The Companies Act, 1994

...... LIMITED

A PRIVATE COMPANY

LIMITED BY SHARES

MEMORANDUM OF ASSOCIATION

The Companies Act, 1994

(Act XVIII of 1994)

A Private Company Limited by Shares

Memorandum of Association

Of

...... LIMITED

  1. The name of the Company is ...... LIMITED.
  1. The Registered Office of the Company will be in Dhaka, ......
  1. The objectives for which the company is established are all or any of the following provided that permission/approval/license from the Government or its appropriate agency and the concerned local government authority shall be obtained wherever it is so required by law, rules or regulations:

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OPTION 01: . FOR TOURISM BUSINESS

  1. To promote Bangladesh as a global tourist destination and to attract tourists to the country from all over the world and to provide all lawful services and facilities to the tourists;
  1. To provide information to tourists and tour operating companies across the globe about events and places of interest in Bangladesh and about available facilities and to develop and offer tour packages to them;
  1. To promote domestic tourism in Bangladesh as well as outbound tourism from Bangladesh and provide all services to them including services abroad through partner companies or branch offices as may exist in future;
  1. To establish, set up, own, hire, operate and run tourism related facilities in various parts of Bangladesh including but not limited to, hotels, motels, guesthouses, resorts and any other type of accommodation that may be required by or for tourists and visitors;
  1. To set up and operate travel agencies and carry ticketing and all other related businesses and also to enter into agreements with foreign airlines to run their online and off line GSA or PSA in Bangladesh;
  1. To adopt such means of making known the products and services of the Company or goods and articles dealt in by the company as may seem expedient such as by advertising, circulars, catalogues, show-cards, posters, road shows and free samples and exhibiting and granting rewards, presents, prizes and donations and also by such other means of making known nationally and internationally as may seem expedient including advertisements through internet and website;
  1. To obtain license from Bangladesh Bank to deal in foreign exchange to facilitate tourism;

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OPTION 02: . FOR AGRO-BASED INDUSTRIES

  1. To carry on business of Multi-purpose Agro-based complex, Poultry farming, Fish Hatchery, Poultry Feed, Dairy, Fisheries, Duckery, Agriculture farming, Cultivation of all kinds of Agro food, Plantation of Seeds, Nursery, Hatchery, Import, Export Marketing local or abroad.
  2. To carry on the business of Fisheries of High Value Fish, Nursery, Hatchery, Hybrid seeds produce, rice seeds, Corn seeds, Potato seeds, Vegetables seeds & Water-melon seeds and other seeds business.
  3. To carry on the business of:

a)Quality fish production, hatcheries and marketing of fish.

b)Import & Export of all kinds of agricultural seeds.

c)Fish Farming

Fish Farm, Hatchery for shrimp, carp and prawn Hatchery, White Fish, Shrimp, Prawn, Lobster & Crabs Cultivation and export of various types of fishes, Prawn, Lobster, Shrimp, crabs, sea-fishes, dry-fish and preservation and processing of shrimps and other fishes of both fresh water and Sea water.

d)Dairy Farming:

Dairy Farming, Milk Processing, Milk Products, Butter, Cheese, Gee, Ice-Cream, Chocolate & Candy, Milk Freezing, Milk Powder and their by products with quality packaging, supply and sales in the local market and abroad and to sell, import and export of Cows and Calves and make provision of their breeding.

e)Fattening Farming:

Cow, Goat, Sheep and Buffaloes fattening and making provision for their breeding freezing, packaging supplying in the local markets and abroad and all kinds of concerned business.

f)Poultry Farming:

Layer Farm, Pullet raising Farm, Broiler Farm, Parent stock Farm. Establishment of Poultry hatchery, Egg Processing, Broiler Processing.

g)Agriculture Farming:

Agriculture, Pisciculture, Horticultural Farm, Vegetables and Mushroom cultivation, Processing, Packing, Marketing and sale to local market & abroad. Flower plantation and seed production, processing of vegetables, flowers and fruits. Establishment of packaging & canning industries for local market requirement & for exports & undertake allied industries.

  1. To import all sorts of machinery and equipments necessary for establishment and maintenance of modern feed mills to produce feed for poultry, fish, shrimp, cattle and others.
  2. To set up and establish a feed manufacturing plant which will produce or prepare raw material for poultry feed, dairy feed, fish feed and shrimp feed.
  3. To import, purchase, exchange eggs, chicks, chicken, ducks and all sorts of high-breed and feed ingredient fowls and also to procure medicine, vaccination, veterinarian assistance, feeds from the country and abroad for proper maintains of the farm.
  4. To Carry on poultry breeding firm independently or in association with foreign firms in order to develop parent stock of different breeds and also carry out research activities to introduce new breeds or to improve existing breeds.

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OPTION 03: . FOR GENERAL TRADING

  1. To carry on the business of trading, buy, sell, exporters, importers, Marketing, indenters, commission agents, selling agents, distributors, broker, stockiest, merchants, wholesalers, retailers, buyers, manufacturers, general order suppliers and dealers in general merchandise, commodities, articles and goods all description whatsoever.
  1. To carry on the business of carries by air, land or water, shipping agencies/services, railway agencies/services, clearing and courier services (Section 4 & 5 of Postal Act 1898 shall be obeyed).
  1. To acquire land by purchase, take on lease, exchange or otherwise including commercial and residential building and to develop the same for cultivation of agriculture, farm and garden like tea estate, rubber of all kinds and to sell, store market and also export the same in abroad.
  1. To carry on the business of manufacturing and dealings in all types of garments for gents, ladies and children made of cotton, rayon, silk, leather, jute, woolen and other fibrous products and the preparation, sizing, processing, printing, embroidering, dyeing and coloring of any or all of he products mentions above or manufacture of textile and specialized textile products.
  1. To carry on the business of textile, spinning, weaving, dyeing, printing, finishing, bleaching, pressing, cutting, packing, bailing, storing, buying, selling and otherwise dealing in cottons, yarns and synthetic fibers.
  1. To carry on the business of manufacturing and dealings in all types of garments accessories, elastic products, button, buckram, fences materials for internal and overseas market and all other allied business.
  1. To carry on the business of all kinds of garments made of cotton, silk, nylon, wool, leather, jute and other fibrous materials for internal and external markets and to manufacture, import, produce and deal in treads, buttons interlining, packing and other materials used in garment industries.

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OPTION 04: FOR GENERAL BUSINESS

  1. To set-up establish and maintain industries for manufacturing of steam boiler, stem iron, stem roller, vacuuming table, water softener, thread sucking machine, thread rewinding machine, aluminum, M.S.sheet & SS sheet, perforated and plain praline, ceiling unit, tee bar, angel, zed and U sections and all sorts of aluminum/MS/SS fitting of road transport, rail coach, textile sections and air condition grills & diffusers fabricator.
  1. To carry on business of Steel/SS door, window and pipe line installation.
  1. To carry on the business of acoustical works, consultants, Armstrong and allied types of metal suspension system of false ceiling and interior decoration.
  1. To carry on the business of producer & manufacture all sorts of aluminum/Steel furniture, anodizing, electro-galvanizing and all kinds of nickel works.
  1. To carry on the business of marketing, import, export, manufacturing, assembling, installing, repairing, buying, selling in Bangladesh & abroad of all kinds of Aluminum/ Steel/ electrical/ electronics/ digital products, furniture and sorts of allied products, peripherals including electric/ electronic / digital equipment like transformer, electric iron, electric switch, IPS, UPS, computer, computer monitor, computer software, networking accessories, cooling tower, chiller, air handing unit, fan coil unit, refrigerator, television, air condition, oven, water pump, motor, power generator Diesel/Gas, vertical lifter, escalators, industrial exhaust fan, humidifier, de-humidifier, digital camera, industrial compressor, electrical cable, energy power light, optical fiber, telephone cable, LT/ST panel board, PFI switch gear, mobile phone, steel/SS sheet, steel/SS plate, all kinds of pipe, all kinds of accessories & tools, all kinds of Boiler/ Water treatment/ Textile/ Dyeing / Lather / Plastic Chemical, Boiler & Burner spares, Garments finishing machinery, Water filter & Dispenser.
  2. To carry on the business of indenting, trading, commission agents and export, import, buy, sell and deal in and with whether as principals’ agents.
  3. To carry in Bangladesh or elsewhere trade, business manufacture, and/or to act, as business agent, managing agents, selling agents, local agents, sub-agents, sole agents, handling agents, commission agents, indenting agents, indenters, stevedores, brokers for the benefit of the company.

OPTION 05: FOR GENEDRAL BUSINESS-02

  1. To carry on business and to Act as export, import, manufacturing, distribution, Marketing Agents, Commission Agents, Shipping Agent, Clearing and Forwarding Agents (C & F), Representatives, Distributors, Stockiest and sales of any product or service of Bangladeshi Company or of any Foreign Company in Bangladesh or elsewhere.
  2. To carry on the business of General Trading, Export and Import of all Commercial permissible items, Dealers, Indenters, Broker, Manufacturing, Contractor, General Supplier, Buying and selling Agent. Wholesale and Distributors Dealers, Carrying of all and every kind of General and special products Computer, Accessories and Network accessories and other computer and Internet related Product.
  3. To carry on the business as manufacturer, importer and exporter of different kinds of Electronic goods.
  4. To carry on the business of manufacturing, buying, selling, importing, exporting all types of beauty soap, lemon soap herbal soap, 2 in 1 soap, fairness soap, nail polish, remover, snow, talcum powder, anti-dandruff soap, laundry soap detergent soap detergent powder, lipstick, beauty cream, cold cream, shampoo, hair care oil, body lotion, spot cream, petroleum jelly, baby lotion, baby soap, baby oil, body spray, shaving cream, after shave lotion, tooth pest, tooth brush, hair die, black mehedi, vaseline, tissue paper, toilet paper, washing powder, hair dye and all other cosmetics items.
  5. To buy, sell, import, export or otherwise deal in all kind of edible oils, oil products and by products, other edible oil, coconut oil, palm oil and spices.
  6. To carry on the business of Travel Agency, General Sales Agency, Travel and Tour operations and all sorts of tourism related business like rent-a-car, sight-seeing with travel guide, motel, hotel, restaurant in home and abroad.
  7. To carry on the business of computer technology and all sorts of electronic items and to manufacture, assemble, export buy sell and service including setting up of show-room, training center and otherwise deal in computer & other electronic goods.

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OPTION 06: FOR GENERAL BUSINESS -03

  1. To carry on the business as Internet service on line information Media business and network Marketing plan, Family needs marketing and goods any products.
  2. To carry on the business and to establish with the modern equipment of Internet service Telecommunication net work business. Modern computer business server on line business, sound receiving system by the Internet media sound sending system by the Internet media, with all sorts of internet and same nature of business which is applicable in near future
  3. To carry on the business of local and international Courier Services independently or with foreign collaboration or as foreign Courier Service agents.
  4. To carry on the business of Bus Service and any other sort of transport business.
  5. To carry of import and the business of City Express Service Systems of Cab, Taxi, Maxi, Car, Micro bus, double decker bus, bus, mini-bus and auto-rickshaw.
  6. To carry on business and to act as Traders, Exporter, Importer, Merchants, Indentors, Marketing Agents, Buying house, Commission Agents, Shipping Agent, Clearing and Forwarding Agents, Distributors, Stockiest and sales of any product.
  7. To carry on the business of Shopping Mall, Chinese Restaurant, Restaurant, Hotel, Motel, Cottage, Catering, Cafe, Refreshment Room and Lodging House all kinds, Sports House, Indoor Games such as Carom, Chess, Table Tennis, Golf, Billiard, Badminton, Swimming Pool, Gymnasium, Drinks, Caterers for Public Amusements, Hair dressers, Perfumes, Proprietors of Clubs, Health Clubs, Fishing Boat, Children Park.

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OPTION-07: FOR GENERAL BUSINESS / MANUFACTURING

1To set-up establish and maintain industries for manufacturing of steam boiler, stem iron, stem roller, vacuuming table, water softener, thread sucking machine, thread rewinding machine, aluminum, M.S.sheet & SS sheet, perforated and plain praline, ceiling unit, tee bar, angel, zed and U sections and all sorts of aluminum/MS/SS fitting of road transport, rail coach, textile sections and air condition grills & diffusers fabricator.

2To carry on business of Steel/SS door, window and pipe line installation.

3To carry on the business of acoustical works, consultants, Armstrong and allied types of metal suspension system of false ceiling and interior decoration.

4To carry on the business of producer & manufacture all sorts of aluminum/Steel furniture, anodizing, electro-galvanizing and all kinds of nickel works.

5To carry on the business of marketing, import, export, manufacturing, assembling, installing, repairing, buying, selling in Bangladesh & abroad of all kinds of Aluminum/ Steel/ electrical/ electronics/ digital products, furniture and sorts of allied products, peripherals including electric/ electronic / digital equipment like transformer, electric iron, electric switch, IPS, UPS, computer, computer monitor, computer software, networking accessories, cooling tower, chiller, air handing unit, fan coil unit, refrigerator, television, air condition, oven, water pump, motor, power generator Diesel/Gas, vertical lifter, escalators, industrial exhaust fan, humidifier, de-humidifier, digital camera, industrial compressor, electrical cable, energy power light, optical fiber, telephone cable, LT/ST panel board, PFI switch gear, mobile phone, steel/SS sheet, steel/SS plate, all kinds of pipe, all kinds of accessories & tools, all kinds of Boiler/ Water treatment/ Textile/ Dyeing / Lather / Plastic Chemical, Boiler & Burner spares, Garments finishing machinery, Water filter & Dispenser.

6To carry on the business of indenting, trading, commission agents and export, import, buy, sell and deal in and with whether as principals’ agents.

7To carry in Bangladesh or elsewhere trade, business manufacture, and/or to act, as business agent, managing agents, selling agents, local agents, sub-agents, sole agents, handling agents, commission agents, indenting agents, indenters, stevedores, brokers for the benefit of the company.

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OPTION 08: FOR CONSTRUCTION / REAL ESTATE

  1. To carry on the business of real estate, housing and apartment and to do and carry on the business of buyer, seller of flats, apartment, buildings rooms, huts and to undertake construction of Super market, Shopping centre, shopping complex, community centres. And to arrange for sale or let out of those to general public or to hold it for their management.
  1. To do and carry on the business of development of building and apartments and sell and dispose of the said buildings and apartments and business of builder, engineers, architects and contractors and to build townships, gardens, markets, housing estates or other buildings or conveniences, drainage facilities, utility services electricity, water supply, sewerage installations and to deal with the same in any manner.
  1. To provide lands, buildings, apartments, houses, flats, rooms, huts, or other accommodation constructed or to be constructed by the Company for members thereof and others on their behalf construct such buildings apartments, houses, flats, rooms, huts and other accommodation on terms and conditions that may be agreed upon by and between the parties.
  1. To develop and run to account any land acquired by the Company or in which the Company is interested and particular by laying out and preparing the same for building purpose, construction, altering and pulling down, decorating, maintaining, furnishing and fitting up and improving buildings and by planting, paving, drawing, forming, cultivation, letting on building, lease or building agreement and by advancing money to and entering into contacts arrangements of all kinds with builders, tenants and others.
  1. To act as Consulting Engineers, Architects, Planner, Surveyors & Demographic Surveyors, Estimators, Valuers, Designer and Supervisors.
  1. To carry on the business of Constructors / Builders, Erects, Engineers, Structural and Architecture designers, contractors, civil, Mechanical, Electrical, Chemical and Metallurgical, Electronic, Telecommunication, Bio-medical, Computer Engineers and consultants under taking to execute, contracts, to design, plan, build, fabricate, maintain, develop, improve work, control and manage any buildings, road, bridges, railways, tramways, waterways, dockyards, Sea ports, Air ports, gas works, reservoirs electric power station, power sub-station, power transmission & distribution, heating, ventilation, Air conditioning (HVAC) and light supply works, telecommunication works, stores and other like works and to contribute or otherwise assist or take part in the construction, maintenance development, working and management thereof.

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  1. To carry on the business of construction, manufacture, import, export, erection, fabrication of aluminium doors & windows, all interior decorative works, Paints, Plastic, timber, Glass & furniture works, sound control works and acoustics, works with Gypsum board, Mineral board, Ply wood, Painting & varnishing & related works requiring interior & exterior design.

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