2487

Form No. 7

Memorandum of Association of
a Company Limited by Shares
(Construction Company)
COMPANIES ACT 1956 (I OF 1956)
MEMORANDUM OF ASSOCIATION OF
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . LIMITED
I. The name of the Company is . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . LIMITED.
II. The registered office of the company will be situated in the
State of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
III. The objects for which the company is established are :(A) THE MAIN OBJECTS OF THE COMPANY:(1) To manage, improve, develop, hold or acquire by purchase, lease,
exchange or otherwise and to sell, alienate, dispose of and deal in India
or abroad in lands, buildings, easements, flats, garages, houses, halls,
godowns, mills, tenaments, factories, chawls, dwelling houses or other
landed properties of any tenure or description and any estate or interest
therein or rights connected therewith and to turn the same to account as
may be expedient and in particular by laying out and preparing building
sites by planning, paving, draining and cultivating land and by demolishing,
constructing, reconstructing, altering, improving, decorating, furnishing,
maintaining, administering, and equipping building and other structures.
2. To do various types of construction of buildings, houses, garages,
halls, flats, office premises, shops, malls, residential accommodation, cinema
halls, restaurants, hotels, clubs, godowns, warehouses, mills, factories,
chawls, dwelling houses, or other landed properties and construction jobs,
works, and convenience of all kinds.
(B) OBJECTS INCIDENTAL OR ANCILLARY TO THE ATTAINMENT
OF THE MAIN OBJECTS:
3. To carry on the business of producing, manufacturing and preparing
of and dealing in any materials which may be usefully and conveniently
combined with construction, building and development activity of the
Company.
4. To apply for, tender, purchase or otherwise acquire any contracts,
subcontracts, licences and concessions for or in relation to the objects
or business herein mentioned or any of them and to undertake, execute,
carry out, dispose of or otherwise turn to account the same.
5. To carry on the business of architects, landscape designers, surveyors,
valuers, R.C.C. Contractors, structural engineers, centering contractors,
plumbing and fitting contractors, painting and waterproofing contractors,

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MEMORANDUM OF ASSOCIATION OF A COMPANY LIMITED

BY SHARES (CONSTRUCTION COMPANY)

furnishers and interior decorators, electrical and wiring contractors and

fabricators.
6. To enter into contracts, agreements and arrangements with any
other company, firm, trust, Government, society, organization, institution, authority, concern or individual for attainment of the objects of the
Company.
7. To establish, promote, form and register trusts, co-operative societies or limited companies or other incorporated bodies or associations of
the purchasers or allottees of flats, garages, or condominiums or other
tenaments and pay out of the funds of the Company all expenses with
respect to the promotion, formation and registration of such societies,
trusts, limited companies or other incorporated bodies or such associations, or condominiums established for the business of the Company and
to buy, sell, lease, construct, repair, manage, land and building for and
on behalf of co-operative societies or limited companies or incorporated
bodies or such associations or condominiums.
8. To lend money with or without securities to such companies, firms
or persons, and on such terms as may seem expedient and in particular
to the customers of and others having dealings with the Company and to
guarantee the performance of contracts by any persons, firms or companies
other than the banking business as defined under the Banking Companies
Regulation Act, 1949.
9. To amalgamate, merge, compromise and collaborate with and to
take over any Company having similar objects or to enter into partnership,
joint venture or other arrangement, reciprocal concession with any person
or company, firm or other organization and undertaking.
10. To apply for, promote, obtain, protect and deal in any patent, patent
right, copy right, trade mark, formulate, designs, licences and concessions
conferring any right.
11. To establish, provide, maintain, run and close library, trust, research institution, centre, workshop and to arrange meetings, lectures,
seminars, get together, social functions, conferences for the interest of
general public or any section thereof and to run training institutions for
promotion of the objects of the Company.
12. To make or accept, gifts, bequests, donations, awards, prizes,
scholarships, fellowships and grants to deserving persons, institutions
and political parties.
13. To publish books, magazines, pamphlets, circulars, journals, papers, periodicals dealing with subjects of interest for the business of the
Company.
14. To borrow and receive money in any form and to draw, make,
accept, endorse, discount, execute and issue negotiable instruments,
debentures, deposit receipts, and acknowledgments on such terms and
conditions as may be thought fit.
15. To distribute among the members of the Company any property
of the Company.
16. To appoint, remunerate and remove any trustees, employees, executives, experts, consultants, retainers for the business of the Company.
17. To let, mortgage, charge, sale or otherwise dispose of any property of
the Company as may be thought expedient in the interest of the Company.

MEMORANDUM OF ASSOCIATION OF A COMPANY LIMITED

BY SHARES (CONSTRUCTION COMPANY)

2489

18. To adopt any means of making known the business carried on by

the Company.
19. To sublet or assign all or any contracts entered into by the Company as may be thought expedient.
20. To agree to any settlement or compromise or refer to arbitration
any disputes and to initiate and institute and settle or take legal action
and proceedings in connection with the business of the Company and to
defend the suits filed against the Company.
21. To give guarantee for the performance of any contract or obligation
and payment of money and to indemnify other persons.
22. To build, construct, alter, maintain, enlarge, pull down, remove or
replace any work, manage and control any building, roadways, and other
conveniences which are in the interest of the Company.
23. To establish and maintain or procure the establishment and maintenance of pension, gratuity or superannuation fund or for other benefits
of past and present employees of the Company and their dependents and
to do any and all such acts for the benefit of the employees and their
dependents.
(C) OTHER OBJECTS
24. To carry on in India and elsewhere at any place or places in
the world, the business, trade or activity of trustees, insurance agents,
company promoters, underwriters, shroffs, guarantee brokers, commission agents, factors forwarding and other agents, marine, fire and other
insurers, muccadums and brokers, and dealers and manufacturers in all
kinds of stationery, machinery, spare parts, goods, stores and in motor
cars and vehicles of all descriptions, or any one or more such business
in all or any of their respective branches.
25. To manufacture, assemble, purchase, sell, import, export, repair
service, renovate, install, fabricate, let out and generally deal in and carry
on the business of all kinds of machinery including agricultural machinery,
machines, implements, air compressors, pneumatic tools and machines,
earth moving, construction and material handling machinery and equipment including bull-dozers, angle-dozers, shovels, excavators, fork-lifts,
platform-trucks, road rollers and other machines and all components,
accessories/optional equipment, attachment and other equipment and
spare parts of whatever description and kind.
26. To manufacture, deal in, hire, store and warehouse all engines,
machinery, machines, implements, utensils, appliances, apparatus, fuels,
lubricants, cements, solutions, enamels, paints and all things, capable
of being used in connection with the foregoing machines whether in connection with the manufacture, repair, maintenance or working thereof.
27. To manufacture, export, assemble, purchase, sell, import, repair,
service, renovate, install, fabricate, hire out, let on hire and generally deal
in all kinds of trucks, automobiles, aircraft, howercraft, river and marine
craft, other vehicles, boilers, machine tools and other machinery.
28. To undertake agency, distributorship and selling of goods manufactured by others on such terms and conditions as the Board of Directors deem fit.
29. To manufacture, buy, sell, alter, improve, modify, import, export,
or otherwise deal in steel and fabricated steel items and carry on the business of fabricators, structural and erection engineers.

2490

MEMORANDUM OF ASSOCIATION OF A COMPANY LIMITED

BY SHARES (CONSTRUCTION COMPANY)

30. To carry on the business of general engineers, mechanical engineers

and manufacturers, dealers in implements and machinery of all kinds.
31. To carry on or help research and development in the field of engineering and other applied and pure sciences.
32. To assist the Government authorities and other institutions for
rural development, rural uplift, creating employment, social development
and other activities for the benefit of general public, either actively or
otherwise and by contribution of cash or otherwise and also to undertake
any of the aforesaid activities alone or conjunctively with others.
33. To assume such social responsibilities and obligations as may
from time to time be decided, depending upon the ideologies and social
values prevalent at that time and to assist the Government in achieving
its various socio-economic goals.
34. To train or pay for the training in India or abroad of any member
or any of the Companys employees or directors or any other candidates
in the interests of and for the furtherance of the Companys business.
35. To start or maintain, subsidize or contribute to charitable dispensaries or hospitals, gymkhanas, play grounds, clubs, libraries, technical
institutions for the benefit of the Companys employees or for that of the
public or as to promote the Companys interest.
36. To carry on business as estate agents and estate managers and
to collect rents, look after and manage immovable properties of or for any
persons, firms and Companies, Governments and States, as well as this
Company, to give, take, let and sub-let rent farming contracts and to carry
out, undertake, or supervise building constructions, altering, improving,
demolishing and repairing operations and all other works and operations
in connection with immovable estates and properties.
37. To establish schools, colleges or training centres or places for instructions in engineering, medical, commerce, science, arts, professional
trade courses and to award diplomas, certificates of merit, scholarships,
freeships, fellowships or give monetory help and other assistance and
facilities to students, in all fields including that of rural uplift and allied
trade and industries.
38. To carry on the business of designers, manufacturers of various
plants, equipment, accessories and other equipment, as also to act as
purchasers, sellers, dealers, importers, exporters.
39. To undertake, on contract or otherwise, activities of pollution
control in all its branches such as air, noise and for the purpose manufacture, assemble, device, buy, sell, lease, maintain plants, machinery,
equipment and processes.
40. To establish, purchase or otherwise acquire, take on lease, sublease, run, conduct, co-operative cold storage, warehouses, dry storage
warehouses, bonded warehouses for preservation, storage and treatment
of merchandise, machinery, goods products, farm products, furniture and
other perishable and non-perishable goods.
41. To carry on the business of advertising, marketing, distributing
and selling any of the products and services.
42. To carry on all kinds of agency business including that of transporter, clearing agents, freight contractors, steamer agents, forwarding
agents, licensing agents.

MEMORANDUM OF ASSOCIATION OF A COMPANY LIMITED

BY SHARES (CONSTRUCTION COMPANY)

2491

43. To carry on any other business which may seem to the Company
capable of being conveniently carried on to benefit the Company directly
or indirectly.
44. To give on lease, let on hire, acquire, sell, purchase, hire, take on
lease, dispose of and deal in immovable or movable property with rights,
privileges and obligations attached thereto and to carry on the business
of finance company and to finance or assist in procuring finance, by per sons, companies, firms, undertakings, enterprises, establishments and
other persons by contracting public and private loans and negotiating
and issuing the same.
45. To invest, acquire, purchase, subscribe, take up, hold, transfer,
gift, sell, dispose, alienate, undertake and deal in stocks, shares, bonds,
debentures, debenture stocks, deposits, units, certificates, obligations,
negotiable instruments, vikas patra, notes and other securities of any Government, State, Company, Corporation, Authority, Firm, Body Corporate,
Trust, Society, Concern and other organization and to advance and lend
money to any of the above and to vary such investments from time to time.
46. To devise and implement schemes for developing saving habits,
promotion and investment/utilization of savings and to issue saving
certificates and generally to attract savings by way of offering premium,
incentives and commission to the investing public.
AND IT IS HEREBY DECLARED THAT:
1. The word Company (save when used with reference to this Company) in this Memorandum shall be deemed to include any partnership
or other body or association of persons whether incorporated or not and
wherever domiciled.
2. The objects in the several clauses of paragraph III hereby shall have
the widest possible construction and shall extend to any part of the world.
3. Subject to the provisions of the Companies Act, 1956 the objects set
forth in any clause of sub-paragraph (C) above shall be in no case limited
or restricted by reference to or in reference from the terms of any of the
clauses of sub-paragraph (A) and (B) or by the name of the Company.
4. The liability of the members is limited.
5. The authorized share capital of the Company is Rs. . . . . . . . . .
(Rupees . . . . . . . . . only) divided into . . . . . . . . .. . . . . . . . . (
)
Equity Shares of Rs.. . . . . . . . .(Rupees . . . . . . . . .. . . . . . . . .) each
and. . . . . . . . . ( . . . . . . . . . ) unclassified Shares of Rs.. . . . . . . .
.(Rupees. . . . . . . .) each with power to increase and reduce the capital for
the time being of the company, into several classes and to attach thereto
respectively preferential, deferred, qualified or special rights, privileges or
conditions as may be determined by or in accordance with regulations of
the company and to vary, modify or abrogate any such rights, privileges
or conditions in such manner as may for the time being be provided by
the company.
We, the several persons, whose names, addresses and descriptions
are hereunder subscribed 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 names:

2492

MEMORANDUM OF ASSOCIATION OF A COMPANY LIMITED

BY SHARES (CONSTRUCTION COMPANY)

Signature, Names, Ad- No. of Equity shares Signature, Name, Addresses, Descriptions taken by each Subscriber dress, Description of
and Occupations of SubWitness
scribers
2
1
3

_________________
Total

_________________

_________________

Dated the ......................Day of...........................20...........................

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