NBFC Memorandum of Association

Memorandum of Association of NBFC Company



The Companies Act, 1956
Company Limited By Shares
Memorandum of Association
of
_____________________________
PRIVATE LIMITED

I. The name of the company is _____________________________Private Limited.
II. The Registered Office of the Company will be situated in the State of Maharashtra.
III. The object for which the Company is established are:
(A) The Main objectS of the company to be pursued by the company
on its INCORPORATION:
1. To carry on the business of an investment company and invest the capital and other moneys of the Company in the purchase or upon the security of shares stocks units debentures debenture-stock bonds obligations and securities issued or guaranteed by any company corporation or undertaking whether incorporated or otherwise and wheresoever constituted or carrying on business and to buy sell otherwise deal in shares stocks debentures debenture-stock bonds, notes obligations and other securities issued or guaranteed by any government sovereign ruler, commissioner trust municipal local or other authority or body in India or abroad.
(B) The Objects incidental or ancillary to the attainment of the
main object:
2. To borrow or raise or secure the payments of money in such manner as the company shall think fit and in particular by mortgage or by the issue of debenture or debenture-stock, perpetual or otherwise charged upon all or any of the Company’s property (both present,and future) including its cancelled capital and to purchase redeem and pay off any such securities subject to directives, if any, of the Reserve Bank of India relating there to.
3. To lend money or property on mortgage of immovable property or hypothecation or pledge of movable property or without security to such persons or companies and on such terms as may seem expedient provided that the Company shall not carry on the business of banking as defined by the Banking Regulation Act 1949.
4. To guarantee the payment of money unsecured or secured be or payable under or in respect of promissory notes, bonds debentures, debenture-stock contracts mortgage charges obligation instruments and securities of any Company or of any authority, Supreme municipal local or otherwise or of any person whosoever whether incorporated or not incorporated and generally to guarantee or become surety for the performance or any contracts or obligations.
5. To invest and deal with the moneys of company in such manner as may from time to time be determined.
6. To promote or join in promotion of any company or companies having similar objects for purpose of acquiring all or any of the property or rights and liabilities of this companies or companies to underwrite shares and securities therein.
7. To enter into partnership or into any arrangement for sharing profits amalgamation union of interest co-operation joint venture reciprocal concession or otherwise with any person or company and to lend money to guarantee the contracts of or otherwise assist any such person or company and to place take or otherwise acquire or to be interested in hold sell deal in and dispose of shares stocks debenture and other securities of any company.
8. The Company may at any time invite and receive or without any such invitation receive any gifts of immovable or movable property and offerings or voluntary donations or bequests and legacies either from the shareholder or from any other person for all or any of the objects of the company with or without any special conditions provided such receipts or the conditions attached are not inconsistent with or derogatory to any of the objects of the Company.
9. To draw, make, accept endorse discount execute and issue bills of exchange promissory notes bills of landing warrants debentures and other negotiable or transferable instruments or securities.
10. To carry on in India and elsewhere in any place business or of financiers money-lenders shroffs guarantee brokers of their respective branches.
11. To enter into contracts agreements and arrangements with any other person firm company or body corporate for the carrying out by such other person firm company or body corporate on behalf of the Company of any of the objects for which the company is formed.
12. To enter into partnership or into any arrangement for sharing of profits union of interest reciprocal concession or co-operation with any person partnership or company and to promote and aid in promoting or constitute for or organize any company or partnership in connection with investments and for the purpose of acquiring and undertaking any property and liability of this Company or of advancing directly or indirectly the objects there of which the company may think expedient.
13. To repair, alter, clean any goods from time to time belonging to the Company.
14. To enter into contracts agreements and arrangements with any other company for the carrying out by such other company on behalf of the Company of any of the objects for which the Company is formed.



15. To acquire from any Sovereign State or Authority, Supreme Municipal local or otherwise any concessions, grants or decrees rights or privileges whatsoever which may seem to the company capable of being turned to account and to take develop carry out exercise and turn to account the same.
16. To obtain any order under Act of Legislature or Parliament for enabling the company to obtain all or any powers and authorities necessary or expedient to carry out or extent any of the object of the company or for any other purpose which may see expedient and to oppose any proceeding or applications which seem calculated directly or indirectly to prejudice the company’s interest.
17. To purchase take on lease or in exchange hire or otherwise acquire any immovable or movable property and any rights or privilege which the Company may think necessary or convenient for the purpose of its business and in particular any land building easements machinery plant and stock-in-trade and either to retain any property so acquired for thepurpose of the Company’s business or to turn the same to account as may seem expedient.
18. 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 things necessary for compliance with the laws or regulations of India or of any foreign colonial, municipal or other Government in places whether the company may be desirous of transacting its business.
19. To appoint expense such as technical; advisers bankers architects engineers accountants solicitors lawyers consultants auditors and such other persons as employees servants agents or advisers of the Company as the Directors may think fit and pay the necessary expenses for the same.
20. To accept upon suitable remuneration or otherwise apprentices for the purpose of being trained in the business with view to their subsequent employment by the Company or otherwise.
21. To train or pay for the training in India or abroad of any of the company’s employees or any candidates in the interest or for the furtherance of Company’s objects.
22. To remunerate the servants of the company and others out of and in proportion to the profits of the Company or otherwise as may be thought fit.
23. To pay for any properties rights or privileges acquired by the company and to remunerate any person or company whether by cash payments or by the allotment of the shares debenture or other securities of the Company credited as paid up in full or in part or otherwise.
24. To remunerate the Directors and employees or servants or any agent of the Company and others out of or in proportion to the return of profits of the Company or of any particular business carried out by it as the Directors may think fit.
25. To purchase or by any others means acquire any freehold leasehold or other property for any estate or interest whatever and any rights privileges or easements over or in respect of any property and any building offices wharves roads vehicles plant live and dead stock barges vessels or things and any real or personal property or rights whatsoever which may be necessary for or may be conveniently used with or may enhance the value of any other property of the Company.
26. To sell, lease or grant licenses easements and other rights over and in any other manner deal, with or dispose off the undertaking property assets rights and efforts of the company or any part there of for such consideration as the Company may think fit and in particular for shares debentures or securities of any other company.
27. To make donations to such persons or institutions and in such cases and either in cash or any other assets as may be thought directly or indirectly conducive to any of the company’s objects or otherwise expedient and in particular to remunerate any person or corporation introducing business to this Company and to subscribe contribute or otherwise assist or guarantee money for charitable scientific religious or benevolent national public or other institutions objects or for any exhibition or for any public object and establish and support or aid in the establishment and support of association institutions funds trusts and convenience for the benefit of the employees or for the persons having dealing with the Company or the dependents relatives or connection of such persons and in particular friendly or other benefit societies and to grant 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 funds of or for such person.
28. To refer or agree to refer any claims demands disputes or any other question by or against the Company or in which the Company is interested or concerned and whether between the company and the member or members or his or their representatives or between the Company and third party to arbitration in India or at any place outside India to arbitration in India or at any place outside India and to do all acts deeds matters and things to carry out or enforce the awards.
29. To undertake and execute any trusts the undertaking of which may seem to the Company desirable and either gratuitously or otherwise.
30. To distribute any of the property of the Company amongst the Members in specie or in kind subject to provision of the Companies Act, 1956 in the event of winding up.
31. To sell and in any other manner deal with or dispose of the 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 the company.
32. To provide for the welfare of the employees or ex-employees of the Company and the wives and families or the dependants or connection of such persons by building or contributing to the building of houses dwellings or chawls or by other payment or by creating and from time to time subscribing or contributing to provident or other associations. Institutions funds or trusts and by providing or subscribing or contributing towards places of instructions and recreation hospitals and dispensaries medical and other attendance and assistance as the Company shall think fit.
33. To insure the whole or any part of the property of the company either fully or partially or protect and indemnify the Company from liability or loss in any respect either fully or partially and also to insure and protect and indemnify any part or portion there of either on mutual principal or otherwise.
34. To create any reserve fund, sinking fund insurance fund or any other special fund whether for deprecation or for preparing improving extending or maintaining any of the property of the company or any other purpose conducive to the interest of the Company.
35. To pay all the costs, Charges and expenses of and incidental to the promotion formation registration and establishment of the company and the issue of its capital including any underwriting or other commission broker’s fees and charges in connection there with and to remunerate (by cash or otherwise) any person or persons for services rendered or to be rendered in introducing any property or business to the Company to in placing or assisting to place or guaranteeing the placing of the subscription of any shares debentures debenture stock or other securities of the Company or in or about the promotion or formation of the company or the conduct of its business or for any other reason which the Company may think proper.
36. To apply for purchase or otherwise acquire and register any patents or patent rights, licenses concessions secret processes or privileges trade marks or designs and the like conferring any exclusive or non exclusive or limited right to use or any secret or other information as to any invention which may seem capable of being used for any of the purposes of the company and to use exercise develop or grant licenses in respect of otherwise turn to account the property rights or information so acquired.
37. To establish provide maintain and conduct or otherwise subsidies research laboratories and experimental workshops for scientific and technical research and experiments and to undertake and carry on with all scientific and technical researches experiments and tests of all kinds and to promote studies and research both scientific and technical investigations and invention by providing subsidizing endowing or assisting laboratories workshops libraries lecturers meeting and conferences and by providing for the remuneration of scientific or technical professions or teachers and by providing for the award of exhibitions scholarships prizes and grant to students or otherwise and generally to encourage promote and regard studies researches investigations experiments tests and inventions of any kind that may be considered likely to assist any of the business which the company is authorised to carry on.
38. To Purchase, take on lease, under Licence or concession or in exchange or obtain assignments of or otherwise acquire lands or every description and tenure building workmines mining rights plantations forests licenses leases and any rights and privileges or interest there in and to explore work exercise develop and to run to account the same.
39. To construct improve maintain develop work manage carry out or control any building factories or works or any roads ways branches or sidings bridges wells reservoirs water courses wharves warehouses electric works shop stores chawls and other buildings for housing work people and others or other works and conveniences which may seem calculated directly or indirectly to advance the Company’s interests and to contribute to subsidies or otherwise assist or take part in the construction improvement maintenance development working management carrying out or control thereof.

(C). OTHER OBJECTS:

40. To act as agents, brokers, or representatives of corporation firms and individuals and generally to undertake transact and execute all kinds of business of agency.
41. To carry on business as brokers and agents in respect of all classes of insurance including marine fire accident burglary, workmen’s compensation indemnity and motor.
42. To undertake and execute any contracts for works involving supply or use of any machinery and to carry out any ancillary or other works comprised in such contracts.
43. To carry on the business of manufacturers of and dealers both wholesale and retail in pharmaceutical medicinal chemical including fine chemicals and other preparations and articles compounds oils paints pigments and varnishes drugs dyeware paint and colour grinders.
44. To carry on the manufacture and sale of medicines and preparations and generally to carry on the business of manufacturers buyers and sellers of and dealers in all kinds of medicines medical preparations and drugs whatsoever.
45. To carry on all or any of the business of chemists druggists and chemical manufacturers of all kinds.
46. To carry on business as importers and exporters and dealers in general stores and provisions in all its branches in particular as importers exporters of and dealers in provision producers drugs chemicals and other articles and commodities of personal and house hold use and consumption.
47. To carry on the business of a store keeper in all its branches and in particular to buy sell manufacture and deal in goods stores consumable articles chattels and effects of all kinds both wholesale and retail.
48. To manufacture buy sell and deal in mineral waters cordials soups broths tonics and other restoratives or goods suitable for invalids and convalescents and/or for the general public.
49. To buy, sell, manufacture refine prepare and deal in all kinds of oils and oleaginous substances and all kind of unguents and ingredients.
50. To carry on the business of manufacturers and importers or exporters of and dealers of anatomical orthopedic and surgical appliances and apparatus of all kinds.
51. To carry on the business of artificial eye and limbs makers corset makers stay makers bandage maker’s crutch chair and stretcher maker’s carriage maker’s ambulance maker’s chemists and providers of all requisites for hospitals patients and invalids.
52. To carry on the business of manufacturers hirers repairers cleaners, processors and stores motor cars motor cycles scooters motor boats motor launches motor buses motor lorries motor vans aeroplanes sea planes gliders and other conveyances of all descriptions propelled or assisted by means of petrol spirit steam gas electricity animal atomic or other powers and of engines chassis bodies and other things used for in or in connection withthe above mentioned things.
53. To carry on the business of garage proprietors taxi cabs omnibus motor car lorry and other public or private conveyance proprietors job-masters omnibus motor cars lorry motor cycle or other vehicle manufacturers and repairers garage builders dealers in motor accessories of all kinds motor and mechanical engineers dealers in oil and petroleum products of all kinds carriers and hirers of vehicles of all description.
54. To carry on the business of manufacturer of and dealers in rubber and plastic tubes and tyres and films and moulded goods of all kind and for all purposes and in bottles containers tubes wrapping materials foams rubber and plastic products transmission belts and conveyors and similar industrial articles pipes tubes hoses rubber containers and rubber lined vessels tanks equipments pipe and similar equipments electric products shoe products and parts there of synthetics rubber products and parts toys insulating materials and all other blown moulded formed extruded, calendered and dipped goods and articles.
55. To carry on business as manufacturers of chemical distillers oil refines dye-makers gas makers and products made therefrom metallurgists engineers ship-owners and charters and carriers by land sea and air wharfingers warehouseman planters farmers sawmill proprietors timber merchants sugar merchants and to buy sell grow prepare for the market manipulate import export and in/or produce or products of the earth of all kinds and to manufacture and deal in articles of all kinds in the manufacture of which timber wood or any such product is used.
56. To search for get win work raise make merchantable buy sell or otherwise deal in metals minerals oils gases and fuels whether found in a natural state or obtained by processing from other substances and to carry on business relating to the winning production working manufacture and preparation of any materials used in manufacture of the above mentioned items or which may usefully or conveniently be combined with the manufacturing or engineering business of the company or any contracts under taken by the Company and either for only such purposes or as independent business.
57. To carry on any trade agriculture plantation and in particular rubber plantations business manufacture venture or commercial operation in India or in any other part of the world in connection with any merchandise commodities goods wares produce products articles and things and to purchase or otherwise acquire and to sell or otherwise dispose off or deal in either for future or ready delivery and either absolutely or conditionally or manufacture or do work upon any merchandise commodities goods wares produce products articles and thing dealt or traded in by the company and to cover any such purchase or sales by options or contracts or otherwise.
58. To carry on the business of manufacturing assembling buying selling reselling exchanging altering importing exporting hiring letting on hire or distributing or dealing in locomotive boiler engines steam gas electrical or otherwise turbines tanks motor vehicles trucks lorries omnibuses buses motor cycles cars scooters bicycles tricycles cycles tractors bulldozers and steam rollers of every description and kind and all component parts spare parts accessories equipment and apparatus for use in connection therewith.
59. To manufacture buy sell exchange alter or improve and deal in vehicles of any kind so constructed as to progress by means of automatic power whether by means of oil electricity, steam gas or otherwise.
60. To carry on the business of iron founders mechanical engineers and manufacturers of agricultural implements and other machinery tool-makers brass founders metal workers boiler-makers mill-wrights machinists iron and steel convertars smiths wood-workers builders painters metallurgist electrical engineers water supply engineers gas-makers farmers printers carriers and merchants and to buy sell manufacture repair convert after let on hire and deal in machinery implements rolling-stock and hardware of all kinds.
61. To cultivate grow produce or deal in any vegetable products or rubber plantation for the time being required for any of the manufacturers and to carry on the business of farmers plantation dairyman milk contractors dairy farmers millers surveyors and vendors of milk milk powder cream cheese butter poultry and provisions of all kinds growers of and dealers in corn hay and straw seeds men and nurserymen to buy sell and trade in any goods usually trade in any of the above business or any other business associated with the farming interest.
IV. The liability of the members is limited.

V. The Authorised Share Capital of the Company is Rs. 31,00,00,000/- (Rupees Thirty One Crores only) divided in to 30,00,000 (Thirty Lakhs) Equity Shares of Rs. 10/- (Rupees Ten only) each and 2,80,00,000 (Two Crores Eighty Lakhs) 0% Convertible Preference Shares of Rs. 10/- (Rupees Ten only) each. (substituted vide Special Resolution passed at extra ordinary general meeting held on 16th October, 2009.)


























We the several persons, whose names, address and occupations are hereunder subscribed below, 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 to our respective name:


Names, address, description and occupation of each subscriber
Number of Equity shares taken by each subscriber
Signature of Subscriber
Signature of witness and his name, address, description







































Mumbai: Dated: 12th Day of May 1989