third party debt with recourse to a Service Recipient, less all cash held by such entities.

Relationship Agreement

Upon completion of the Transaction, whether or not the Transaction is approved by BIPC Shareholders, BIP Inc. will become a party to the Relationship Agreement, replacing BIP as the primary (though not exclusive) vehicle through which Brookfield makes future infrastructure related acquisitions that are suitable for our strategy and objectives.

Licensing Agreement

Upon completion of the Transaction, whether or not the Transaction is approved by BIPC Shareholders, BIP Inc. will replace each of BIP and Holding LP as a party to the Licensing Agreement, through which Brookfield grants a non-exclusive, royalty-free license to use the name “Brookfield” and the Brookfield logo.

New Registration Rights Agreement

BIP Inc. and Brookfield will enter into the New Registration Rights Agreement, which will have substantially the same terms as the BIP Registration Rights Agreement in respect of BIP units held by Brookfield and, if the Transaction is approved by BIPC Shareholders and the Share Exchange occurs, the BIPC Registration Rights Agreement in respect of the BIPC exchangeable shares held by Brookfield. Under the New Registration Rights Agreement, BIP Inc. will agree that, upon the request of Brookfield, BIP Inc. will file one or more registration statements or prospectuses to register for sale and qualify for distribution under applicable securities laws any BIP Inc. Class A Shares held by Brookfield. Consistent with the existing arrangements, we will agree to pay expenses in connection with such registration and sales and will indemnify Brookfield for material misstatements or omissions in the registration statement.

If BIPC Shareholders approve the Transaction and the Share Exchange occurs, upon completion of the Transaction, both the BIP Registration Rights Agreement and the BIPC Registration Rights Agreement will be terminated. In the event that BIPC Shareholders do not approve the Transaction, the New Registration Rights Agreement will be entered into in respect of the BIP Inc. Class A Shares received by Brookfield pursuant to the Transaction, the BIP Registration Rights Agreement, and the BIPC Registration Rights Agreement will be amended to add BIP Inc. as a party and substitute BIP Inc. Class A Shares, as the successor security, for the BIP units.

Pairing Agreement

In the event that BIPC Shareholders do not approve the Transaction, the Pairing Agreement will be amended to add BIP Inc. as a party in place of BIP. Pursuant to the amended Pairing Agreement, the parties will agree that BIPC will at all times hold such number of BIHC class A.1 shares equal to the number of BIPC exchangeable shares that are outstanding in order to support the duties and obligations of BIPC to holders of BIPC exchangeable shares. In connection therewith, the Pairing Agreement will provide, amongst other things, and unless otherwise agreed at such time, that (i) if and to the extent BIPC raises funds from time to time by way of issuance of BIPC exchangeable shares for cash, BIPC will utilize such funds to subscribe for an equivalent number of BIHC class A.1 shares; (ii) if and to the extent BIPC from time to time repurchases any BIPC exchangeable shares, BIHC will redeem (or otherwise repurchase from BIPC) an equivalent number of BIHC class A.1 shares; (iii) BIHC will not, unless substantially concurrent with the redemption of BIPC exchangeable shares by BIPC, redeem any BIHC class A.1 shares held by BIPC; (iv) if and to the extent any holders of BIPC exchangeable shares from time to time exercise their exchange right in respect of such BIPC exchangeable shares, and in connection therewith BIP Inc. does not exercise its overriding call right to acquire such BIPC exchangeable shares, BIPC will, in connection therewith, exercise the exchange right in respect of an equivalent number of BIHC class A.1 shares held by BIPC; and (v) BIPC will not exercise the exchange right in respect of any BIHC class A.1 shares held by BIPC except as contemplated in (iv) above.

If BIPC Shareholders approve the Transaction and the Share Exchange occurs, upon completion of the Transaction, the Pairing Agreement will be terminated.

Option Agreement

If BIPC Shareholders approve the Transaction and the Share Exchange occurs, upon completion of the Transaction, the Option Agreement will be terminated by written notice pursuant to its terms.

In the event that the BIPC Shareholders do not approve the Transaction, the Option Agreement will remain unchanged and continue in full force and effect.

Equity Commitment Agreement

In the event that BIPC Shareholders do not approve the Transaction, the Equity Commitment Agreement will be amended to add BIP Inc. as a party in place of BIP. Pursuant to the amended Equity Commitment Agreement, BIP Inc. will agree that it will not declare or pay any dividends on BIP Inc. Class A Shares if on such date BIPC does not have sufficient funds or other assets to enable the declaration and payment of an equivalent dividend on the BIPC exchangeable shares.

If BIPC Shareholders approve the Transaction and the Share Exchange occurs, upon completion of the Transaction, the Equity Commitment Agreement will automatically terminate.

Exchange LP Support Agreements

Upon completion of the Transaction, whether or not the Transaction is approved by BIPC Shareholders, the BIP Exchange LP Support Agreement will automatically terminate. If BIPC Shareholders approve the Transaction and the Share Exchange occurs, the BIPC Exchange LP Support Agreement will also automatically terminate. In the event that BIPC Shareholders do not approve the Transaction, BIP Inc. will become a party to the BIPC Exchange LP Support Agreement and will assume BIP’s obligations thereunder, including the obligation to ensure that BIPC Exchange LP can continue to fulfill its distribution, liquidation and exchange commitments in respect of the BIPC Exchange LP Units.

DISSENT RIGHTS

Unitholder Dissent Rights

The BIP LPA Amendment provides Registered Unitholders with Dissent Rights in connection with the Transaction. Although the BIP LPA Amendment will not be effective until approved by the requisite Unitholders and implemented pursuant to the Plan of Arrangement, Registered Unitholders will be able to exercise Dissent Rights in the manner set forth in the BIP LPA Amendment as if it were in force prior to its approval. Registered Unitholders who are considering exercising their Dissent Rights should carefully review the description of such rights set forth in this section as well as Section 7.6 of the BIP LPA Amendment. The excerpt of the BIP LPA Amendment is set forth in Appendix E to this Circular and the full text of the BIP LPA Amendment is set forth in Appendix D of this Circular. Any Dissenting Unitholder should seek independent legal advice, as a Registered Unitholder’s failure to follow exactly the procedures set forth in the terms of the BIP LPA Amendment will result in the loss of such Registered Unitholder’s Dissent Rights.

A Dissenting Unitholder will be entitled, in the event that the BIP Arrangement Resolution is approved and the Transaction is completed, to be paid the fair value of the BIP units registered in the name of such Dissenting Unitholder. Any Registered Unitholder who properly dissents in compliance with the BIP LPA Amendment will, in the event the Transaction is completed, be deemed to have transferred their BIP units to BIP and will only be entitled to be paid the fair value of their BIP units, and will not be entitled to any other payment or consideration, including any other payments that would be payable under the Transaction had such Registered Unitholder not exercised their Dissent Rights. The fair value of the BIP units held by a Dissenting Unitholder will be determined by the Court. This amount may be the same as, more than or less than the value of the Class A Consideration. The valuation will be determined as of the close of business on the day before the BIP Arrangement Resolution is adopted. For a description of certain Canadian and U.S. federal income tax considerations applicable to a Dissenting Unitholder, please see “Certain Canadian Federal Income Tax Considerations—Holders Resident in Canada—Resident Dissenting Unitholders”, “Certain Canadian Federal Income Tax Considerations—Holders Not Resident in Canada—Dissenting Non-Resident Holders”, “Certain United States Federal Income Tax Considerations—Consequences to U.S. Holders—U.S. Holders Exercising Dissent Rights Pursuant to the Transaction” and “Certain United States Federal Income Tax Considerations—Consequences to Non-U.S. Holders—Non-U.S. Holders Exercising Dissent Rights Pursuant to the Transaction”.

A Registered Unitholder may only exercise Dissent Rights in respect of BIP units which are registered in that Unitholder’s name at the Record Date. In many cases, BIP units beneficially owned by a Non-Registered Unitholder are registered either:

Accordingly, a Non-Registered Unitholder will not be entitled to exercise Dissent Rights.

A Registered Unitholder who wishes to exercise Dissent Rights must provide to BIP a written objection to the BIP Arrangement Resolution. Such written objection must be received from such Registered Unitholder BIP at c/o Torys LLP, Attention: Andrew Gray and Colette Koopman, at Suite 3000, 79 Wellington Street West, Toronto, Ontario, Canada M5K 1N2, not later than 5:00 p.m. (Toronto time) on October 9, 2026, or otherwise at least two (2) days immediately preceding the date of the Unitholders’ Meeting (as it may be adjourned or postponed from time to time).

It is important that Registered Unitholders strictly comply with this requirement. In addition, a Registered Unitholder who wishes to exercise his, her or its Dissent Rights must not have voted his, her or its BIP units at the Unitholders’ Meeting, either in person or by proxy, FOR the BIP Arrangement Resolution (and, for greater certainty, a Registered Unitholder who voted FOR the BIP Arrangement Resolution or who has withdrawn its objection will not be considered to be a Dissenting Unitholder). Further, a vote AGAINST the BIP Arrangement Resolution or an abstention from voting will not constitute the required written objection as described in this paragraph.

BIP or the Dissenting Unitholder may apply to the Court after the approval of the BIP Arrangement Resolution, to fix the fair value of the Dissenting Unitholder’s BIP units. BIP will make a written offer to pay the fair value of the BIP units held by the Dissenting Unitholder. Every offer will be made on the same terms to each Dissenting Unitholder.

A Dissenting Unitholder will not be required to give security for costs in respect of an application. On the application, the Court may make an order fixing the fair value of the BIP units of all Dissenting Unitholders who are parties to the application, giving judgment in that amount against BIP and in favor of each of those Dissenting Unitholders, and fixing the time within which BIP must pay the amount payable to each Dissenting Unitholder.

The discussion above is only a summary of the Dissent Rights, which are technical and complex. A Registered Unitholder who intends to exercise Dissent Rights must strictly adhere to the procedures established by the terms of the BIP LPA Amendment, and failure to do so may result in the loss of all Dissent Rights.

It is suggested that any Registered Unitholder wishing to avail himself, herself or itself of Dissent Rights seek their own legal advice as failure to comply strictly with the applicable provisions of the BIP LPA Amendment may prejudice the availability of Dissent Rights. Dissenting Unitholders should note that the exercise of Dissent Rights can be a complex, time-consuming and expensive process. Due exercise of the Dissent Rights requires that certain deadlines be observed and BIP intends to enforce such deadlines strictly.

For a general summary of certain income tax considerations for a Dissenting Unitholder, which considerations may be material to a Dissenting Unitholder, see “Certain Canadian Federal Income Tax Considerations” and “Certain United States Federal Income Tax Considerations”.

Shareholder Dissent Rights

Registered Shareholders have been provided with Dissent Rights in connection with the Transaction. Registered Shareholders who are considering exercising their Dissent Rights should carefully review the description of such rights set forth in this section as well as Sections 237 to 247 of the BCBCA, as modified by the Plan of Arrangement and the Interim Order. The full text of Sections 237 to 247 of the BCBCA is attached to this Circular as Appendix E, as modified by the Plan of Arrangement and the Interim Order, which is attached to this Circular as Appendix G. Any Dissenting Shareholder should seek independent legal advice, as a Registered Shareholder’s failure to follow exactly the procedures set forth in Sections 237 to 247 of the BCBCA, as modified by the Plan of Arrangement and the Interim Order, will result in the loss of such Registered Shareholder’s Dissent Rights.

The Court hearing the application for the Final Order has the discretion to alter the procedural aspects of Dissent Rights described herein (including timing and delivery mechanics) based on the evidence presented at such hearing.

Pursuant to the Interim Order, each Registered Shareholder may exercise Dissent Rights under Section 237 to 247 of the BCBCA as modified by the Plan of Arrangement and the Interim Order. Each Dissenting Shareholder is entitled to be paid the fair value (determined as of the close of business on the last business day before the BIPC Transaction Resolution was adopted at the Shareholders’ Meeting) of all, but not less than all, of the BIPC exchangeable shares of which the holder is both the registered and beneficial owner, as well as the BIPC exchangeable shares of which the holder is the registered holder and in respect of which it has received instructions to dissent from the beneficial holder(s) thereof, provided that the holder duly dissents to the BIPC Transaction Resolution and the Transaction becomes effective.

A Non-Registered Shareholder who wishes to dissent with respect to its BIPC exchangeable shares should be aware that only Registered Shareholders are entitled to exercise Dissent Rights. A Registered Shareholder such as an intermediary who holds BIPC exchangeable shares as nominee for Non-Registered Shareholders, some of whom wish to dissent, will exercise Dissent Rights on behalf of such Non-Registered Shareholders with respect to the BIPC exchangeable shares held for such Non-Registered Shareholders. A Non-Registered Shareholder who wishes to dissent must dissent in respect of all of the BIPC exchangeable shares held by such BIPC Shareholder, whether registered or held beneficially.

With respect to BIPC exchangeable shares, pursuant to the Interim Order, a Registered Shareholder may exercise rights of dissent under Section 237 to Section 247 of the BCBCA, as modified by the Plan of Arrangement, the Interim Order, and Final Order provided that, notwithstanding Section 242(1)(a) of the BCBCA, the written objection to the BIPC Transaction Resolution must be received from such Registered Shareholder who wishes to dissent by BIPC at c/o Torys LLP, Attention: Andrew Gray and Colette Koopman, at Suite 3000, 79 Wellington Street West, Toronto, Ontario, Canada M5K 1N2, not later than 5:00 p.m. (Toronto time) on October 9, 2026, or otherwise at least two (2) days immediately preceding the date of the Shareholders’ Meeting (as it may be adjourned or postponed from time to time).

A BIPC Shareholder exercising its right to dissent must exercise such right in respect of all of the BIPC exchangeable shares that the BIPC Shareholder is both the registered and beneficial owner of, as well as all of the BIPC exchangeable shares it is the beneficial owner of. A Registered Shareholder who wishes to dissent must deliver the Notice of Dissent as set forth above and such Notice of Dissent must strictly comply with the requirements of Section 242 of the BCBCA. Any failure by a BIPC Shareholder to fully comply with the provisions of the BCBCA, as modified by the Plan of Arrangement and the Interim Order, may result in the loss of that holder’s Dissent Rights. Beneficial BIPC Shareholders who wish to exercise Dissent Rights must cause the Registered Shareholder holding their BIPC exchangeable shares to deliver the Notice of Dissent.

To exercise Dissent Rights, a Registered Shareholder must prepare a separate Notice of Dissent for him, her or itself, if dissenting on his, her or its own behalf, and for each other beneficial BIPC Shareholder who beneficially owns BIPC exchangeable shares registered in the BIPC Shareholder’s name and on whose behalf the BIPC Shareholder is dissenting; and, if dissenting on its own behalf, must dissent with respect to all of the BIPC exchangeable shares registered in his, her or its name or if dissenting on behalf of a beneficial BIPC Shareholder, with respect to all of the BIPC exchangeable shares registered in his, her or its name and beneficially owned by the beneficial BIPC Shareholder on whose behalf the BIPC Shareholder is dissenting. The Notice of Dissent must set out the number of BIPC exchangeable shares in respect of which the Dissent Rights are being exercised (the “Notice Shares”) and: (a) if such BIPC exchangeable shares constitute all of the BIPC exchangeable shares of which the BIPC Shareholder is the registered and beneficial owner and the BIPC Shareholder owns no other BIPC exchangeable shares beneficially, a statement to that effect; (b) if such BIPC exchangeable shares constitute all of the BIPC exchangeable shares of which the BIPC Shareholder is both the registered and beneficial owner, but the BIPC Shareholder owns additional BIPC exchangeable shares beneficially, a statement to that effect and the names of the Registered Shareholder of those other BIPC exchangeable shares, the number of BIPC exchangeable shares held by each such Registered Shareholder and a statement that written notices of dissent are being or have been sent with respect to such other BIPC exchangeable shares; or (c) if the Dissent Rights are being exercised by a Registered Shareholder who is not the beneficial owner of such BIPC exchangeable shares, a statement to that effect and the name and address of the beneficial BIPC Shareholder and a statement that the Registered Shareholder is dissenting with respect to all BIPC exchangeable shares of the beneficial BIPC Shareholder registered in such registered holder’s name.

If the BIPC Transaction Resolution is approved, and BIPC notifies a registered holder of Notice Shares of BIPC’s intention to act upon the BIPC Transaction Resolution pursuant to Section 243 of the BCBCA, in order to exercise Dissent Rights, such BIPC Shareholder must, within one month after BIPC gives such notice, send to BIPC a written notice that such holder requires the purchase of all of the Notice Shares in respect of which such holder has given Notice of Dissent. Such written notice must be accompanied by the certificate(s) or DRS advice(s) representing those Notice Shares (including a written statement prepared in accordance with Section 244(1)(c) of the BCBCA if the dissent is being exercised by the BIPC Shareholder on behalf of a beneficial BIPC Shareholder), whereupon, subject to the provisions of the BCBCA relating to the termination of Dissent Rights, the BIPC Shareholder becomes a Dissenting Shareholder, and is bound to sell and BIPC is bound to purchase and cancel those BIPC exchangeable shares. Such Dissenting Shareholder may not vote, or exercise or assert any rights of a BIPC Shareholder in respect of such Notice Shares, other than the rights set forth in Division 2 of Part 8 of the BCBCA, as modified by the Plan of Arrangement and the Interim Order.

Dissenting Shareholders who are:

If a Dissenting Shareholder is ultimately entitled to be paid by BIPC for their Notice Shares, such Dissenting Shareholder may enter an agreement with BIPC for the fair value of such Notice Shares. If such Dissenting Shareholder does not reach an agreement with BIPC, such Dissenting Shareholder, or BIPC, may apply to the Court, and the Court may:

There is no obligation on BIPC to make an application to the Court. The Dissenting Shareholder will be entitled to receive the fair value that the Notice Shares had as of the close of business on the last business day before the BIPC Transaction Resolution was adopted at the Shareholders’ Meeting, excluding any appreciation or depreciation in anticipation of the vote (unless such exclusion would be inequitable). After a determination of the fair value of the Notice Shares, BIPC must then promptly pay that amount to the Dissenting Shareholder.

In no case will BIPC or BIP Inc. or any other person be required to recognize Dissenting Shareholders as holders of BIP Inc. Class A Shares after the Effective Time.

For greater certainty, in addition to any other restrictions in the Interim Order, no person will be entitled to exercise Dissent Rights with respect to BIPC exchangeable shares in respect of which a person has voted or has instructed a proxy holder to vote FOR the BIPC Transaction Resolution.

Dissent Rights with respect to Notice Shares will terminate and cease to apply to the Dissenting Shareholder if, before full payment is made for the Notice Shares, the Transaction in respect of which the Notice of Dissent was sent is abandoned or by its terms will not proceed, a court permanently enjoins or sets aside the corporate action approved by the BIPC Transaction Resolution, or the Dissenting Shareholder withdraws the Notice of Dissent with BIPC’s written consent. If any of these events occur, BIPC must return the share certificates or DRS advices(s) representing the BIPC exchangeable shares to the Dissenting Shareholder and the Dissenting Shareholder regains the ability to vote and exercise its rights as a BIPC Shareholder.

The discussion above is only a summary of the Dissent Rights, which are technical and complex. A BIPC Shareholder who intends to exercise Dissent Rights must strictly adhere to the procedures established in Sections 237 to 247 of the BCBCA, as modified by the Plan of Arrangement and the Interim Order, and failure to do so may result in the loss of all Dissent Rights. Persons who are beneficial BIPC Shareholders registered in the name of an Intermediary, or in some other name, who wish to exercise Dissent Rights, should be aware that only the registered owner of such BIPC exchangeable shares is entitled to dissent.

It is suggested that any BIPC Shareholder wishing to avail himself or herself of Dissent Rights seek his or her own legal advice as failure to comply strictly with the applicable provisions of the BCBCA and the Interim Order may prejudice the availability of Dissent Rights. Dissenting Shareholders should note that the exercise of Dissent Rights

can be a complex, time-consuming and expensive process. Due exercise of the Dissent Rights requires that certain deadlines be observed and BIPC intends to enforce such deadlines strictly.

For a general summary of certain income tax considerations for a Dissenting Shareholder, which considerations may be material to a Dissenting Shareholder, see “Certain Canadian Federal Income Tax Considerations” and “Certain United States Federal Income Tax Considerations”.

CERTAIN LEGAL AND REGULATORY MATTERS

Completion of the Transaction

Completion of the Transaction is subject to the conditions precedent in the Arrangement Agreement having been satisfied or, where legally permissible, waived, as applicable, including receipt of the following:

If the Transaction is approved by the Unitholders but not by the BIPC Shareholders, the Transaction will still be completed except that the Share Exchange will not occur.

The Arrangement Agreement provides that, following receipt of the foregoing approvals, the Shareholders’ Meeting having been held, the Final Order and the satisfaction (or waiver, if applicable) of the other conditions precedent contained in the Arrangement Agreement, the Parties will, on a date and at a time to be determined exclusively by BIP, file with the registrar any and all documents (including any documents required pursuant to Section 292 of the BCBCA and such other documents as may be required to give effect to the Transaction pursuant to Division 5 of Part 9 of the BCBCA) and to exchange such other documents as may be necessary or desirable to give effect to the Transaction and implement the Plan of Arrangement on such date. Upon the closing of the Transaction at the Effective Time on the Effective Date, the transactions comprising the Transaction will be deemed to occur in the order and at the times set out in the Plan of Arrangement. See “The Transaction—Arrangement Agreement—Conditions Precedent”.

Timing

We expect to complete the Transaction following the receipt of the required securityholder approvals, the issue of the Final Order and the receipt of all other approvals. It is anticipated that the Transaction will be completed in the fourth quarter of 2026. However, completion of the Transaction is dependent on many factors, and it is not possible at this time to determine precisely when the Transaction will become effective.

Unitholder Approval

At the Unitholders’ Meeting, Unitholders will be asked to approve the BIP Transaction Resolutions. In accordance with the Interim Order and the BIP Limited Partnership Agreement, the approval of each BIP Transaction Resolution will require the affirmative vote of:

Notwithstanding the approval by the Unitholders in accordance with the foregoing, (a) the BIP Arrangement Resolution authorizes the BIP Board to, without notice to or approval of the Unitholders, (i) amend, modify or supplement the Arrangement Agreement or the Plan of Arrangement to the extent permitted thereby, as described under “The Transaction—Arrangement Agreement—Amendments”, and (ii) subject to the terms of the Arrangement Agreement, not to proceed with the Transaction or any related transactions; and (b) the BIP LPA Amendment Resolution authorizes the BIP Board not to proceed with the BIP LPA Amendment if the Transaction has not been approved.

BIPC Shareholder Approval

At the Shareholders’ Meeting, holders of BIPC exchangeable shares and BIPC class B shares will be asked to approve the BIPC Transaction Resolution. In accordance with the Interim Order, the approval of the BIPC Transaction Resolution will require the affirmative vote of:

Notwithstanding the approval by the holders of BIPC exchangeable shares and the holders of BIPC class B shares of the BIPC Transaction Resolution in accordance with the foregoing, the BIPC Transaction Resolution authorizes the BIPC Board to, without notice to or approval of any shareholders of BIPC, (i) amend, modify or supplement the Arrangement Agreement or the Plan of Arrangement to the extent permitted thereby, as described under “The Transaction—Arrangement Agreement—Amendments”, and (ii) subject to the terms of the Arrangement Agreement, not to proceed with the Transaction or any related transactions.

Court Approval

It is a condition of the Arrangement Agreement that the Interim Order and the Final Order must be obtained from the Court. Prior to the mailing of this Circular, we obtained the Interim Order, which provides for, among other things:

A copy of the Interim Order is attached as Appendix G to this Circular. The Interim Order sets out how Securityholders and other interested parties may participate in the hearing for the Final Order, which has been set for October 19, 2026.

It is expected that shortly after the Meetings, subject to the approval of the BIP Transaction Resolutions by the Unitholders, an application will be made for the Court’s final approval of the Transaction. At the hearing for the Final Order, the Court will determine whether to approve the Transaction. Participation in the hearing for the Final Order, including who may participate and present evidence or argument and the procedure for doing so, is subject to the terms of the Interim Order and any subsequent direction of the Court. Subject to the approval of the BIP Transaction Resolutions by the Unitholders, Brookfield Infrastructure will announce by news release the time and place of the hearing for the Final Order. The copy of the Interim Order is appended hereto as Appendix G.

Any Securityholder or any other interested party who wishes to appear or be represented and to present evidence or arguments at the hearing of the application for the Final Order must file and serve a response to petition no later than 4:00 p.m. (Vancouver time) on October 14, 2026, in the form prescribed by the Supreme Court Civil Rules, with the Court, and deliver a copy of the filed response together with a copy of all materials on which such Securityholder or other interested party intends to rely at the hearing of the petition, including an outline of such person’s proposed

submission, to Brookfield Infrastructure c/o Torys LLP, Suite 3000, 79 Wellington Street West, Toronto, Ontario, M5K 1N2 Attention: Andrew Gray and Colette Koopman (agray@torys.com and ckoopman@torys.com).

At the hearing for the Final Order, the Court will consider, among other things, the fairness and reasonableness of the Transaction and the rights of every person affected. The Court may approve the Transaction in any manner the Court may direct, subject to compliance with such terms and conditions, if any, as the Court deems fit. In connection with the hearing for the Interim Order, the Court was informed that the Final Order will also constitute the basis for an exemption from registration under the U.S. Securities Act for the securities to be issued pursuant to the Transaction to BIPC Shareholders pursuant to Section 3(a)(10) of the U.S. Securities Act.

Stock Exchange Listing

It is expected that the BIP Inc. Class A Shares will commence trading shortly after the completion of the Transaction under the symbol “BIP”.

There is currently no public trading market for the BIP Inc. Class A Shares. However, we have applied to have the BIP Inc. Class A Shares listed on the NYSE and the TSX under the symbol “BIP”. The TSX has conditionally approved the listing of the BIP Inc. Class A Shares. Listing on the NYSE is subject to BIP Inc. fulfilling all of the requirements of the NYSE, and listing on the TSX is subject to BIP Inc. fulfilling all of the requirements of the TSX on or before the first trading day of the BIP Inc. Class A Shares.

Following the completion of the Transaction, the BIP Preferred Units and BILP Preferred Units will continue to be listed on the TSX and NYSE, as applicable, as follows:

Canadian Securities Law Matters

MI 61-101

As reporting issuers or the equivalent in all of the provinces and territories of Canada, BIP and BIPC are, among other things, subject to the securities laws of the provinces and territories of Canada, including MI 61-101. MI 61-101 regulates certain types of related party and other transactions to ensure equality of treatment among securityholders and may require enhanced disclosure, approval by a majority of securityholders (excluding interested or related parties), independent valuations and, in certain instances, approval and oversight of certain transactions by a special committee of independent directors. The protections of MI 61-101 apply to, among other transactions, “business combinations” (as defined in MI 61-101). MI 61-101 provides that, in certain circumstances, where a “related party” of an issuer (as defined in MI 61-101) is a party to a “connected transaction” (as defined in MI 61-101), or is entitled to receive a “collateral benefit” (as defined in MI 61-101), in connection with an arrangement that terminates the interests of equity securityholders without their consent, such transaction may be considered a “business combination” for the purposes of MI 61-101 and as a result such related party will be an “interested party” (as defined in MI 61-101).

A “related party” includes a director, senior officer and any person holding over 10% of the issued and outstanding voting securities of an issuer.

Brookfield is a “related party” of BIP. While Brookfield will be receiving BIP Inc. Class A Shares in exchange for its REUs on a one-for-one basis, which is identical in amount and form to the consideration to be received by Unitholders, Brookfield will be exchanging its REUs indirectly through the transfer of securities of entities that own the REUs instead of a direct exchange or through the Note Alternative, which are the means by which all other Unitholders can exchange their BIP units. See “The Transaction—Plan of Arrangement”. This indirect exchange facilitates certain planning objectives unique to Brookfield and, as a result, is not being made available to Unitholders more generally. As the REUs are equivalent securities to BIP units, and this exchange alternative is not being offered to Unitholders, it may constitute a “collateral benefit” (within the meaning of MI 61-101) to Brookfield and therefore Brookfield may be considered an “interested party” (as defined in MI 61-101). As such, the Transaction may be considered a “business combination” subject to MI 61-101.

MI 61-101 requires that, in addition to any other required security holder approval, a business combination is subject to “minority approval” (as such term is defined in MI 61-101) of every class of “affected securities” (as such term is defined in MI 61-101) of the issuer, in each case voting separately as a class. In relation to the Transaction, the BIP units are “affected securities” and “minority approval” means the approval of the BIP Transaction Resolutions by the affirmative vote of a simple majority of the votes cast by the holders of the BIP units, other than: (i) votes attaching to BIP units held, directly or indirectly, by any “interested party”, in this case Brookfield; (ii) a “related party” of any “interested party”, and (iii) any person that is a “joint actor” (as such term is defined in MI 61-101) with any of the foregoing.

Pursuant to MI 61-101, the Transaction is not a business combination for which a “formal valuation” (as defined in MI 61-101) is required as there is no “interested party” that would, as a consequence of the Transaction, directly or indirectly acquire the business of BIP or combine with BIP.

MI 61-101 requires that every “prior valuation” (as defined in MI 61-101) in respect of BIP that has been made in the 24 months prior to the date of this Circular, the existence of which is known, after reasonable inquiry, to BIP or any of its directors or senior officers, be disclosed in the Circular. To the knowledge of BIP or any of its directors or senior officers, after reasonable inquiry, there has been no “prior valuation” of BIP or of its securities, including the BIP units, or material assets in the 24 months preceding the date of this Circular.

As of August 21, 2026, BIP estimates that a total of 5,335,570 BIP units (approximately 1.2% of the outstanding BIP units) will be excluded in determining whether minority approval of the BIP Transaction Resolutions is obtained, including: (i) an aggregate of 4,686,497 BIP units beneficially owned, or which are controlled or directed, directly or indirectly by Brookfield, (ii) an aggregate of 649,073 BIP units beneficially owned, or which are controlled or directed, directly or indirectly by directors and officers of Brookfield. See “The Meetings—Principal Holders of Securities Entitled to Vote” and “Interests of Informed Persons in Material Transactions”.

The BIPC Board and the BIPC Special Committee concluded that the Transaction does not constitute a “business combination” of BIPC for the purposes of MI 61-101 because the BIPC exchangeable shares are not equity securities of BIPC.

Restricted Securities

As a reporting issuer in all of the provinces and territories of Canada, BIP Inc. will be, among other things, subject to the securities laws of the provinces and territories of Canada, including OSC Rule 56-501 and NI 41-101.

OSC Rule 56-501 regulates the creation and distribution of “restricted shares” by reporting issuers governed by Ontario securities law. The definition of “restricted shares” includes equity shares to which are attached voting rights exercisable in all circumstances, irrespective of the number or percentage of shares owned, that are less, on a per share basis, than the voting rights attached to any other shares of an outstanding class of shares of the issuer.

OSC Rule 56-501 provides, among other things, that the prospectus exemptions under Ontario securities law are not available in respect of a “stock distribution” (as defined in OSC Rule 56-501), unless either: (i) the “stock distribution” or (ii) the “reorganization” (as defined in OSC Rule 56-501) that resulted in the creation of the “restricted shares”, received “minority approval” in addition to any other required securityholder approval. OSC Rule 56-501 provides an exemption from the foregoing requirements to obtain minority approval if the stock distribution is of securities of an issuer that was a private company immediately before the completion of the stock distribution or it is a subsequent distribution by such an issuer of securities of the same class.

In connection with the Transaction, the BIP Inc. Class A Shares, which will be “restricted shares” within the meaning of OSC Rule 56-501, are being created and distributed. The distribution of the BIP Inc. Class A Shares will be exempt from the minority approval requirements of OSC Rule 56-501 because BIP Inc. will be a private company immediately prior to the Transaction.

NI 41-101 provides that an issuer must not file a prospectus under which “restricted securities” (as defined in NI 41-101) or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, restricted securities, are distributed unless either: (i) the distribution has received majority approval of the securityholders excluding any votes attached to securities held by affiliates or control persons of the issuer, or (ii) the “restricted security reorganization” (as defined in NI 41-101) related to the securities to be distributed received prior majority approval of the securityholders excluding any votes attached to securities held by affiliates or control persons of the issuer.

Following the completion of the Transaction, the BIP Inc. Class A Shares will be “restricted securities” within the meaning of NI 41-101. BIP has applied for and obtained exemptive relief in order to not require further approval by holders of BIP Inc. Class A Shares for any future prospectus distributions of BIP Inc. Class A Shares or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, BIP Inc. Class A Shares, pursuant to NI 41-101, to the extent applicable in the future. The exemptive relief order will allow BIP Inc. to file a prospectus in respect of the BIP Inc. Class A Shares or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for BIP Inc. Class A Shares without requiring further approval by BIP Inc. shareholders. The exemptive relief is conditional on, among other things, the BIP Transaction Resolutions and BIPC Transaction Resolution having been approved by (i) on a combined basis, a majority of the votes cast by Securityholders (other than affiliates and control persons of BIP and BIPC) with, for the purposes of the calculation of this combined approval, (x) the lower number of votes cast in favor of the BIP Arrangement Resolution or the BIP LPA Amendment Resolution being combined with the number of votes cast in favor of the BIPC Transaction Resolution, and (y) the denominator including the number of BIP Exchange LP Units and BIPC Exchange LP Units outstanding; or (ii) in the event that the BIPC Transaction Resolution is not approved by BIPC Shareholders, a majority of the votes cast by Unitholders (other than affiliates and control persons of BIP) with, for the purposes of the calculation of this approval, (x) using the lower number of votes cast in favor of the BIP Arrangement Resolution or the BIP LPA Amendment Resolution, and (y) the denominator including the number of BIP Exchange LP Units outstanding.

Accordingly, (i) in respect of BIP, voting in favor of the BIP Transaction Resolutions (either the BIP Arrangement Resolution or the BIP LPA Amendment Resolution) will constitute voting in favor of BIP Inc.’s ability to conduct future issuances of BIP Inc. Class A Shares or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, BIP Inc. Class A Shares pursuant to a prospectus, and (ii) in respect of BIPC, voting in favor of the BIPC Transaction Resolution will, in the event that the BIPC Transaction Resolution is approved by BIPC Shareholders, constitute voting in favor of BIP Inc.’s ability to conduct future issuances of BIP Inc. Class A Shares or securities that are, directly or indirectly, convertible into, or exercisable or exchangeable for, BIP Inc. Class A Shares pursuant to a prospectus, in each case, without requiring further approval by BIP Inc. shareholders in accordance with NI 41-101.

As of the Record Date, a total of 4,686,497 BIP units and nil BIPC exchangeable shares will be excluded and 859,201 BIP Exchange LP Units and 4,493,670 BIPC Exchange LP Units will be included in the denominator for purposes of calculating the securityholder approval threshold described above. See “The Meetings—Principal Holders of Securities Entitled to Vote”.

Completion of the Transaction is not conditional on satisfaction of the conditions set forth in the exemptive relief order, but without reliance on such relief, future approval of BIP Inc. shareholders might be required in order for BIP Inc. to be permitted to undertake future issuances of BIP Inc. Class A Shares.

Qualification and Resale of Securities

The BIP Inc. Class A Shares, BIP Inc. Class B Shares and BIP Inc. Class I Shares to be issued in connection with the Transaction will be issued in reliance on an exemption from the prospectus requirements of securities legislation in each province and territory of Canada. Subject to disclosure and regulatory requirements and to customary restrictions applicable to distributions of shares that constitute “control distributions”, the shares issued pursuant to the Transaction may be resold in each province and territory in Canada, subject in certain circumstances to the usual conditions that no unusual effort, or no effort, has been made to prepare the market or create demand.

United States Securities Laws Matters

The following discussion is only a general overview of certain requirements of U.S. Securities Laws that may be applicable to holders of BIP Inc. Class A Shares to be issued in connection with the Transaction. Further information applicable to U.S. Securityholders is disclosed under the heading “Notice to Securityholders in the United States”. All holders of such securities are urged to obtain legal advice to ensure that the resale of such securities complies with applicable U.S. Securities Laws.

The following discussion does not address the Canadian securities legislation that will apply to the issuance of BIP Inc. Class A Shares or the resale of these securities by U.S. Securityholders within Canada. U.S. Securityholders reselling their BIP Inc. Class A Shares in Canada must comply with Canadian securities laws. See “Canadian Securities Law Matters” above.

Exemption from the Registration Requirements of the U.S. Securities Act

The issuance of the BIP Inc. Class A Shares pursuant to the Transaction has not been and will not be registered under the U.S. Securities Act and will be issued in reliance on the exemption afforded by Section 3(a)(10) of the U.S. Securities Act and in compliance with the U.S. Securities Laws of each state of the United States in which the holders reside. Section 3(a)(10) of the U.S. Securities Act exempts from the registration requirements under the U.S. Securities Act the issuance of securities which have been approved by a court of competent jurisdiction, after a hearing upon the substantive and procedural fairness of the terms and conditions of the relevant transaction and at which all persons to whom it is proposed the securities will be issued will have the right to appear. The Court issued the Interim Order on August 21, 2026 and, subject to the approval of the BIP Transaction Resolutions by the Unitholders and the holding of the Shareholders’ Meeting, a hearing for a final order approving the Transaction is expected to take place on or about October 19, 2026 at the Court at 800 Smithe Street, Vancouver, British Columbia V6Z 2E1 or as soon thereafter as is reasonably practicable. All persons whom it is proposed to issue securities pursuant to the Transaction will have the right to appear at this hearing and will receive timely and adequate notice thereof, provided that they satisfy the applicable conditions set forth in the Interim Order. See “Court Approval” above.

Resales of BIP Inc. Class A Shares After the Effective Time

The BIP Inc. Class A Shares to be issued pursuant to the Transaction will be freely transferable under U.S. Securities Laws, except by persons who are “affiliates” of BIP Inc. after the Effective Time, or were “affiliates” of BIP or BIPC, as applicable, within 90 days prior to the Effective Time. As defined in Rule 144 under the U.S. Securities Act, an “affiliate” of an issuer is a person that directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the issuer. Typically, persons who are executive officers, directors or 10% or greater shareholders of an issuer are considered to be its “affiliates”. Holders should consult with their own legal counsel regarding status as an “affiliate”.

Securityholders who are “affiliates” of BIP Inc. after the Effective Time or who were affiliates of BIP or BIPC, as applicable, within 90 days prior to the Effective Time may not resell their BIP Inc. Class A Shares that they receive in connection with the Transaction in the absence of registration under the U.S. Securities Act, unless an exemption

from registration is available, such as the exemptions contained in Rule 144 or Regulation S. For “affiliates”, Rule 144 imposes additional resale requirements, including volume limitations and manner of sale and notice requirements. Under Regulation S, resales by “affiliates” of BIP Inc., otherwise than solely by virtue of their position as a director or officer, also may be subject to additional resale restrictions.

Following closing of the Transaction, BIP Inc. will be deemed to be a “successor issuer” under the U.S. Exchange Act to BIP, and to BIPC if the Share Exchange occurs, and consequently, BIP Inc. Class A Shares will be deemed to be registered pursuant to Section 12(b) of the U.S. Exchange Act and BIP Inc. will become subject to the reporting requirements of the U.S. Exchange Act. As a “foreign private issuer” under the U.S. Exchange Act, BIP Inc. will, upon consummation of the Transaction, be required to file and/or furnish to the SEC current and annual reports with the SEC. Such documents will be available electronically on EDGAR at www.sec.gov/edgar.

The solicitation of proxies hereby is not subject to the requirements of Section 14(a) of the U.S. Exchange Act, by virtue of an exemption applicable to proxy solicitations by a “foreign private issuer” under the U.S. Exchange Act. Accordingly, the solicitation of proxies is being made by or on behalf of BIP and BIPC in accordance with applicable corporate and securities laws, and this Circular has been prepared in accordance with disclosure requirements applicable in Canada. Securityholders should be aware that requirements under such Canadian laws and such disclosure requirements may differ from requirements under United States corporate and securities laws relating to United States corporations.

Information concerning BIP, BIPC and BIP Inc. contained in this Circular has been prepared in accordance with Canadian disclosure standards, which are not comparable in all respects to United States disclosure standards. Unless otherwise indicated, the financial statements and other financial information set forth herein have been prepared in accordance with IFRS Accounting Standards. IFRS Accounting Standards differ from United States generally accepted accounting principles, and the financial statements and financial information presented may not be comparable with financial statements and financial information of similar United States entities that file reports with the SEC.

Prospective investors should be aware that the Transaction described in this Circular may have tax consequences both in Canada and in the United States which are not described fully herein. Securityholders are urged to consult their tax advisors regarding the U.S. federal and Canadian income tax consequences of the Transaction. See “Certain United States Federal Income Tax Considerations” and “Certain Canadian Federal Income Tax Considerations”.

INFORMATION CONCERNING BIP INC.

Corporate Structure

BIP Inc. was incorporated under the Business Corporations Act (British Columbia) on June 19, 2026. BIP Inc.’s head office is located at 225 Liberty Street, 8th Floor, New York, NY 10281. BIP Inc. has not carried on any active business and its sole issued and outstanding share capital is 20 common shares issued to BIC, a subsidiary of Brookfield. The chart below provides an illustration of the simplified corporate structure of BIP Inc. immediately following completion of the Transaction (assuming BIPC Shareholders approve the Transaction and the Share Exchange occurs). Please note that in this chart all interests are 100% unless otherwise indicated and “GP Interest” denotes a general partnership interest. This chart should be read in conjunction with the explanation of our ownership and organizational structure below and the information elsewhere included in this Circular.

Notes:

Description of the Business

There will be no substantive change to the business of our group in connection with the Transaction. BIP Inc. will continue to serve as a leading global infrastructure company that owns and operates high-quality, essential, long-life assets in the utilities, transport, midstream and data sectors across the Americas, Asia-Pacific and Europe. It will be focused on assets that have contracted and regulated revenues that generate predictable and stable cash flows. BIP Inc.’s mission will be to own and operate a globally diversified portfolio of high-quality infrastructure assets that will generate sustainable and growing distributions over the long-term for our securityholders. To accomplish this objective, BIP Inc. will seek to leverage our operating segments to acquire infrastructure assets and actively manage them to extract additional value following our initial investment. As the businesses mature and cash flows have been de-risked, BIP Inc. will seek to recycle capital and re-invest in assets that are expected to generate higher returns. An integral part of BIP Inc.’s strategy will be to participate along with institutional investors in Brookfield-sponsored infrastructure funds that target acquisitions that suit our profile. BIP Inc. will seek to target a total return of 12% to 15%+ per annum on the infrastructure assets that it owns, measured over the long-term, generated from in-place cash flows from operations as well as growth through investments in upgrades and expansions of our asset base, and acquisitions. Like BIP and BIPC, BIP Inc.’s dividends will be underpinned by stable, highly regulated and contracted cash flows generated from operations, and its objective will be to pay a dividend that is sustainable on a long-term basis.

For more information on our business, see “Item 4.B Business Overview” in each of the BIP Annual Report and the BIPC Annual Report, each of which is incorporated by reference in this Circular.

Financial Information

The following financial statements have been prepared in connection with the Transaction:

Following the completion of the Transaction, BIP will be the predecessor of BIP Inc. for accounting purposes and therefore the historical financial statements of BIP will become the historical financial statements of BIP Inc. See Appendix I “BIP Inc. Audited Financial Statements” and Appendix J “BIP Inc. Unaudited Pro Forma Financial Statements”.

Relationship with Brookfield

After the completion of the Transaction, BIP Inc.’s relationship with Brookfield will be the same as our existing relationship with Brookfield. See “Item 7.B Related Party Transactions—Relationship with Brookfield” in the BIP Annual Report.

The Service Providers, which are all subsidiaries of BAM, will provide services to BIP Inc., and BIP Inc. will accordingly be added as a Service Recipient under the Master Services Agreement.

BIP Inc. and Brookfield will enter into the New Registration Rights Agreement, which will have substantially the same terms as the BIP Registration Rights Agreement in respect of BIP units held by Brookfield and the BIPC

Registration Rights Agreement in respect of any BIPC exchangeable shares held by Brookfield. Under the New Registration Rights Agreement, BIP Inc. will agree that, upon the request of Brookfield, BIP Inc. will file one or more registration statements or prospectuses to register for sale and qualify for distribution under applicable securities laws any BIP Inc. Class A Shares held by Brookfield. Consistent with the existing arrangements, we will agree to pay expenses in connection with such registration and sales and will indemnify Brookfield for material misstatements or omissions in the registration statement.

Additionally, several other important agreements between Brookfield Infrastructure and Brookfield will be updated or amended to give effect to the Transaction. See “The Transaction—Material Agreements” for more information.

Directors and Executive Officers

Following completion of the Transaction, the BIP Inc. Board is expected to be majority independent, and a majority of the members are expected to be existing members of the BIPC Board.

BIP Inc. will not have any employees. Similar to BIP and BIPC, members of Brookfield’s senior management and other individuals from Brookfield’s global affiliates will be drawn upon to fulfill the Service Providers’ obligations under the Master Services Agreement and serve as executive officers of BIP Inc. We expect that the individuals who will be responsible for BIP Inc. will be the same as those presently fulfilling these roles for BIP and BIPC.

Please see “Item 6.A Directors and Senior Management” in the BIPC Annual Report, which is incorporated by reference in this Circular, as well as “Director Nominees” in the BIPC 2026 Annual Management Information Circular, for more information in respect of the directors and executive officers of BIP Inc. following the completion of the Transaction.

For a discussion related to our corporate governance practices and director compensation and equity ownership, see “Statement of Corporate Governance Practices” and “Director Compensation and Equity Ownership” in the BIPC 2026 Annual Management Information Circular, which is incorporated by reference in this Circular.

Dividend Policy

Upon completion of the Transaction, BIP Inc. will adopt a dividend policy that is substantially similar to BIP’s existing distribution policy. BIP Inc.’s dividends will be underpinned by stable, highly regulated and contracted cash flows generated from operations. BIP Inc.’s objective will be to pay a dividend that is sustainable on a long-term basis and will set its target payout ratio at 60-70% of FFO. In line with BIP’s existing targets, BIP Inc. will target 5% to 9% annual dividend increases in light of growth it foresees in its operations. The BIP Inc. Board may declare dividends at its discretion. Consistent with the current distribution to existing Unitholders and the current dividend to existing BIPC Shareholders, BIP Inc. intends to pay a quarterly cash dividend on the BIP Inc. Class A Shares and the BIP Inc. Class B Shares of $0.455 per share (or $1.82 per share on an annualized basis). Dividends on the BIP Inc. Class A Shares and BIP Inc. Class B Shares will be subject to the prior rights of the holders of the BIP Inc. Class A Preferred Shares (if any) and any other shares ranking senior to the BIP Inc. Class A Shares and BIP Inc. Class B Shares with respect to priority in payment of dividends. BIP Inc. is not required to make such dividends and no assurance can be given that BIP Inc. will make such dividends as intended. See “Information Concerning BIP—Distribution Policy” and “Information Concerning BIPC—Dividend Policy”.

Following completion of the Transaction, the existing BIP Preferred Units and BILP Preferred Units will remain outstanding. As BIP Inc. will hold its interest in the Brookfield Infrastructure business through ownership of BIP units and BIP exchangeable securities that are the economic equivalent of BIP units, BIP Inc.’s ability to pay a dividend on its shares will be dependent on the distributions it receives on its BIP units and economically equivalent securities. As a result, the dividend entitlements of holders of BIP Inc. shares will be structurally subordinated to the prior rights of the holders of BIP Preferred Units and BILP Preferred Units.

Except as set forth herein, after completion of the Transaction, BIP Inc. does not expect there to be any material restrictions (contractual or otherwise) on its ability or the ability of its subsidiaries to declare and pay dividends.

Share Capital

BIP Inc. was initially formed with a single class of common shares, all of which were held by BIC, a subsidiary of Brookfield. Prior to the Effective Date, the notice of articles and articles of BIP Inc. will be amended to create the authorized share capital described below and as set forth in the draft articles of BIP Inc. attached as Appendix K to this Circular. BIP Inc. will be authorized to issue four classes of shares: (i) an unlimited number of BIP Inc. Class A Shares; (ii) an unlimited number of BIP Inc. Class B Shares; (iii) an unlimited number of BIP Inc. Class I Shares; and (iv) an unlimited number of BIP Inc. Class A Preferred Shares, issuable in series. No series of BIP Inc. Class A Preferred Shares will be issued initially.

Upon completion of the Transaction (assuming that BIPC Shareholders approve the Transaction), and based on the BIP units, BIP exchangeable securities, BIP GP units and Special GP Units issued and outstanding as of the date of this Circular, we anticipate that approximately 789 million BIP Inc. Class A Shares, 45,796 BIP Inc. Class B Shares and 2,400,631 BIP Inc. Class I Shares will be issued and outstanding. The Brookfield Holders, through their ownership of BIP Inc. Class A Shares and BIP Inc. Class B Shares, will collectively hold approximately 63.2% of the votes attaching to all classes of voting shares of BIP Inc. (approximately 65.7% if the Share Exchange does not occur).

See “The Transaction—Background to the Transaction” and “Corporate Structure” above.

Description of BIP Inc. Class A Shares

The following description of the BIP Inc. Class A Shares sets forth certain general terms and provisions of the BIP Inc. Class A Shares. This description is in all respects subject to and qualified in its entirety by applicable law and the provisions of BIP Inc.’s articles. For a comparison of rights of holders of the BIP Inc. Class A Shares, BIP units and BIPC exchangeable shares, please see “Comparison of Rights of Securityholders that Become BIP Inc. Class A Shareholders”.

For the full text of the terms of the BIP Inc. Class A Shares is set forth in the draft articles of BIP Inc. attached as Appendix K to this Circular.

Voting

Except as otherwise expressly provided in the articles or as required by law, each holder of BIP Inc. Class A Shares will be entitled to receive notice of, and to attend and vote at, all meetings of shareholders of BIP Inc., except for meetings at which only holders of another specified class or series of shares are entitled to vote separately as a class or series. Each holder of BIP Inc. Class A Shares will be entitled to cast one vote for each BIP Inc. Class A Share held on the record date for determination of shareholders entitled to vote at the applicable meeting. Except as otherwise expressly provided in the articles or as required by law, the holders of BIP Inc. Class A Shares and BIP Inc. Class B Shares will vote together and not as separate classes.

The quorum for any meeting of shareholders of BIP Inc. will be at least two shareholders, who, whether present in person or represented by proxy, in the aggregate hold at least 51% of the total number of votes attached to the BIP Inc. Class A Shares and the BIP Inc. Class B Shares.

Dividends

Subject to applicable law, the holders of BIP Inc. Class A Shares will be entitled to receive dividends as and when declared by the BIP Inc. Board subject to the prior rights of the BIP Inc. Class A Preferred Shares and any other shares ranking senior to the BIP Inc. Class A Shares with respect to priority in payment of dividends. Each BIP Inc. Class A Share will receive dividends of the same type and in an amount per share equal to any dividend declared and paid on each BIP Inc. Class B Share. The record date and payment date of the dividends on the BIP Inc. Class A Shares will be the same record date and payment date for the corresponding dividend on the BIP Inc. Class B Shares and the BIP Inc. Class I Shares, each as approved by the BIP Inc. Board. The BIP Inc. Class A Shares will rank on a parity with the BIP Inc. Class B Shares and the BIP Inc. Class I Shares with respect to dividends.

Subdivision, Consolidation, etc.

Any subdivision or consolidation of the BIP Inc. Class A Shares will be concurrent with an identical subdivision or consolidation of the BIP Inc. Class B Shares and BIP Inc. Class I Shares.

Liquidation Rights

Subject to applicable law and the prior rights of the holders of the BIP Inc. Class A Preferred Shares, BIP Inc. Class I Shares and any other shares ranking senior to the BIP Inc. Class A Shares with respect to priority on the liquidation, dissolution or winding up of BIP Inc., whether voluntary or involuntary, or any other distribution of the assets of BIP Inc. among its shareholders for purposes of winding up its affairs (a “BIP Inc. Liquidation Event”), the BIP Inc. Class A Shares will rank equally with the BIP Inc. Class B Shares upon the occurrence of a BIP Inc. Liquidation Event, and will each share rateably in the remaining property and assets of BIP Inc.

Description of BIP Inc. Class B Shares

The following description of the BIP Inc. Class B Shares sets forth certain general terms and provisions of the BIP Inc. Class B Shares. This description is in all respects subject to and qualified in its entirety by reference to applicable law and the provisions of the articles of BIP Inc.

Voting

Except as otherwise expressly provided in the articles or as required by law, each holder of BIP Inc. Class B Shares will be entitled to receive notice of, and to attend and vote at, all meetings of shareholders of BIP Inc., except for meetings at which only holders of another specified class or series of shares of BIP Inc. are entitled to vote separately as a class or series. Except as otherwise expressly provided in the articles or as required by law, the holders of BIP Inc. Class A Shares and BIP Inc. Class B Shares will vote together and not as separate classes. The holders of BIP Inc. Class B Shares as a class will be entitled to cast, in the aggregate, a number of votes equal to the number of outstanding BIP Inc. Class A Shares held on the record date for determination of the shareholders entitled to vote at the applicable meeting minus 100, as adjusted from time to time to reflect any subdivision or consolidation of the BIP Inc. Class A Shares and BIP Inc. Class B Shares. The aggregate number of votes attached to the BIP Inc. Class B Shares will be allocated to the outstanding BIP Inc. Class B Shares on a pro rata basis.

Dividends

The holders of BIP Inc. Class B Shares will be entitled to receive dividends as and when declared by the BIP Inc. Board subject to the prior rights of the BIP Inc. Class A Preferred Shares and any other shares ranking senior to the BIP Inc. Class B Shares with respect to priority in payment of dividends. Each BIP Inc. Class B Share will receive dividends of the same type and in an amount per share equal to any dividend declared and paid on each BIP Inc. Class A Share. The record date and payment date of the dividends on the BIP Inc. Class B Shares will be the same record date and payment date for the corresponding dividend on the BIP Inc. Class A Shares and the BIP Inc. Class I Shares, each as approved by the BIP Inc. Board. The BIP Inc. Class B Shares will rank on a parity with the BIP Inc. Class A Shares and the BIP Inc. Class I Shares with respect to dividends.

Subdivision, Consolidation, etc.

Any subdivision or consolidation of the BIP Inc. Class B Shares will be concurrent with an identical subdivision or consolidation of the BIP Inc. Class A Shares and BIP Inc. Class I Shares.

Liquidation Rights

Subject to applicable law and the prior rights of the holders of the BIP Inc. Class A Preferred Shares, BIP Inc. Class I Shares and any other shares ranking senior to the BIP Inc. Class B Shares with respect to priority on a BIP Inc. Liquidation Event, the BIP Inc. Class B Shares will rank equally with the BIP Inc. Class A Shares upon the occurrence of a BIP Inc. Liquidation Event, and will each share rateably in the remaining property and assets of BIP Inc.

Restrictions on Transfer

The BIP Inc. Class B Shares will not be transferable except to BN, BAM or, following the completion of the arrangement involving BN and Brookfield Corporation Ltd. pursuant to a transaction agreement among BN, BWS, and Brookfield Corporation Ltd. dated May 26, 2026, Brookfield Corporation Ltd., any of their successors or assigns, or any person controlled by any of them.

Description of BIP Inc. Class I Shares

The following description of the BIP Inc. Class I Shares sets forth certain general terms and provisions of the BIP Inc. Class I Shares. This description is in all respects subject to and qualified in its entirety by reference to applicable law and the provisions of the articles of BIP Inc.

Voting

Except as required by law, the holders of BIP Inc. Class I Shares will be entitled to receive notice of and to attend but will not be entitled to vote at any meeting of the shareholders of BIP Inc. If the holders of BIP Inc. Class I Shares are entitled to vote pursuant to applicable law, each holder will be entitled to cast one vote for each BIP Inc. Class I Share held on the record date for the determination of shareholders entitled to vote at the applicable meeting.

Dividends

The holders of BIP Inc. Class I Shares will be entitled to receive the following dividends as and when declared by the BIP Inc. Board subject to the prior rights of the holders the BIP Inc. Class A Preferred Shares and any other shares ranking senior as to dividends:

The payment of Incentive Dividends is designed to replicate the incentive distributions currently paid by Holding LP. For greater certainty, concurrent with the declaration of any dividend on the BIP Inc. Class A Shares or BIP Inc. Class B Shares, the BIP Inc. Board will be required to declare a dividend on the BIP Inc. Class I Shares of an amount per share equal to the amount per share of any such dividend and any Incentive Dividend on the BIP Inc. Class I Shares due at such time.

BIP Inc. will maintain a notional account (the “Incentive Dividend Account”) that will track the aggregate amount of any performance-based dividends, distributions or other profit entitlements (referred to as “Underlying Incentive Dividends”) that have already been paid or are payable to Brookfield by the Holding Entities or underlying operating entities in which BIP Inc. has invested. The Incentive Dividend in any quarter will be (i) reduced prior to its declaration (but will not be reduced to less than zero) by any amount in the Incentive Dividend Account at the time the Incentive Dividend is calculated and (ii) increased by the additional amount per BIP Inc. Class I Share that would have been payable to the holders of BIP Inc. Class I Shares as an Incentive Dividend had any security that the BIP Inc. Board determines to be economically equivalent to BIP Inc. Class A Shares been converted into BIP Inc. Class A Shares before the end of the applicable quarter, less any equivalent Incentive Dividends paid by any member of the Company Group to any member of the Brookfield Group (as defined in the Master Services Agreement) in respect of such equivalent security for the applicable quarter (“Equivalent Security Amount”). The amount by which an Incentive Dividend is reduced will be adjusted by the independent directors of the BIP Inc. Board on an equitable basis as necessary to take into account the benefit BIP Inc. would have received had Underlying Incentive Dividends not been paid or payable. The Incentive Dividend Account will be adjusted by the independent directors of the BIP Inc. Board

from time to time to deduct amounts that have already been applied to reduce Incentive Dividends or any clawback or similar amount paid or contributed by an operating entity or Holding Entity of BIP Inc. in respect of an Underlying Incentive Dividend.

Holders of BIP Inc. Class I Shares may also elect, in their sole discretion, to receive any Incentive Dividend in the form of BIP Inc. Class A Shares rather than cash, with the number of BIP Inc. Class A Shares determined by dividing the cash amount otherwise payable by the market value of a BIP Inc. Class A Share (based on the five-day volume-weighted average trading price) at the time the Incentive Dividend is declared.

The BIP Inc. Class I Shares will rank on a parity with the BIP Inc. Class A Shares and the BIP Inc. Class B Shares with respect to dividends.

Subdivision, Consolidation, etc.

Any subdivision or consolidation of the BIP Inc. Class I Shares will be concurrent with an identical subdivision or consolidation of the BIP Inc. Class A Shares and BIP Inc. Class B Shares.

Liquidation Rights

Subject to applicable law and the prior rights of the BIP Inc. Class A Preferred Shares any other shares ranking senior to the BIP Inc. Class I Shares with respect to priority on a BIP Inc. Liquidation Event, upon a BIP Inc. Liquidation Event, holders of BIP Inc. Class I Shares are entitled to receive the “Class I Liquidation Amount”, as approved by the independent directors of the BIP Inc. Board.

Although the BIP Inc. Class I Shares rank senior to the BIP Inc. Class A Shares and BIP Inc. Class B Shares on a BIP Inc. Liquidation Event, the calculation of the Class I Liquidation Amount replicates the liquidation entitlement of the Special GP Units set out in the BILP Limited Partnership Agreement, with the result being that the relative entitlements of the BIP Inc. Class A Shares, BIP Inc. Class B Shares and BIP Inc. Class I Shares on a BIP Inc. Liquidation Event are the same as those of the BIP units, REUS, BIP GP units and Special GP Units, as applicable, under the terms of the existing BIP Limited Partnership Agreement and BILP Limited Partnership Agreement.

The formula used to calculate the Class I Liquidation Amount depends on the value of the property and assets of BIP Inc. available for distribution after satisfying the prior entitlements of the BIP Inc. Class A Preferred Shares and any other shares ranking senior to the BIP Inc. Class I Shares with respect to priority on a BIP Inc. Liquidation Event (the “Available Property”). Those formulae are described below in order of increasing amount of Available Property:

The full formulae are set out in the share terms.

The Class I Liquidation Amount is subject to adjustment by the independent directors of the BIP Inc. Board to take into account any balance in the Incentive Dividend Account and any Equivalent Security Amount.

Description of BIP Inc. Class A Preferred Shares

The following description of BIP Inc. Class A Preferred Shares sets forth certain general terms and provisions of BIP Inc. Class A Preferred Shares. This description is in all respects subject to and qualified in its entirety by reference to applicable law and the provisions of the articles of BIP Inc.

Directors’ Right to Issue in One or More Series

The BIP Inc. Class A Preferred Shares may be issued at any time or from time to time in one or more series. Before any series are issued, the BIP Inc. Board will fix the number of shares that will form such series, if any, identify the name of such series, and, subject to any limitations set out in the articles of BIP Inc. or in applicable law, determine the designation, rights, privileges, restrictions and conditions to be attached to the BIP Inc. Class A Preferred Shares, as the case may be, of such series. No series have initially been authorized for issuance.

Voting

Except as hereinafter referred to or as required by law or as specified in the rights, privileges, restrictions and conditions attached from time to time to any series of BIP Inc. Class A Preferred Shares, the holders of such BIP Inc. Class A Preferred Shares will not be entitled as such to receive notice of, to attend or to vote at any meeting of the shareholders of BIP Inc.

Ranking

Each series of BIP Inc. Class A Preferred Shares will rank pari passu with every other series of BIP Inc. Class A Preferred Shares with respect to dividends and upon a BIP Inc. Liquidation Event. The BIP Inc. Class A Preferred Shares are entitled to a preference over the BIP Inc. Class I Shares, the BIP Inc. Class A Shares, the BIP Inc. Class B Shares and any other shares ranking junior to the BIP Inc. Class A Preferred Shares with respect to dividends and upon a BIP Inc. Liquidation Event.

Choice of Forum for U.S. Securities Act Claims

The articles of BIP Inc. will provide that, unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of America will, to the fullest extent permitted by law, be the sole and exclusive forum for the resolution of any complaint asserting a cause of action arising under the U.S. Securities Act. In the absence of this provision, under the U.S. Securities Act, U.S. federal and state courts have been found to have concurrent jurisdiction over suits brought to enforce duties or liabilities created by the U.S. Securities Act. This choice of forum provision will not apply to suits brought to enforce duties or liabilities created by the U.S. Exchange Act and could be found to be inapplicable or unenforceable if it is challenged in a legal proceeding or otherwise.

Prior Sales

Upon formation of BIP Inc., BIC subscribed for 20 common shares in the capital of BIP Inc. for an aggregate subscription price of $1,000. Prior to the Effective Date, such shares will be redesignated as 20 BIP Inc. Class B Shares. BIP Inc. is not expected to issue any other securities prior to the Effective Date.

Listing and Trading of BIP Inc. Class A Shares

The BIP Inc. Class A Shares will be listed and posted for trading on the NYSE and TSX in connection with the completion of the Transaction.

There is currently no public trading market for the BIP Inc. Class A Shares. Listing on the NYSE is subject to BIP Inc. fulfilling all of the requirements of the NYSE, and listing on the TSX is subject to BIP Inc. fulfilling all of the requirements of the TSX on or before the first trading day of the BIP Inc. Class A Shares.

Dividend Reinvestment Plan

BIP Inc. is expected to adopt a dividend reinvestment plan (the “DRIP”) that is substantially similar to the distribution reinvestment plan currently available to Unitholders. Through the plan, registered holders of BIP Inc. Class A Shares who are resident in Canada, the United States or Australia will have the opportunity to acquire additional BIP Inc. Class A Shares by reinvesting all or a portion of their cash dividends without paying commissions. Non-registered holders of BIP Inc. Class A Shares whose BIP Inc. Class A Shares are registered in the name of CDS or a name other than the participant’s own name may participate in the DRIP by making appropriate arrangements with their broker, investment dealer, financial institution or other nominee who holds the participant’s BIP Inc. Class A Shares to enroll in the DRIP on the participant’s behalf.

In connection with the completion of the Transaction, BIP’s existing distribution reinvestment plan will be terminated. If the transaction is completed as anticipated in the fourth quarter of 2026, the final distribution of BIP units pursuant to BIP’s distribution reinvestment plan will be in respect of BIP’s distribution payable September 29, 2026 to Unitholders of record as of August 31, 2026. Further information about the DRIP will be made available on our website at https://bip.brookfield.com under “Corporate Simplification”.

Principal Securityholders

Upon completion of the Transaction, Brookfield will hold all of the BIP Inc. Class B Shares and Class I Shares. Specifically, a subsidiary of BN will hold all of the issued and outstanding BIP Inc. Class B Shares and a subsidiary of BAM will hold an economic interest in, and will be entitled to receive all distributions in respect of, the BIP Inc. Class I Shares.

The following table presents information regarding the number and percentage of the outstanding BIP Inc. Class A Shares that the Brookfield Holders are expected to beneficially own or exercise control or direction over following the completion of the Transaction (assuming BIPC Shareholders approve the Transaction and the Share Exchange occurs):

Notes:

The BIP Inc. Class A Shares held by the Brookfield Holders will not entitle such shareholders to different voting rights than those of other holders of the BIP Inc. Class A Shares. However, the BIP Inc. Class A Shares and the BIP Inc. Class B Shares have different voting rights. The holders of BIP Inc. Class A Shares will be entitled to one vote per share and the holders of BIP Inc. Class B Shares as a class will be entitled to cast, in the aggregate, a number of votes equal to the number of outstanding BIP Inc. Class A Shares held at the record date for determination of the shareholders entitled to vote at the applicable meeting minus 100, as adjusted from time to time to reflect any subdivision or consolidation of the BIP Inc. Class A Shares and BIP Inc. Class B Shares. As a result, the holders of the BIP Inc. Class A Shares will control more than 50% of the aggregate voting rights of BIP Inc. As a result of the foregoing, it is expected that, following completion of the Transaction, the Brookfield Holders will hold an approximate 63.2% aggregate voting interest in BIP Inc. (approximately 65.7% if the Share Exchange does not occur).

The BIP Inc. Class B Shares will not be transferable except to BN, BAM or, following the completion of the arrangement involving BN and Brookfield Corporation Ltd. pursuant to a transaction agreement among BN, BWS and Brookfield Corporation Ltd. dated May 26, 2026, Brookfield Corporation Ltd., any of their successors or assigns, or any person controlled by any of them.

Executive Compensation

BIP Inc. has not yet paid any compensation to any of its executive officers or any person expected to become an executive officer of BIP Inc. The form and amount of the compensation to be paid to each of BIP Inc.’s executive officers in any future period will be determined in a manner consistent with that of BIPC. Similar to how BIP and BIPC are currently managed, BIP Inc. will be externally managed by the Service Providers pursuant to the Master Services Agreement. BIP Inc. will not have a compensation committee as compensation will continue to be determined by Brookfield. See “The Transaction—Material Agreements” for more information on the Master Services Agreement..

For a discussion of executive compensation matters as they will relate to BIP Inc. upon completion of the Transaction, see “Report on Executive Compensation” in the BIPC 2026 Annual Management Information Circular, which is incorporated by reference in this Circular.

Board Committees

Following completion of the Transaction, BIP Inc. will have the following two standing committees of the board, which will assist in the effective functioning of the BIP Inc. Board and help ensure that the views of independent directors are effectively represented:

The responsibilities of these committees will be set out in written charters, which will be reviewed and approved annually by the BIP Inc. Board. Special committees may be formed from time to time as required to review particular matters or transactions.

While the BIP Inc. Board will retain overall responsibility for corporate governance matters, each standing committee will have specific responsibilities for certain aspects of corporate governance in addition to its other responsibilities, as described below.

Audit Committee

Following completion of the Transaction, the BIP Inc. Board will be required to establish and maintain at all times an audit committee that operates pursuant to a written charter. The audit committee will be required to consist solely of independent directors and each member must be financially literate and there will be at least one member designated as an audit committee financial expert. The audit committee will be responsible for assisting and advising the BIP Inc. Board with matters relating to:

The audit committee will also be responsible for engaging BIP Inc.’s independent auditor, reviewing the plans and results of each audit engagement with BIP Inc.’s independent auditor, approving audit and non-audit services provided by BIP Inc.’s independent auditors, considering fees charged by BIP Inc.’s independent auditors and reviewing the adequacy of BIP Inc.’s internal accounting controls.

The BIP Inc. Board will adopt a written policy on auditor independence (the “pre-approval policy”). Under the pre-approval policy, except in very limited circumstances, all audit and permitted non-audit services will be required to be pre-approved by the audit committee. The pre-approval policy will prohibit the auditors from providing the following types of non-audit services:

The pre-approval policy will permit the auditors to provide other types of non-audit services, but only if approved in advance by the audit committee, subject to limited exceptions. The pre-approval policy will also address issues relating to the disclosure of fees paid to the auditors.

BIP Inc.’s audit committee will consist solely of independent directors, each of whom are persons determined by BIP Inc. to be financially literate within the meaning of National Instrument 52-110 – Audit Committees. Each of the audit committee members will have the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably be expected to be raised by BIP Inc.’s financial statements.

Nominating and Governance Committee

Following completion of the Transaction, the BIP Inc. Board will be required to establish and maintain at all times a nominating and governance committee that operates pursuant to a written charter. The nominating and governance committee will be required to consist of a majority of independent directors.

The nominating and governance committee will approve a conflicts management policy which addresses the approval and other requirements for transactions in which there is a greater potential for a conflict of interest to arise. The nominating and governance committee may be required to approve any such transactions.

The nominating and governance committee will be responsible for approving the appointment by the sitting directors of a person to the office of director and for recommending a slate of nominees for election as directors by BIP Inc.’s shareholders. The nominating and governance committee will also be responsible for assisting and advising the BIP Inc. Board with respect to matters relating to the general operation of the board, the governance of BIP Inc. and the performance of its board and individual directors. The nominating and governance committee will also be responsible for reviewing and making recommendations to the BIP Inc. Board concerning the remuneration of directors and committee members and supervising any changes in the fees to be paid pursuant to the Master Services Agreement.

As it is expected that, upon completion of the Transaction, the Brookfield Holders will hold approximately 63.2% of the votes to elect the directors of BIP Inc. (approximately 65.7% if the Share Exchange does not occur), the directors will consult with Brookfield to identify and assess the credentials of appropriate individuals with the skills, knowledge, experience and talents needed to act as an independent member of the BIP Inc. Board, including the need for the BIP Inc. Board as a whole to have diverse perspectives. Brookfield maintains an “evergreen” list of potential independent board members to ensure that outstanding candidates with the needed skills can be quickly identified to fill planned or unplanned vacancies. Candidates from that list and any other candidates familiar to Brookfield or BIP Inc. will be assessed to ensure the BIP Inc. Board has the appropriate mix of talent, quality, skills and other requirements necessary to promote sound governance and board effectiveness. Individuals who meet those requirements will be recommended by Brookfield to the nominating and governance committee for its review as potential candidates for nomination to the BIP Inc. Board. The nominating and governance committee will also recommend to the BIP Inc. Board the appointment of an independent director as the lead independent director where the Chair of the BIP Inc. Board is not independent.

Auditors, Transfer Agent and Registrar

Deloitte LLP is the auditor of BIP Inc.

The transfer agent and registrar for the BIP Inc. Class A Shares will be Computershare Trust Company of Canada, at its principal office in Toronto, Ontario, Canada (the “Transfer Agent”).

INFORMATION CONCERNING BIP

Overview

BIP is a Bermuda exempted limited partnership that was formed and registered on May 21, 2007 under the provisions of the Bermuda Exempted Partnership Act of 1992 and the Bermuda Limited Partnership Act. BIP’s registered office is 91 Front Street, 1st Floor, Hamilton HM 12, Bermuda, and its telephone number at this address is +1-441-294-3309. BIP was spun-off from Brookfield on January 31, 2008. The BIP units are listed on the NYSE under the symbol “BIP” and on the TSX under the symbol “BIP.UN”.

BIP owns and operates high quality, essential, long-life assets in the utilities, transport, midstream and data sectors across the Americas, Asia-Pacific and Europe. BIP focuses on assets that have contracted and regulated revenues that generate predictable and stable cash flows.

BIP’s mission is to own and operate a globally diversified portfolio of high quality infrastructure assets that will generate sustainable and growing distributions over the long-term for BIP’s Unitholders. To accomplish this objective, BIP seeks to leverage its operating segments to acquire infrastructure assets and actively manage them to extract additional value following its initial investment. As the businesses mature and cash flows have been de-risked, BIP seeks to recycle capital and re-invest in assets that are expected to generate higher returns. An integral part of BIP’s strategy is to participate along with institutional investors in Brookfield-sponsored infrastructure funds that target acquisitions that suit its profile. BIP focuses on investments in which Brookfield has sufficient influence or control to deploy an operations-oriented approach.

BIP targets a total return of 12% to 15%+ per annum on the infrastructure assets that it owns, measured over the long-term. BIP intends to generate this return from the in-place cash flows of its operations as well as growth through investments in upgrades and expansions of its asset base, as well as acquisitions. BIP determines its distributions to Unitholders based primarily on an assessment of its operating performance.

The partnership interests of BIP consist of BIP GP units, BIP units, BIP Preferred Units and any additional partnership interests representing limited partnership interests that BIP may issue in the future. The BIP units are non-voting limited partnership interests in BIP. Holders of BIP units or BIP Preferred Units are not entitled to the withdrawal or return of capital contributions in respect of the BIP units or BIP Preferred Units, except to the extent, if any, that distributions are made to such holders pursuant to the BIP Limited Partnership Agreement or upon the liquidation of BIP as described in the BIP Annual Report or as otherwise required by applicable law. Except to the extent expressly provided in the BIP Limited Partnership Agreement, a holder of BIP units or BIP Preferred Units does not have priority over any other holder of BIP units or BIP Preferred Units, respectively, either as to the return of capital contributions or as to profits, losses or distributions. Unless otherwise determined by the BIP General Partner, holders of BIP units and BIP Preferred Units are not granted any pre-emptive or other similar right to acquire additional interests in BIP. In addition, holders of BIP units and BIP Preferred Units do not have any right to have their BIP units or BIP Preferred Units redeemed by BIP.

For a more detailed description of the BIP units, BIP GP units and BIP Preferred Units, please refer to the BIP Annual Report, as updated by BIP’s subsequent filings with securities regulatory authorities in Canada that are incorporated by reference in this Circular.

Price Range and Trading Volume

The following table sets forth the price range, calculated using intraday high and low prices, and trading volume of the BIP units as reported by the TSX, being the market on which the BIP units are principally traded, for the calendar periods indicated:

The following table sets forth the price range, calculated using intraday high and low prices, and trading volume of the BIP units as reported by NYSE for the calendar periods indicated:

On July 21, 2026 the last trading day preceding the announcement of the Arrangement Agreement, the closing price of the BIP units was C$55.75 per BIP unit on the TSX and $39.57 per BIP unit on the NYSE. On April 28, 2026, the last trading day preceding the first announcement by BIP of its intention to pursue to the Transaction, the closing price of the BIP units was C$48.39 per BIP unit on the TSX and $35.36 per BIP unit on the NYSE. Unitholders are urged to obtain current market quotations for the BIP units.

Distribution Policy

BIP’s distributions are underpinned by stable, highly regulated and contracted cash flows generated from operations. BIP’s objective is to pay a distribution that is sustainable on a long-term basis and has set its target payout ratio at 60-70% of BIP’s FFO.

The BIP General Partner approved a 6% year-over-year increase in BIP’s quarterly distribution to $0.455 per BIP unit (or $1.82 per BIP unit annualized), starting with the distribution paid in March 2026. This increase reflects the forecasted contribution from the partnership’s recently commissioned capital projects, as well as, the expected cash yield on acquisitions that BIP closed in the past year. BIP targets 5% to 9% annual distribution increase in light of growth it foresees in its operations. The BIP General Partner may declare dividends at its discretion. BIP is not required to make such distributions and no assurance can be given that BIP will make such distributions as intended.

During the past two years, BIP has paid the following distribution amounts for the quarter indicated. BIP currently plans to continue paying distributions on a quarterly basis.

Information Concerning BIP Post-Transaction

Pursuant to the Transaction, BIP Inc. will acquire all of the issued and outstanding BIP units and the BIP General Partner Shares and BIP will become a controlled subsidiary of BIP Inc. The BIP units will be delisted from the TSX and the NYSE. The BIP Preferred Units and BILP Preferred Units will continue to be listed on the TSX and NYSE, as applicable, and remain entitled to the same distributions and other preferences and privileges that they currently have.

Documents Incorporated by Reference

The following documents of BIP, which have been filed with the securities regulatory authorities in Canada and, as applicable, filed with, or furnished to, the SEC, are incorporated by reference in, and form an integral part of, this Circular:

Any documents of BIP of the type described in Section 11.1 of Form 44-101F1 – Short Form Prospectus (each as defined in NI 41-101) filed by BIP with the securities regulatory authorities in Canada after the date of this Circular will be deemed to be incorporated by reference in this Circular. Copies of the documents incorporated herein by reference may be obtained on request without charge from the office of BIP’s Corporate Secretary at 91 Front Street, 1st Floor, Hamilton, HM 12, Bermuda, 1-416-956-5129 (toll free in North America at 1-866-989-0311), and are also available electronically on BIP’s SEDAR+ profile at www.sedarplus.ca and BIP’s EDGAR profile at www.sec.gov. Any statement contained in this Circular or in a document incorporated or deemed to be incorporated by reference in this Circular will be deemed to be modified or superseded for the purposes of this Circular to the extent that a statement contained in this Circular or in any other subsequently filed document that also is or is deemed to be incorporated by reference in this Circular modifies or supersedes that statement. The modifying or superseding statement need not state that it has modified or superseded a prior statement or includes any other information set forth in the document that it modifies or supersedes. The making of a modifying or superseding statement will not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation, an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in light of the circumstances in which it was made. Any statement so modified or superseded will not be deemed, except as so modified or superseded, to constitute a part of this Circular.

INFORMATION CONCERNING BIPC

Overview

BIPC was incorporated under the Business Corporations Act (British Columbia) on October 3, 2024. BIPC’s head office is located at 250 Vesey Street, 15th Floor, New York NY 10281 and the registered office is located at 1055 West Georgia Street, Suite 1500, P.O Box 11117, Vancouver, British Columbia V6E 4N7. The BIPC exchangeable shares are listed on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “BIPC”.

BIPC serves as an alternative investment vehicle for investors in BIP who prefer owning infrastructure operations through a corporate structure. BIPC owns and operates high-quality, long-life assets that generate stable cash flows, require relatively minimal maintenance capital expenditures and, by virtue of barriers to entry or other characteristics, tend to appreciate in value over time. BIPC’s operations consisted principally of the ownership and operation of regulated gas transmission systems in Brazil, regulated distribution operations in the U.K. and a global intermodal logistics operations. Upon Brookfield’s recommendation and allocation of opportunities to BIPC, BIPC intends to seek acquisition opportunities in other sectors with similar attributes and in which BIPC can deploy its operations-oriented approach to create value.

While BIPC’s current operations are predominantly located in the U.K. and Brazil, BIPC Shareholders have exposure to eight markets across utilities, transport, midstream, and data operating segments by virtue of the exchange feature of BIPC’s exchangeable shares.

BIPC’s authorized share capital consists of (i) an unlimited number of BIPC exchangeable shares; and (ii) an unlimited number of BIPC class B shares. The BIPC exchangeable shares are structured with the intention of being economically equivalent to the BIP units. BIPC believes economic equivalence is achieved through identical dividends and distributions on the BIPC exchangeable shares and the BIP units and each BIPC exchangeable share being exchangeable at the option of the holder for one BIP unit at any time. Given the economic equivalence, BIPC expects that the market price of the BIPC exchangeable shares will be significantly impacted by the market price of the BIP units and the combined business performance of BIPC and Brookfield Infrastructure as a whole.

Holders of BIPC exchangeable shares are entitled to receive dividends as and when declared by the BIPC Board subject to the special rights of the holders of any shares ranking senior to the BIPC exchangeable shares with respect to priority in payment of dividends. Dividends on each BIPC exchangeable share are expected to be declared and paid at the same time and in the same amount per share as distributions on each BIP unit.

Holders of BIPC exchangeable shares have the right to exchange all or a portion of their BIPC exchangeable shares for one BIP unit per BIPC exchangeable share held (subject to adjustment in the event of certain dilutive or other capital events by BIPC or BIP) or its cash equivalent plus all unpaid accrued dividends, if any (the form of payment to be determined at the sole election of our group). BIP may elect to satisfy BIPC’s exchange obligation by acquiring all of the tendered BIPC exchangeable shares in exchange for one BIP unit per BIPC exchangeable share held (subject to adjustment in the event of certain dilutive or other capital events by BIPC or BIP) or its cash equivalent plus all unpaid accrued dividends (the form of payment to be determined at the sole election of our group).

For a more detailed description of the BIPC exchangeable shares and BIPC class B shares, please refer to the BIPC Annual Report, as updated by BIPC’s subsequent filings with securities regulatory authorities in Canada that are incorporated by reference in this Circular.

Price Range and Trading Volume

The following table sets forth the price range, calculated using intraday high and low prices, and trading volume of the BIPC exchangeable shares as reported by the TSX, being the market on which the BIPC exchangeable shares are principally traded, for the calendar periods indicated:

The following table sets forth the price range, calculated using intraday high and low prices, and trading volume of the BIPC exchangeable shares as reported by NYSE for the calendar periods indicated:

On July 21, 2026 the last trading day preceding the announcement of the Arrangement Agreement, the closing price of the BIPC exchangeable shares was C$57.81 per BIPC exchangeable share on the TSX and $40.99 per BIPC exchangeable share on the NYSE. On April 28, 2026, the last trading day preceding the first announcement by BIPC of its intention to pursue to the Transaction, the closing price of the BIPC exchangeable shares was C$54.48 per BIPC exchangeable share on the TSX and $39.78 per BIPC exchangeable share on the NYSE. BIPC Shareholders are urged to obtain current market quotations for the BIPC exchangeable shares.

Dividend Policy

To provide BIPC Shareholders with an economic return equivalent to that of Unitholders, BIPC targets to pay dividends per BIPC exchangeable share that are identical to the distributions on each BIP unit.

The declaration and payment of cash dividends on the BIPC exchangeable shares is at the discretion of the BIPC Board. BIPC is not required to make such dividends and no assurance can be given that BIPC will pay such dividends as intended.

During the past two years, BIPC has paid the following dividend amounts on the BIPC exchangeable shares for the quarter indicated. BIPC currently plans to continue paying dividends on a quarterly basis.

Information Concerning BIPC Post-Transaction

If the BIPC Transaction Resolution is approved by the BIPC Shareholders (and all other conditions precedent to the Transaction are satisfied or waived), BIP Inc. will acquire control of Brookfield Infrastructure, and therefore BIPC will become a controlled subsidiary of BIP Inc. Pursuant to the Share Exchange, BIP Inc. will acquire all of the issued and outstanding BIPC exchangeable shares. The BIPC exchangeable shares will be delisted from the TSX and the NYSE and BIPC will cease to be a reporting issuer and will be deregistered under the U.S. Exchange Act.

If the BIP Transaction Resolutions are approved by the Unitholders (and all other conditions precedent to the Transaction are satisfied or waived) but the BIPC Transaction Resolution is not approved by BIPC Shareholders, the Transaction will be completed except that the Share Exchange will not occur. In this scenario, BIP and BIPC will still become subsidiaries of BIP Inc., except that all holders of BIPC exchangeable shares will retain their existing securities and the BIPC exchangeable shares will remain listed on the TSX and NYSE and continue to trade under the symbol “BIPC”. Following the completion of the Transaction, BIP Inc. will be the successor to BIP and the BIP Inc. Class A Shares will represent the equity interests of BIP (or the successor to BIP) for which the BIP units have been exchanged for purposes of the articles of BIPC and related agreements. As a result, each BIPC exchangeable share

will be entitled to receive identical dividends to the dividends paid on each BIP Inc. Class A Share and will be exchangeable at the option of the holder for one BIP Inc. Class A Share (subject to adjustment to reflect certain capital events) or its cash equivalent (the form of payment to be determined at the election of our group). Further, BIP Inc. will retain the rights BIP has today under the BIPC articles to require BIPC Shareholders to exchange their BIPC exchangeable shares under certain circumstances, including if BIPC provides written notice to BIPC Shareholders to redeem all of the then outstanding BIPC exchangeable shares or upon any liquidation, dissolution or winding up of BIPC or BIP Inc.

Documents Incorporated by Reference

The following documents of BIPC, which have been filed with the securities regulatory authorities in Canada and filed with, or furnished to, the SEC, are incorporated by reference in, and form an integral part of, this Circular:

Any documents of BIPC of the type described in Section 11.1 of Form 44-101F1 – Short Form Prospectus and any template version of marketing materials (each as defined in NI 41-101) filed by BIPC with the securities regulatory authorities in Canada after the date of this Circular will be deemed to be incorporated by reference in this Circular. Copies of the documents incorporated herein by reference may be obtained on request without charge from the office of BIP’s Corporate Secretary at 91 Front Street, 1st Floor, Hamilton, HM 12, Bermuda, 1-416-956-5129 (toll free in North America at 1-866-989-0311), and are also available electronically on BIPC’s SEDAR+ profile at www.sedarplus.ca and BIPC’s EDGAR profile at www.sec.gov. Any statement contained in this Circular or in a document incorporated or deemed to be incorporated by reference in this Circular will be deemed to be modified or superseded for the purposes of this Circular to the extent that a statement contained in this Circular or in any other subsequently filed document that also is or is deemed to be incorporated by reference in this Circular modifies or supersedes that statement. The modifying or superseding statement need not state that it has modified or superseded a prior statement or includes any other information set forth in the document that it modifies or supersedes. The making of a modifying or superseding statement will not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation, an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in light of the circumstances in which it was made. Any statement so modified or superseded will not be deemed, except as so modified or superseded, to constitute a part of this Circular.

COMPARISON OF RIGHTS OF SECURITYHOLDERS

BIP Inc. is a corporation existing under British Columbia law. BIP is an exempted limited partnership existing under Bermuda law. BIPC is a corporation existing under British Columbia law. The rights of holders of BIP Inc. Class A Shares will be governed by the BCBCA and BIP Inc.’s articles. The rights of Unitholders are governed by the BIP Limited Partnership Agreement and certain provisions of Bermuda law. The rights of BIPC Shareholders are governed by the BCBCA and BIPC’s articles.

The following comparison is a summary of certain material differences between the rights of holders of BIP Inc. Class A Shares, Unitholders and BIPC Shareholders under the governing documents of BIP Inc., BIP and BIPC and the applicable laws noted above. The following summary is qualified in its entirety by reference to the relevant provisions of (i) the BCBCA, (ii) the Bermuda Limited Partnership Act 1883, the Bermuda Exempted Partnerships Act 1992 and the Bermuda Partnership Act 1902, (iii) the BIP Limited Partnership Agreement as amended from time to time, (iv) the bye-laws of BIP General Partner and (v) BIPC’s articles.

This section does not include a complete description of all the differences between the rights of holders of BIP Inc. Class A Shares, Unitholders and BIPC Shareholders, nor does it include a complete description of the rights of such holders. Furthermore, the identification of some of the differences in the rights of such holders is not intended to indicate that other differences that may be equally important do not exist. See “Information Concerning BIP Inc.”, “Information Concerning BIP” and “Information Concerning BIPC”.