Moa
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(The Companies Act, 1956) (Company limited by shares) MEMORANDUM OF ASSOCIATION OF PUROTECH HOME APPLIANCES(P) LIMITED. 1.
The
name
of
the
Company
will
be
PUROTECH
HOME
APPLIANCES (P) LIMITED. 2.
The Registered Office of the Company will be situated in the National Capital Territory of Delhi.
3.
The objects following:-
for which the Company is established are the
A The main objects to be pursued by the Company upon its incorporation are: 1) To contribute towards the growth and economy of Health & Safety and Prevention of Water Disease in the Country by means of Modern and Scientific Water Purifier and other appliances. 2) To engage in the business of Import, Export, Manufacture, Repair, Services, Purchase, Sale, Hire and Distribution of Water Purifier, Water Filter and Other Water systems, Machineries, Plants, Implements, Parts, Accessories, Equipments, Fertilizers, Power Engines and all other things required in connection the Purification and Filtering of clean and safe water. 3) To construct, run or manage any factory or workshop for carrying out manufacturing, repairs, demonstration of any or all of the above said systems, machines, parts thereof and goods. 4) To work particularly as Distributing agents, stockists, and Sales Organizers in any area for Firms, Foreign or
Indian, who Manufacture, Import or Export Purifier, Water filter and other allied goods.
Water
5) To act and serve as Engineers, Consultants, Designers, Technicians in all matters related to Water Purification Plants, Systems etc. B The objects incidental or ancillary to the attainment of the main objects are: 1) To own, establish Agricultural Farms, Orchards, Dairy Farms, Model Farms and to develop land for others for Farming Purposes. 2) To establish Schools for training of Personnel in farming and in the technique of Modern Appliances, Tractors etc. 3) To carry on and undertake the business of manufacture of any Class of Commodities, Goods, Articles, and Things and to get Trade Names and patents registered in respect of the Goods Manufactured or in any way dealt with by the Company and also to Purchase and to Sell Trade Marks, Trade Names and Patents as may be deemed beneficial to the Company. 4) To take on Lease, Hire Purchase, Acquire by License or otherwise or sell any Lands, Mills, Factories, Plants, Buildings, Works, Vessels, Barges, Launches, Lorries, Cars, Wagons, Carts, Machinery, Apparatus, Stock in Trade, Patents, Invention, Trade Marks, Rights, Privileges and Movable & Immovable Property of any Description which may be deemed necessary or convenient for any business which the Company is authorized to carry on. 5) To act as Representatives or Agents or Managing Agents of Local and Foreign Firms, Companies or Persons and to carry on business in all kinds of Goods and Commodities as the Company may think fit. 6) To Acquire, Take Over an Undertaking or Amalgamate with any Company or Companies, having objects altogether or in part similar to the Company and to purchase Shares in such Companies. 7) To open Branches, Depots for buying, selling, distributing importing, exporting, or otherwise dealing
in all kinds of Goods, Commodities and Merchandise in any part of the World. 8) To appoint Managers, Agents, Canvassers, Factors and to pay such Managers, Agents, Canvassers and Factors, such Remuneration as may be deemed proper. 9) To Remunerate any Person or Persons for Service Rendered or to be Rendered in Placing or Assisting to Place any order or works on behalf of the Company. 10) To carry on or to be interested in any other Business which may seem to be the Company capable or being conveniently combined or carried on with any of the above Objects of this Company or calculated directly or indirectly to promote the business of the Company. 11) To adopt such means of making known the Products or the Goods of the Company or the Business of the Company as may seem expedient and in particular, by Advertising, by Circulars, by Purchase and Exhibition or works of Arts or by Publication of Books and Periodicals or by Granting Prizes, Rewards and Donations. 12) To facilitate the Company to be Registered or Recognized in any Country or Place Abroad. 13) To pay all or any Costs, Charges and Expenses or Incidental Charges to the negotiations for the Preparation or carrying out of any Arrangement or Arrangements made prior to and with a view to Formation and Registration of the Company and the Acquisition of its Property. 14) To Lend, Advance or Invest any of the Money of the Company, not immediately required for its operation in such a manner and on such terms, with or without security, as from time to time may be determined. 15) TO Draw, Accept, Endorse, Discount, Execute, Issue and Negotiate, Inland and Foreign Bills of Exchange, Bills of Lading, Warrants, Cheques, Drafts or any other Negotiable Instruments and to give Guarantee in respect of Third Parties.
16) To distribute among the Members in specific any property of the Company or Proceeds of Sale, Disposal or Realization of any Property of the Company. 17) To do all or any of the above in India,(including Native States of India and the French and Portuguese possessions in India), Burma, Ceylon and Pakistan and in any part of the World, and either as Principals, Agents, Managing Agents, Contractors, Trustees, or otherwise and either alone or in Conjunction with others and by or through Agents, Sub-Contractors, Trustees or otherwise. 18) To grant Pensions, Allowances, Gratuities and Bonus to Employees or Ex-Employees of the Company or the Dependents or Connections of such Persons and to support and subscribe to any Charitable and Religious or Benevolent Objects, Institutions and Societies, Clubs or Funds, or for any Exhibition or for any Public, General or Useful Objects. 19) To Raise and Borrow Money as the Directors may think fit. 20) To enter into Arrangements with any Government or Authorities, Municipal, Local or otherwise, that seem conducive to the Company's Objects or any of them and to obtain from any such Government or Authority, any Rights, Privileges and Concessions which the Company may think desirable to obtain and carry out, execute and comply with any such Arrangements, Rights, Privileges and Concessions. 21) To Sell and in any other manner Deal with or Dispose of an Undertaking of the Company or any part thereof for such consideration as the Company may think fit and in particular for Shares, Debentures and other Securities of any other Company having Objects altogether or in part similar to those of this Company. 22) To create any Depreciation Fund, Reserve Fund, Sinking Fund, Insurance Fund or any Special Fund or other Fund whether for Depreciation or Repairing, Improving, Extending or Maintaining any of the Property of the Company or for Redemption of Debentures or for any other purpose whatsoever conducive to the interest of the Company.
23) To do all or any of the above things as are incidental to or conducive to the attainment of above Objects or any of them. 4. 5.
The liability of the Members will be LIMITED. The Authorized Share Capital of the Company is Rs.100,000/(RUPEES ONE LAKH ONLY) divided into 10,000 (TEN THOUSAND) Equity Shares of Rupees Ten each, with Power to increase or decrease the Capital of the Company and divide or sub-divide the Shares of the Company for the time being in Several Classes and to attach thereto respectively any Preferential, Qualified or Special Rights, Privileges and Conditions.
We the several persons, whose names and addresses are subscribed hereto, are desirous of being formed into a Company in pursuance of this Memorandum of Association and we respectively agree to take the number of shares in the Capital of the Company set opposite our respective names.
The
name
of
the
Company
will
be
PUROTECH
HOME
APPLIANCES (P) LIMITED. 2.
The Registered Office of the Company will be situated in the National Capital Territory of Delhi.
3.
The objects following:-
for which the Company is established are the
A The main objects to be pursued by the Company upon its incorporation are: 1) To contribute towards the growth and economy of Health & Safety and Prevention of Water Disease in the Country by means of Modern and Scientific Water Purifier and other appliances. 2) To engage in the business of Import, Export, Manufacture, Repair, Services, Purchase, Sale, Hire and Distribution of Water Purifier, Water Filter and Other Water systems, Machineries, Plants, Implements, Parts, Accessories, Equipments, Fertilizers, Power Engines and all other things required in connection the Purification and Filtering of clean and safe water. 3) To construct, run or manage any factory or workshop for carrying out manufacturing, repairs, demonstration of any or all of the above said systems, machines, parts thereof and goods. 4) To work particularly as Distributing agents, stockists, and Sales Organizers in any area for Firms, Foreign or
Indian, who Manufacture, Import or Export Purifier, Water filter and other allied goods.
Water
5) To act and serve as Engineers, Consultants, Designers, Technicians in all matters related to Water Purification Plants, Systems etc. B The objects incidental or ancillary to the attainment of the main objects are: 1) To own, establish Agricultural Farms, Orchards, Dairy Farms, Model Farms and to develop land for others for Farming Purposes. 2) To establish Schools for training of Personnel in farming and in the technique of Modern Appliances, Tractors etc. 3) To carry on and undertake the business of manufacture of any Class of Commodities, Goods, Articles, and Things and to get Trade Names and patents registered in respect of the Goods Manufactured or in any way dealt with by the Company and also to Purchase and to Sell Trade Marks, Trade Names and Patents as may be deemed beneficial to the Company. 4) To take on Lease, Hire Purchase, Acquire by License or otherwise or sell any Lands, Mills, Factories, Plants, Buildings, Works, Vessels, Barges, Launches, Lorries, Cars, Wagons, Carts, Machinery, Apparatus, Stock in Trade, Patents, Invention, Trade Marks, Rights, Privileges and Movable & Immovable Property of any Description which may be deemed necessary or convenient for any business which the Company is authorized to carry on. 5) To act as Representatives or Agents or Managing Agents of Local and Foreign Firms, Companies or Persons and to carry on business in all kinds of Goods and Commodities as the Company may think fit. 6) To Acquire, Take Over an Undertaking or Amalgamate with any Company or Companies, having objects altogether or in part similar to the Company and to purchase Shares in such Companies. 7) To open Branches, Depots for buying, selling, distributing importing, exporting, or otherwise dealing
in all kinds of Goods, Commodities and Merchandise in any part of the World. 8) To appoint Managers, Agents, Canvassers, Factors and to pay such Managers, Agents, Canvassers and Factors, such Remuneration as may be deemed proper. 9) To Remunerate any Person or Persons for Service Rendered or to be Rendered in Placing or Assisting to Place any order or works on behalf of the Company. 10) To carry on or to be interested in any other Business which may seem to be the Company capable or being conveniently combined or carried on with any of the above Objects of this Company or calculated directly or indirectly to promote the business of the Company. 11) To adopt such means of making known the Products or the Goods of the Company or the Business of the Company as may seem expedient and in particular, by Advertising, by Circulars, by Purchase and Exhibition or works of Arts or by Publication of Books and Periodicals or by Granting Prizes, Rewards and Donations. 12) To facilitate the Company to be Registered or Recognized in any Country or Place Abroad. 13) To pay all or any Costs, Charges and Expenses or Incidental Charges to the negotiations for the Preparation or carrying out of any Arrangement or Arrangements made prior to and with a view to Formation and Registration of the Company and the Acquisition of its Property. 14) To Lend, Advance or Invest any of the Money of the Company, not immediately required for its operation in such a manner and on such terms, with or without security, as from time to time may be determined. 15) TO Draw, Accept, Endorse, Discount, Execute, Issue and Negotiate, Inland and Foreign Bills of Exchange, Bills of Lading, Warrants, Cheques, Drafts or any other Negotiable Instruments and to give Guarantee in respect of Third Parties.
16) To distribute among the Members in specific any property of the Company or Proceeds of Sale, Disposal or Realization of any Property of the Company. 17) To do all or any of the above in India,(including Native States of India and the French and Portuguese possessions in India), Burma, Ceylon and Pakistan and in any part of the World, and either as Principals, Agents, Managing Agents, Contractors, Trustees, or otherwise and either alone or in Conjunction with others and by or through Agents, Sub-Contractors, Trustees or otherwise. 18) To grant Pensions, Allowances, Gratuities and Bonus to Employees or Ex-Employees of the Company or the Dependents or Connections of such Persons and to support and subscribe to any Charitable and Religious or Benevolent Objects, Institutions and Societies, Clubs or Funds, or for any Exhibition or for any Public, General or Useful Objects. 19) To Raise and Borrow Money as the Directors may think fit. 20) To enter into Arrangements with any Government or Authorities, Municipal, Local or otherwise, that seem conducive to the Company's Objects or any of them and to obtain from any such Government or Authority, any Rights, Privileges and Concessions which the Company may think desirable to obtain and carry out, execute and comply with any such Arrangements, Rights, Privileges and Concessions. 21) To Sell and in any other manner Deal with or Dispose of an Undertaking of the Company or any part thereof for such consideration as the Company may think fit and in particular for Shares, Debentures and other Securities of any other Company having Objects altogether or in part similar to those of this Company. 22) To create any Depreciation Fund, Reserve Fund, Sinking Fund, Insurance Fund or any Special Fund or other Fund whether for Depreciation or Repairing, Improving, Extending or Maintaining any of the Property of the Company or for Redemption of Debentures or for any other purpose whatsoever conducive to the interest of the Company.
23) To do all or any of the above things as are incidental to or conducive to the attainment of above Objects or any of them. 4. 5.
The liability of the Members will be LIMITED. The Authorized Share Capital of the Company is Rs.100,000/(RUPEES ONE LAKH ONLY) divided into 10,000 (TEN THOUSAND) Equity Shares of Rupees Ten each, with Power to increase or decrease the Capital of the Company and divide or sub-divide the Shares of the Company for the time being in Several Classes and to attach thereto respectively any Preferential, Qualified or Special Rights, Privileges and Conditions.
We the several persons, whose names and addresses are subscribed hereto, are desirous of being formed into a Company in pursuance of this Memorandum of Association and we respectively agree to take the number of shares in the Capital of the Company set opposite our respective names.
