Amended As Per Clause-34 of Trade Organization Act-2013& Trade Organization Rules-2013

MEMORANDUM

AND

ARTICLES of ASSOCIATION

2013

(Amended as per Clause-34 of Trade Organization Act-2013& Trade Organization Rules-2013)

HARIPUR CHAMBER OF COMMERCE & INDUSTRY

MEMORANDUM OF ASSOCIATION

HARIPUR CHAMBER OF COMMERCE & INDUSTRY

1. The Name of the Chamber is “Haripur Chamber of Commerce & Industry”.

2. The Registered Office of the Chamber will be situated at Haripur in the Province of the Khyberpakhtunkhwa.

3. The objects for which the Chamber is established are: -

(1) To promote and protect the trade, commerce & industry of Pakistan and in particular the trade, commerce & industry of Haripur District.

(2) To watch over and protect the general industrial and commercial interests of Pakistan or any part thereof and the interests of persons engaged in trade, commerce or industry in Pakistan and in particular in Haripur District.

(3) To consider all questions connected with trade, commerce and industry.

(4) To obtain the removal, as far as the Chamber can, of all acknowledged grievances affecting merchants and/or industrialists or mercantile and/or industrial interests in general.

(5) To promote or oppose legislative and other measures affecting trade, commerce and industry.

(6) To resolve controversies between member of the Chamber.

(7) To encourage decision of disputes arbitration and to arbitrate between parties willing to refer to, and abide by, the decision of the Chamber or Executive Committee, or persons constituted or appointed in that behalf by the Chamber specially, or under bye-laws framed by the Chamber.

(8) To arbitrate in the settlement of disputes arising out of commercial transactions between parties willing or agreeing to abide by the judgment and decision of the Chamber.

(9) To establish just and equitable principles in trade, commerce and industry.

(10) To form a code are codes of practice to simplify and facilitate transition of business.

(11) To maintain uniformity in rules, regulations and usages of trade.

(12) To shall improve, manage, develop, exchange leave or let, under lease, sublet , mortgage, dispose of, turn to account or otherwise deal with, all or any part of the property of the Chamber.

(13) To construct upon any premise acquired for the purposes of the Chamber, any building or buildings for the purposes of the Chamber and to alter, add to or remove any building upon such premises.

(14) To borrow or raise any moneys required for the purposes of the Chamber upon such terms and in such manner and on such securities as may be determined, and in particular by the issue of debentures charged upon all or any of the property of the Chamber.

(15) To establish and support, or aid in establishment and support of Funds, Trusts and conveniences calculated to benefit employees or ex-employees of the Chamber or the dependants or connections of such persons and to grant pensions and allowances.

(16) To subscribe to become a member of, any cooperate with any Association, whether incorporated or not, whose objects or altogether or in part similar to those of this Chamber and to procure from and communicate to any such Association such information as may be likely to forward the objects of this Chamber.

(17) To obtain representation on councils, commissions, boards committees and other Government or Municipal bodies whose objects may be synonymous with those of this Chamber or which such representation may be advisable in the interests of this Chamber.

(18) To do all such other thing as may be conducive to the extension of trade, commerce or manufactures, or incidental to the attainment of the above objects or any of them.

(19) To collect and circulate among members statistics and other information regarding to trade, commerce and industry.

4. The income and property of the Chamber whence so ever derived shall be applied solely towards the promotion of the objects of the Chamber as set forth in this Memorandum of Association, and no portion thereof shall be paid or transferred directly and indirectly by way of dividend or bonus or otherwise howsoever by way of profit to be persons who at any time are or have been members of the Chamber or to any of them or to any persons claiming through any of them. Provided that nothing herein contained shall prevent the payment in good faith of remuneration to any officers or servants of the Chamber or to any member thereof or other person in return for any service actually rendered to the Chamber, or the payment of interest on money borrowed from any member of the Chamber.

5. The fourth paragraph of this Memorandum is a condition or which the Government of Pakistan grants a license to the Chamber in pursuance of Section 42 of the Companies Ordinance, 1984. The liability of the members is limited.

6. If any member of the Chamber pays or receives any divined, bonus or other profit in contravention of the fourth paragraph of this Memorandum, his liability shall be unlimited.

7. Every member of the Chamber undertakes to contribute to the assets of Chamber in the event of same being wound up during the time that he is a member, or within one year after wards, for payment of the debts and liabilities of the Chamber contracted before the time at which he ceases to be member and of the costs, charges and expenses of winding up the same, and for the adjustment of the rights of the contribution amongst themselves such amount as may be required nor exceeding Rs.50A.

8. If upon the winding up or dissolution of the Chamber, there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among the members of the Chamber , but shall be given or transferred to some other institution or institutions having objects similar to the objects of the Chamber , to be determined by the majority to the members of the Chamber at or before the time of dissolution or in default thereof, by such judge of the court of Haripur, as may have or acquire jurisdiction in the matter.

8-A. Amendments of the Memorandum of Association shall be subject to the approval of the Government and shall also be made when required by the Government in public interests.

We, the several persons whose names and addresses are subscribed, are desirous of being formed into a company limited by guarantee in pursuance of this Memorandum of Association.

Name, addresses, and description of subscribers:

1. Mr. Malik Jalil Ahmed Awan

Managing Director, M/S: Mustehkam Ittefaq Steel Industries

Plot No.38, Phase-III, Hattar Industrial Estate, Haripur

2. Mr.Ghulam Hussain Bangish

Managing Director, M/S: Mujahid Enterprises

Plot No.81, Phase-I&II Hattar Industrial Estate Haripur

3. Mr.Malik Muhammad Fareed

Managing Director, M/S: Olympic Socks & Textiles (Pvt) Ltd

Plot No.44/1-A Phase-III, Hattar Industrial Estate, Haripur

4. Mr. Muhammad Tayyab Swati

Managing Director, M/S: Pine Match (Pvt) Ltd

Plot No.51/3, Phase-II, Hattar Industrial Estate, Haripur

5. Mr.Zulfiqar Ali Anjum

Managing Director, M/S: Silver Lake Foods Ltd

Plot No.50, Phase-III, Hattar Industrial Estate, Haripur

6. Mr.Muhammad Atta ur Rehman

Managing Director, M/S: AR Processing Industries (Pvt) Ltd

Plot no.154/1, 154/2 Phase-V, Hattar Industrial Estate, Haripur

7. Mr.Malik Ahmer Shahzad Awan

Poperitor,M/S: Aazma Petroleum

Awan Plaza, Hattar Industrial Estate, Haripur

8. Mr.Sabir Khan

Managing Director,M/S: Pak Risen Pharmaceutical

Plot No.3 Phase-I/II Hattar Industrial Estate, Haripur

9. Mr.Sohail Tariq

Managing Director, M/S: Genome Pharmaceuticals (Pvt) Ltd,

Plot No.16/1, Phase-IV, Hattar Industrial Estate, Haripur

10. Mr. Malik Muhammad Ashiq Awan

Managing Director,M/s Adeel Shahbaz Steel Mills (Pvt.) Ltd.

Plot No. 36/37, Phase-IV, Hattar Industrial Estate, Haripur

11. Mr. Muhammad Riaz Khattak

CEO,M/s Pak Dream (Pvt.) Ltd.

Plot No. 19/2, Phase-III, Hattar Industrial Estate, Haripur

12. Mr. Faisal Atique

Managing Director, M/s Venus Carpets (Pvt.) Ltd.

Plot No. 10 Phase-IV, Hattar Industrial Estate Haripur

13. Mr. Amjad Iqbal Qureshi

Proprietor, M/S: Qureshi Dental Clinic,

Main Bazar, Haripur.

14. Haji. Abdul Razzaq

Properitor, M/S: Waqas Traders

New Sabzi Mandi, Haripur

15. Mrs. Syeda Zahra

Principal/Proprietor, M/s Syed Islamia Public High School,

Near Eastern Gate, Govt. Girls Degree College, Haripur

ARTICLES OF ASSOCIATION

HARIPUR CHAMBER OF COMMERCE & INDUSTRY

1. In these Articles unless there is a anything repugnant in the subject or context:

(i) “Articles” means articles of Haripur Chamber of Commerce & Industry,

(ii) “Chamber” means Haripur Chamber of Commerce & Industry.

(iii) “Chamber of small traders” means a chamber organized to represent small businesses, small traders and small industry as provided in clause(f) of sub-section(2) of section 3 of the Act-2013.

(iv) “Association” means an association with membership on all Pakistan basis organized to represent a specific trade, industry or service or any combination thereof as provided in clause (d) of sub-section (2) of section 3 of the Act-2013.

(v) “Commission” means the election commission appointed for the purpose of annual election of the Chamber.

(vi) “Regulator” means the Regulator of the Trade Organizations appointed by the Federal Government and includes an officer empowered by the Federal Government to perform the functions of the Regulator under Trade Organizations Act 2013.

(vii) “District” means an administrative district notified by the provincial governments from time to time.

(viii) “Executive Committee” means the Board of Directors, the Managing Committee, Executive Committee or any other body, by whatever name called, responsible for the management or conduct of the affairs of the Chamber.

(ix) “General Body” mean all members of the Chamber.

(x) “General Meeting” means General Meeting of the General Body of the Chamber, whether Ordinary of Extraordinary.

(xi) “Member” means a firm and includes a proprietorship, an association of persons, a partnership, a company, or a multinational corporation, engaged in trade, industry or services and enrolled as a member of the Chamber.

· It represent a specific area or trade or industry or service or any combination thereof:

· In case of a Women’s Chamber, it has a minimum of one hundred members.

(xii) “Member of the Executive Committee” includes a Director where the Executive Committee is a Board of Directors, President, Sr, Vice-President and Vice President of the Chamber as per Act 2013.

(xiii) “Memorandum” means the Memorandum of Association of the Chamber.

(xiv) “Office-Bearers” means the President, Sr.Vice-President and the Vice President of the Chamber.

(xv) “Ordinance” means the Companies Ordinance, 1984(XLVII of 1984).

(xvi) “Ordinary Resolution” means a resolution passed at a General Meeting with a simple majority vote of the Members present in person.

(xvii) “Plan of Activities” means of list of proposed activities, expected financial expenditures and outcome and intended goals for the Chamber.

(xviii) “President” means the President of the Chamber.

(xix) “Secretary General” means an individual professional full time employee of the Chamber, who shall be in charge of the secretariat of the Chamber and responsible for the day to day operations of the Chamber and in his capacity as such shall be the custodian of all record pertaining to the Chamber.

(xx) “Service Rules” means the Service Rules framed by the Executive Committee of the Chamber governing the terms and conditions of Service etc., of the paid employees of the Chamber.

(xxi) “Women Entrepreneur” means

a. A sole proprietorship where the proprietor is a female; or

b. A partnership, where the majority partners are female (s); or

c. An association of any kind where the majority of persons forming the

Association are female; or

d. A company where the majority shares are held by female.

Limit of member

There will be minimum strength of one hundred and fifty members.

QUALIFICATIONS FOR MEMBERSHIP

2. A sole proprietorship, or a partnership or an association of persons or a body corporate or a multinational corporation or a services concern shall be eligible for the membership of the Chamber provided that such a firm or company has its head office, registered office, branch office or manufacturing plant located in the Haripur District, provided that the firm/company etc., is engaged in export, import or any other trade or is owning a factory and pays or is liable to pay income tax and sales tax, if applicable. Provided further that the head/registered office of the branch office of the firm/company etc., located at Haripur shall be member of a registered Chamber.

CLASSES OF MEMBERS

3. The Chamber shall consists of three classes of Membership, namely: -

(a) Corporate Members

(b) Associate Members

(a) Corporate Members

(i) This class of membership shall be open to all industrial and commercial undertaking either a body corporate or a multinational corporation with its head office or branch office in Pakistan or a sales-tax registered manufacturing or a sales-tax registered business concern having annual turn-over of not less than fifty millios rupees.(Rs.50 million).

They would be sent all circulars and information affecting trade, commerce and industry. Their annual subscription shall be Rs.4000/-.

(ii) Each of the members of this class pay annual fee of Rs.1000/- as research and development fee. This fee shall be called the “Research and Development fee” and shall be used for the following purposes: -

(a) Compilation of statistical data on imports and exports of the items, flow and

direction in the international market, price trend (local and abroad), precise

record of Government concessions;

(b) Projection of the trade problems in a realistic and enlightened manner;

of data;

(d) Research and development of new and latest designs; and

(e) Improving quality of product by ensuring proper and new mix of input.

(iii) Each corporate Member shall pay Welfare Fund Upto Rs.1000/= with the annual subscription as prescribed.

(b) Associate Class

(i) This class of membership shall be open to medium and small industrial and commercial undertakings, which is not a body corporate or a multinational or a sales tax registered manufacturing concern or a sales-tax registered business concern having annual turn-over of not less than fifty million (Rs.50 million). They would be sent all circulars and information affecting trade, commerce and industry. Their annual subscription shall be Rs.1500/-