MEMORANDUM OF ASSOCIATION OF SEWAGE AND INFRASTRUCTURAL DEVELOPMENT CORPORATION LIMITED

THE COMPANIES ACT, 1956COMPANY LIMITED BY SHARESMEMORANDUM OF ASSOCIATION OF SEWAGE AND INFRASTRUCTURAL DEVELOPMENT CORPORATION LIMITED

I. The Name of the Company is SEWAGE AND INFRASTRUCTURAL DEVELOPMENT CORPORATION LIMITED.

II. The Registered Office of the Company will be situated in the State of Goa. III. The objects for which the Company is established are:-

(A) THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION:-

1. To undertake infrastructure of Development works and in particular treatment and disposal of sewage and setting up of underground drainage systems and to conceive, plan, survey, design, study and evaluate all steps, process, techniques and methods, construct, erect and lay down any buildings, engines, pumps, sewers, tanks, drains, culverts, channels, sewage treatment plant or other work required for any of the above purpose and to acquire, buy, lease, hire, exchange or otherwise deal in all kinds of properties including private and Government properties for any of the above purpose.

2. To conceive, plan, survey, design, study and evaluate all steps, process, techniques and methods for setting up of all types of infrastructure Projects, information and Technology projects, facilities of works and to finance, build, construct, install, erect, undertake, lay down commission, establish, own, operate, manage,control and administer, lease, transfer all Infrastructure and Information and Technology. Projects including Industrial/Agricultural Parks, Gardens, Roads, Bridges, Fly-overs,, Highways, Roadways, Structures and facilities, Rail-roads, Railway Stations, Platforms, Railway Yards, Rail Tracks Buildings, Wells, Water Courses, Dams, Canals, Reservoirs, Urban Rural Water Supply System, Airstrips, Airports, Seaports, Berths, Jetties, Quays, Docks and Marine Structures of all types, Rapid Transport and Telecommunication Systems of all types, Transportation Systems, Irrigation Projects, Water-ways, Water supply Schemes including distribution systems, Chemical Plants, Fertilizer Plants, Distillery Plants, LPG and all types of Petroleum Products, various types of Pumping Stations, Light Rail Transport Systems for cities, Mass Housing Projects, Industrial Plants of all types, Industrial and Technology Parks and civil projects, Environmental based projects and Exploration projects, On-shore/off-share projects, Airport facilities and other Educational or Vocational Institutions, Public halls, Museums, Libraries, Garages, Hospitals, Health Centers, Community Centers, Hotels, Holiday Homes and or Beach Resorts and to render all services in connection thereto as Planers, Designers, Consultants, Constructors, Builders, Developers, Architects, Engineers, Storage Services, Erectors, Installers, Commissioning Agents, Management Consultants and to act and to carry on the business as Manufacturers, Suppliers, Dealers, Representatives, Stockiest, Dealers, Assigners of Patent and Trade Marks, Franchisers, Distributors of all types of plants, Machinery, Equipments, Tools, Raw Materials, Intermediaries and other related products and consumables in connection with the aforesaid activities, Industries and Projects.

(B) OBJECTS INCIDENTAL OR ANCILLARY TO THE ATTAINMENT OF THE MAIN OBJECTS:

3. To enter into any Contract, Agreements, Memorandum of Understanding, Joint Ventures, Arrangements or such other mode of Contracts with Government of India, State Governments, Foreign Governments, Municipal, Local Authorities, Bodies Corporate, Persons or such of other Authorities, whether in India or elsewhere as the Company may deem fit on the basis of Build-Own-Lease-Transfer (Bolt), Build-Own-Operate-Transfer (BOOT), Build-Own-Operate (B00) or such other methods for the purposes of carrying out the objects of the Company.

4. To establish companies and association for the persecution or execution of undertaking works, projects, or enterprises of any description, whether of a private or a public character and, to apply for and become members of any company, association, society or body corporate having any objects similar to or identical with those of the Company, or likely directly or indirectly to promote the interest of the Company.

5. To guarantee the payment of money secured by or payable under or in respect of bonds, debentures, obligations and other securities of any company or of any authority supreme municipal, local or otherwise or any person whomsoever, whether incorporated or not incorporated.

6. To borrow, receive moneys on deposit, loan or otherwise either secured or -otherwise by mortgage, charge, hypothecation of the property, assets of the Company including its uncalled capital and to place moneys on deposit, loan or otherwise from or. with any person, firm or body corporate upon such terms as the company may approve subject to Section 58-A of the Companies Act, 1956 and Rules framed there under and the Reserve Bank of India directives as applicable from time to time.

7. To encourage, promote- and reward studies, researches, investigations and to conduct schools, training centers, examinations lectures, symposiums and debates as may be considered likely to assist any of the business which the company is authorized to carry on.

8. To select the right type of administrative and technical personnel and to advice on all problems arising out of employment and non-employment or increasing the efficiency of labour, increasing productivity and an economy in labour costs.

9. To manage or help in managing any new project and/or existing project of any Company, corporation, body corporate in which the company has interest to advise any company, corporation, body corporate, industries, firms, association or any person with regard to its or their financial and/or industrial and/or economic planning and/or working including capital structures, sources of long term finance, sources of short term finance, sources of short term capital.

10.To give/or procure services of expert engineers for plant maintenance, repairs, alterations and additions to plant including the service of Engineering Department.

11.To collect, compile and publish statistics useful to industry and/or business in regard to import, export, installed plant capacity and to conduct market research with a. view to survey prospects for any proposed venture.

12.To enter into and/or procure any arrangement with person, firm or company in/or outside India for obtaining or supply of technical knowhow and/or technical services within India or outside India including the benefit of existing techniques, benefit of technical research, training of technical personnel abroad, selection and purchase of plant and negotiating the terms for payment and specifications to the plant and lay-out of the plant and all other services.

13.To let on lease or hire-purchase system land or otherwise dispose off any property belonging to the Company, and to finance purchase of any article or articles, whether made by the company or not by way of loans or by the purchase of any such article or articles, and the letting thereof on the hire purchase system or otherwise, howsoever.

14.To sell, mortgage, exchange, lease grant licenses, easements and other rights over, improve, manage, develop and turn to account and in any other manner deal with or dispose of the undertaking, investment, property assets, rights and effects of the company or any part thereof for such consideration as may be thought fit, including any stocks, shares or securities, of any other company, whether partly or fully paid up.

15.To purchase or otherwise acquire and undertake the whole or any part of, or any interest in the business goodwill, property, , contracts, agreements, rights, privileges, effects and liabilities, of any other company, corporation partnership, body person or persons carrying on, or having ceased to carry on, any business which the company is authorized to carry on or possessing property suitable for the purposes of the company and upon such terms and subject to such stipulations and conditions and at or for such price or consideration in money, shares, money’s worth, or otherwise as may be deemed advisable.

16.To amalgamate, enter into partnership or into any agreement for sharing profits or losses, union of interest, joint adventure or reciprocal concession, or subject to MRTP Act for limiting competition with any person or company carrying on or engaged in any business or transaction with the company is authorized to carry on in conjunction therewith or which is capable of being conducted so as directly or indirectly to benefit the company and to give or accept by way of consideration for any of .the acts or things aforesaid or securities that may be agreed upon and to hold and retain or sell, mortgage and with any shares, debentures; stock or securities so received.

17.To enter into any agreement with any Government or authorities, municipal, local or otherwise, that may seem conducive to the Company’s objects or any of them; and to obtain from any such Government or authority and rights, privileges and concessions which the company may think desirable to obtain; and to carry out execute and comply with any such arrangements and the terms and conditions upon which any such right, privileges and concessions have been obtained.

18.To apply for and promote and Act of any legislature, or order or other legislative or legal sanction either in India or anywhere else in the world; and to take all necessary and proper steps in parliament or with the authorities, national, local municipal or otherwise, or any place in which the company may have interest and to carry on any negotiations or operations for enabling the company to carry on any of its objects into effect for. effecting any modification of the company’s constitution or for any purposes deemed beneficial to the company or likely directly or indirectly to promote steps taken by any authority, company, firm or person which may be considered likely directly or indirectly, to prejudice the interests of the company or its members.

19.To apply, purchase, or otherwise acquire, and protect and renew in any part of the works any patents, patent, rights, brevet d’invention trade marks, designs, formulas, copyrights, licenses, concessions and the like, conferring any exclusive or non-exclusive or limited rights to their use or any secret or other information as to any invention which may seem capable of being used for any of the purpose of the company or the acquisition of which may seem and to use, exercise, develop, grant licenses in experimenting upon, testing or improving any such patents inventions or rights.

20.To sell any patents, rights or privileges belonging to the company or which may be acquired by it, or any interest in the same, and to grant licences for the use and practice or the same or any of them, and to let or allow to be used or otherwise deal with any inventions, patents, or privileges in which the company may be interested and to do all such acts and things as may be deemed expedients for turning to account any inventions, patents and privileges in which the company may be interested.

21.Subject to the provision of Section 293A of the Companies Act 1956, to make the donations to any person, company or association and to subscribe or guarantee money for • any national, international, charitable, benevolent, educational, public objects, activity, exhibition or trade show, for any purpose whatsoever which may be or appear to be conducive directly or indirectly to the furtherance of the objects of the company or the interests of its members.

22.To establish and support or aid in the establishment and support of association, institutions, funds, trusts, private or public, vested, discretionary or of any other kind and convenience for the benefit of the employees or ex-employees, shareholders, ex-shareholders, director, ex-director, of the company or that predecessors in business or for. persons having dealings with the company or the dependents, relatives or connections, of such persons and to grants pensions allowances, gratuities and bonuses either by way of annual payments or. a. lump sum. and to make payments towards insurance and to form and contribute to provident and benefit fund for such persons.

23.To provide for the welfare of shareholders, ex-shareholders, directors, and ex-directors and employees or ex-employees of the company and to wives, widows and families or the dependents or connections of such persons by building or contributing to the building of houses, dwelling of chawls or by grants or money, pension allowances, bonus or other payment or by creating and from time to time subscribing or contributing to provident and other funds or trusts, and by providing or subscribing or contributing towards places of recreation, hospitals, dispensaries and other attendance as the company shall think fit and to subscribe contribute or otherwise assist or grant money to charitable (whether private or public) discretionary (vested or specific)- benevolent by the company, either by reasons of locality of operation or by virtue of general public utility or otherwise.

24.To refer or agree to refer any claims, demands, dispute, or a’ question by or against the company, or in which the company is interested or concerned and whether between the company and the members of his or their representatives or between the company and the third parties to arbitrate in India or at any place outside India and to observe and perform awards; made thereon and to do all acts, deeds matters, things necessary or expedient to carry out or enforce the awards.

25.To pay  out the funds of the company- all expenses which the company may lawfully pay with respect to the promotion formation and registration of the company or the issued of its capital including brokerage and commission for obtaining applications for or taking, placing or underwriting or procuring the underwriting of shares, debentures or other securities of the company.

26.To pay all expenses of and incidental to or connected with the formation and registration of the company and carrying on any of its objects into effect and to make all proper payments and allowances in relation thereto, and adopt all acts and preliminary arrangements (including the execution or preliminary agreements) in reference to the same.

27.To pay for any rights or property acquired by the Company, to remunerate any person or company for services rendered or to be rendered in placing of or assisting to place or guaranteeing the placing of shares in the company’s capital or any debenture stock, or other securities of the company, or in or about the formation or promotion of the company or the acquisition of property by the company or the conduct of its business or otherwise for any of the purpose of the company, whether by cash payment or by the allotment of shares, debentures or other securities of the company, credited as paid up in full or in part or otherwise.

28.To draw, make, accept, endorse, discount and issue bill of exchange, promissory notes, bills of lading, warrants, debentures and other negotiable or transferable instruments of securities.

29. To sell, improve, manage, develop, exchange, lease, mortgage, dispose off, turn to account, or otherwise deal with all our part of the property and rights of the company for the time being.

30. To vest any movable or immovable property rights or interest acquired belonging to the “company in any person or company on behalf of or for the benefit of the company and with or without any declared trust in favour of the company.

31.To undertake, and carry on and execute all kinds of financial commercial and other operation which may be capable of being conveniently carried on in connection with any of the objects, or calculated directly or indirectly to enhance the value of realization of or render profitable any of the company’s property or rights.

32.Subject to the provisions of Section 511 of the Companies Act, 1956 to distribute among the members either at the time of redemption or reduction of capital or otherwise in specie any property of the company, or any proceeds of sale or disposal of any property of the company so that no distribution amounting to a reduction of capital be made except with the sanction if any, for the time being required by law.

33.To insure the whole or any part of the property of the company either fully or partially to protect and indemnify the company from liability or loss in any respect either fully or partially and also to insure, and to protect and indemnify any part or portion thereof either on mutual principle or otherwise.

34.To carry out in any part of the world all or any part of the Company’s objects as principals, agents or otherwise and either alone or in conjunction with any other person, firm, association, corporate body, municipality, province, state, body politic or government or colony dependent thereof.

35.To establish branches or agencies, whether by means of local boards or otherwise, anywhere in India or elsewhere at any place, or places throughout the world, for the purpose of enabling the company to carry on its business more efficiently and to discontinue and reconstitute any such branches or agencies.

36.To procure the incorporation, registration or other recognition of the Company in any -foreign state or place, and to make all deposits of .money or securities, and do all the things necessary for compliance with the laws or regulations of India or of any foreign, colonial, municipal or other Government in place where the company may be desirous of transacting its business.

37.To establish; provide, maintain and conduct or otherwise subsidies research laboratories, experimental stations, workshops and libraries for scientific; industrial and technical research surveys,investigations and inventions, both scientific and technical by providing, subsidizing, endowing or assisting laboratories, colleges, holding lectures, meetings, exhibitions, and conferences and by providing for the remuneration to scientific and technical -professors or teachers and by award of scholarships, grants, and prizes to students, research workers and inventors or otherwise and generally to encourage, promote and reward studies, investigations, experiments, tests and inventions of any kind that may be a consideration which the company is carrying on or authorized to carry on.

(C) OTHER OBJECTS OF THE COMPANY NOT INCLUDED IN (A) AND (B) ABOVE:

38.To carry on the business of investment company and for that purpose to acquire, hold, buy, sell and deal either in the name of the company or in that of any nominee shares, stocks, debentures, debenture-stock, bonds, obligations and securities issued or guaranteed by any government, sovereign ruler, commissioner, public body or authority, supreme, deponent, municipal, local or otherwise in any part of the world.

39.To acquire, buy, sell, deal in any shares, stocks, debentures, debenture-stock, bonds, notes, obligations or securities by original subscriptions, contracts, tenders, purchases, exchanges, undertakings, participation, in syndicates or otherwise and whether or not fully paid acid to subscribe for the same subject to such terms and conditions as may be thought fit.

40.To carry on business as wharfingers, ships, barges and proprietors, tug proprietors, warehouse owners, safe depository proprietors, storage contractors, warehouse men, light house, stevedores, dock and wharf owners, carriers, carting contractors and agents, packers, railway shipping, clearing and/or forwarding agents, insurance agents, coach and lorry proprietors, garage proprietors, general storekeepers and auctioneers.

41.To buy, sell, manufacture, and deal in mineral plants, machinery, implements, convenience, provisions and things capable of being use in connection with metallurgical operations or required by workmen and other employed by the company.

42.To carry on the business as importers, exporters, buyers, and sellers of and merchants and dealers in, and manufacturers of, merchandise goods.

43.To act as stockiest, distributors, commission agents or agents, selling and purchasing agents, distributors, brokers, trustees, attorneys and managers, administrators, registrars and transfer agents for any other company, firm, corporation or persons.

44. To buy, sell, import and export, manufacture, fabricate, repair, convert, alter, let on hire and deal in plant, machinery, implements, tools, instruments, accessories and equipment of whatsoever description and material, and rolling stock, locomotives, wagons, carriages, boilers, turbines, engines, ball and roller bearing, telephone apparatus dynamos, motor lamps, motors, batteries, pump, accumulators, transformers, compressors, cylinders, laboratory equipment and other apparatus and other metal goods and generally as machinists, refiners, spinners, turners, polishers, metal workers, decanters and sinkers, oxidizers, enamellers, galvanisers, japanners, annealers, platers and painters.

45. To carry on the business of consulting engineers, mechanical engineers, marine engineers, electrical engineers, oil/fuel engineers, mining and metallurgical engineers and engineering of every type and description.

46. To carry on the business of manufacturing, acquiring, selling, distributing or otherwise dealing in plastics, plasticides,  P.V.C. resins, articles treated by resin or resin resolutions, cellulose and celluloid substances, synthetic products and substances and their products and compounds of any description and kind.

47. To carry on either in connection with the aforesaid business or as distinct and separate business the trades or business of:

a) General metal founders, casters, spinners, rollers and workers in metal and their alloys including aluminium and sodium and their alloys, and metallic combination of all kinds.

b) Electrical or mechanical engineers.

c) Metal and mineral merchants.

d) Carriers, merchants and constructors,

e) Iron masters, steel converts, colliery and mine proprietors, coke manufacturers, refiners, tin plates makers, iron founders, fabricators and erectors in all their respective branches.

f)Boilers, makers, milrights, machinists, and smith in all their respective branches.

g) Chemicals, in all their different branches, manners and distillers,

h) Glass and ceramic in all their different branches.

i) Manufacturers of machinery, tool makers, brass founders, metal workers, wood-workers, and to buy sell, manufacture, repair, convert, alter, let on hire and deal in machinery, implements, rolling stock and hardware of all kinds.

j) Metallurgists and chemists.

k) Manufacturing and dealing in all kinds of industrial and other preparations and articles and compounds.

1) Dye-making, paints, including oil paints, pigments and varnishes.

m) Electrical, photographical and scientific apparatuses and materials.

n) Electric power, and supply company in all its branches and in particular to construct, lay down, establish, fix and carry out all necessary power stations, cables, wires;_ lines, accumulator, lamps and works and to generate acquire by purchase in bulk, accumulate, distribute and supply by sales, exchange or otherwise electricity and to light cities, town, streets and building and places, both public and private.

o) Electricians, mechanical engineers, suppliers of electricity for the purpose of light, heat motive power or otherwise and manufacture of  and dealers in all kinds of electrical Machinery apparatus and things required for or capable of being used in connection with the generation, distribution, supply accumulation and employment of electricity, galvanism, magnetism or otherwise.

p) Quarry master and stone merchants and to buy, sell, get, work, shape, hew, polish, carve, crush and prepare for market or sue stone of all kinds.

q) Roads and pavement makers and repairers and manufactures and dealers in lime, cement, mortar, concrete, and building materials of all kinds and as builders and contractors for the execution of works and buildings, of all kinds in the construction of which stone is required.

48.To carry on the business of agricultural farming, experimenting in promoting and encouraging to manufacture the products of various types of agricultural and allied products, livestock breeding, poultry and dairy farming allied dairy products, manufacturing and processing of milk and milk products.

49.To cultivate, grow, produce, manufacture, process of milk and dairy products or deal in any dairy products and to carry farmers, millers, surveyors, and vendors of milk, cream, cheese, butter, poultry provisions etc. of all kinds, growers of and to buy, sell and trade in any other business associate with the farming interest which may be advantageously carried on by the company.

50.To purchase, sell, import, export, produce or otherwise deal in preserved vegetable, tinned fruits, and all types of food products, farm products, food grains, develop and exploit farms, horticulture, agricultural animal husbandry, dairy, poultry and allied farming lines which can be conveniently carried on in farming business of farming and aerial spraying and to treat cure submit to any process of manufacturer and prepare for the market whether on account of the company or others agricultural products of all kinds or things whatsoever and to deal in the dairy, piggery, farm and garden products of all kinds.

51.To carry on the business of manufacture, buying, selling, importing, exporting or otherwise dealing in all branches of electronics and particulars colours T.V. Pictures Tubes, T.V. Chassis, VCR and VCP, Electronic Toys, Floppy Disk, Solar Cell, Solar Energy Ferrite, Magnet Microwave Oven, electronic calculators, electronics TV Tuner, Electrolytic capacitors and Consumer electronics communication broadcasting and mass media equipments, aerospace and defense equipments computer control and instrumentation, Electronic and high technology products of all kinds.

52.To carry on the business of Hotel Restaurant, Flight Kitchen Caterers,_ taverns, beer houses, refreshment rooms and lodging houses, theater agents, box-office keepers, concert rooms, proprietors, dramatic and musical publishers and printers, license victualers, wine beer and spirit merchants, brewers, masters, distillers and manufacturers of aerated, mineral and artofocia:dater and other drinks, generally coach, cab carriage and motor proprietors, livery stable keepers, coach and motor repairers, dairymen, poulterers or ice merchants, importers and brokers of food-, live and dead stock and colonial and foreign products of all descriptions, hair dressers, perfumes, chemists, libraries, grounds tobacco and colonial and foreign products of all description, hairs, dressers, perfumes, chemists railway and shipping companies and carriers, theatre and opera box-office proprietors, enterprises and general agents.

53 To establish, maintain and operate Road, River and Sea Transport services and all ancillary services both of passengers and goods and for this purpose to purchase, take in exchanger charter, hire, build, construct or otherwise acquire and to own motor vehicles, ships, boats, trawlers and other vehicles with all necessary and convenient equipments and to manage, – establish, hire, take on lease motor garage, repairing workshop, servicing stations and repairs of sundry goods connected with the trade and to provide all sorts of transport, lodging, boarding facilities including reservation of seats, berths, coaches, saloon cars, lorries, aeroplanes, to carry on the business as Tourist agents of all kinds of traveling and transport media and to facilitate traveling and to provide for tourists, travelers and general public conveniences of all kinds in particular to arrange ticket hotel boarding and/or lodging and accommodation.

54.To maintain, execute, carry out, equip, improve, alter develop, decorate, maintain, furnish, administer, manage, or control public and private works.

55.To purchase or otherwise acquire lands, houses, buildings, sheds and other fixtures and let them on lease, rent, contract Or any agreement or arrangement as may be deemed fit and to acquire, improve, manage, develop all rights in real estate and sale, dispose -off turn to account and otherwise deal with property of all kinds and to carry on trade or business of flats and other residential, commercial and industrial plots and properties.

56.To carry on the business of builders, civil contractors, engineers, designers, ownership flat sellers, building experts, advisers, dealers in stores, cement, sand, iron and other building material, paints, varnishes of all types as may be required for the purposes of business as real estate agents and also to act as consultant on all matters of architecture, structural, engineering, electrical engineering, interior designing and graphic and to prepare complete schemes, drawings., plans, estimates including layouts of buildings, townships and other civil works.

57.To carry on the business as manufacturers, and/or dealers and workers in timber, hardware steel, iron, metal, terracotta, cement of kind, lime bricks, marbles, tiles, pipes, sanitary and household fittings, plant materials (including packing material) and requisites and fittings and furniture of every description.

58.To produce, manufacturer, refine, treat, process, prepare, import, export, purchase, sell and generally deal in all kinds of ceramicware, glass and insulators, asphalt, asbestos and asbestos products, cement and cement products, gypsum, building materials, plastic ware polymerits, vinyl, vinyl asbestos and solid vinyl wave, adhesive, vinyl cover base, fire bricks, fire clay fire, cement, terra cotta, block lime, limestone, fiber glassware, refractories, hospitals ware, including in particular but not limiting the generality of the foregoing, wall titles, roofing tiles, porcelain titles, plastic & other mosaic tiles, clinker titles, refractory tiles, paying tiles, gresticles, sanitary ware, crockery, pottery, tableware, hotel ware, decorative ware, garden ware, earthern ware, pressed ware, pressed ware, porcelain ware, bathroom accessories and to provide equip and maintain plants, laboratories, test house, factories and all other appliances and conveniences, required for the manufacture, examination, storage sale and purchase to product and to manufacture refine, treat, cure or subject to any process, prepare, import, export, purchase, sell, treat, and generally deal in any other products which may, come out as by-products or which may be essential for fitting or fixing the above products or by products or in any way be similar to the product.

59.To undertake, promote and co-ordinate project studies, arrange collaboration to extend technical assistance and service, prepare schemes, project reports, market research and studies, to arrange to technical, financial agreements and studies, to arrange to technical financial agreements and arrangements to provide management, personal supervise and setup production techniques assist in finding markets for manufactured goods of Indian and foreign origin, secure sound investments of Foreign capital in Indian undertakings and enterprises and to act as agents or render assistance to any person, firm, company association, embassy or government in the above field.

60.To carry on the business of import, export, marketing and agency business of all types and as whole sellers, indenting agents and manufacturer’s representatives, importers, manufactured and generally to carry on the business as traders, agents, suppliers, commodities services and materials in any form or shape manufactured or supplied by any company, firm, association of persons, body corporate whether incorporated or not individuals, government, semi-government or any local authority and for that establish, purchase, taken on lease or otherwise acquire run shop, showrooms, distributing centers, stores depots at any place in India and abroad and generally to receive goods on consignment basis from any company, firm, association of persons, body corporate, individuals, government or any locale authority and sell the same as agent or on principal to principal basis.

61.To carry on all or any of the business of manufacturers and producers, importers and exporters, buyers, sellers, stockists, suppliers and distributors, wholesale and retail dealers, repairers of and workers in motor cars, motor buses, omnibuses, motor lorries, motor trucks, motor cycles, scooters, jeeps, trolleys, trailors, buses, motor vans, vehicles, and conveyances of all kinds and descriptions suitable for propulsion on land,, whether propelled or assisted by means of petrol, diesel, oil, powering oil, spirit, gas, vapour, electricity, battery, solar energy, atomic energy, animal, manual labour, or any other powers whatsoever and of engines, chassis, bodies, tools and implements, spare parts and other used for or in connection with the above mentioned things and to establish, provide, maintain, own service stations, repair workshop and to appoint sub-dealers, authorized service centers, selling agents and marketing agents for all kinds of automobiles, two wheelers, four wheelers, earth movers and also to do construction of bodies or superstructures, modifications of existing models.

62.To carry on the business of dealership, agency of finance companies, purchasing and letting on hire or lease and to finance hire purchase requirements of all kinds of automobiles, two wheelers, four wheelers, buses, lorries of all descriptions, of the transport undertaking, company, corporation or departmental undertaking which is engaged in the operations, managements, repairs, maintenance, manufacture or trading of any mode of transport, be it by road, sea or air, subject to necessary approval from Reserve Bank of India.

63. To undertake, carry out, lay out, promote, sponsor or assist any activity, project for rural development including any programme for promoting the social and economic welfare of or the uplift of the people in any rural area irrespective whether the company has any business dealings in such areas or not and to incur any expenditure or use any of the assets and facilities of the company on any programme or project or activity or rural development and to assist execution and promotion thereof either directly or in association or through an independent agency or in any manner as the Board of Directors may deem fit. Board of Directors may at their discretion in order to implement any of the projects or programmes or activities if rural development transfer without consideration or a such fair or concessional value and divest the ownership of the property of the company to or in favour of any public or local body, authority, central or state government or any public institution or trust in fund as the Directors may approve.

64.To undertake, carry out, lay out, promote, or assist in any activity or project either directly or in association with any other company or person or organization or through an independent agency as the Board of Directors may approve and which in the opinion of the Board of Directors of the Company is likely:

i)To promote national welfare or social, economic or moral uplift of the Society, people or any section of the society and.

ii) To promote and improve national economy and for discharging what the Directors may consider to be social and moral responsibilities of the Company to the public or society or any section thereof, in such a manner and- by such means as the Directors think fit. The Directors may at their discretion in order to implement any of the purpose of objects as stated herein, transfer without consideration or at such fair or concessional value and divest the ownership of any property of the company to or in favour of any public or local body or authority, or central or state Government or any public institution or trust or fund as the Directors may approve.

65. Without prejudice to the generality of the foregoing, Board of Directors may at their discretion undertake, carry out, promote, sponsor or assist any activity for publication of any books, literature, newspapers, etc, or for organizing objects of for giving merit awards, scholarships, loans or any other assistance to deserving students or other scholars or persons to enable them to undertake and prosecute their studies or academic pursuits or researches and for establishing, conducting or assisting any institution, fund, trust, etc, having any one or more of the aforesaid objects as its object or objects.

AND IT IS HEREBY DECLARED THAT:-

(i)The objects incidental or ancillary to the attainment of the main objects of the company aforesaid shall also be incidental or ancillary to the attainment of the other object company herein mentioned.

(ii) Nothing in this paragraph shall authorize the Company to do any business which may fall within the purview of the Banking Regulations Act, 1949 or the Insurance Act, 1938.

(iii) The Liability of the Members is t.

(iv) The Authorized Share Capital of the Company is Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each with the rights, privileges or conditions as are provided in the Articles of Association of the company for the time being. But the company shall have the power to increase or reduce its capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or conditions as may be permissible by law and as be determined by in accordance with the Article of Association of the Company for the time being in force.

NOTE: The above capital is increased to Rs. 20,00,00,000/- (Rupees Twenty Crores only) divided into 2,00,00,000 (Two Crores) Equity Shares of Rs. 10/- (Rupees Ten Only) each wide resolution passed in the Extra Ordinary General Meeting dated 13/05/2011.

We, the several persons whose names and addresses arc subscribed below are desirous of being formed into a company in pursuance of its Memorandum of Association and we respectively, agree, to take the number of Shares in the Capital of the Company set opposite to our respective name.