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          THE COMPANIES ACT, 1956
           MEMORANDUM OF ASSOCIATION
                                    OF
    BUSA MANAGEMENT MARKETING LTD.
         (COMPANY LIMITED BY SHARES)                                                                                                       

I. The Name of the Company is BUSA MANAGEMENT MARKETING LIMITED.
II The registered office of the Company will be situated in the state of Uttar
Pradesh.
III. The objects for which the company is established are :-

(A)     THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS
          INCORPORATION : -
1. To carry on the business of providing of consultancy services, and to provide
through the placement services, self interviews and company well received a minimum fees for that process in the areas of project management, money management,
financial management, information technology, system designing and development,software development, telecommunication, electronic, commerce, human resource,
health & wealth management, education management services, development, security analysis and portfolio management, investment management, marketing management, material management, logistics management, strategic planning and management, f inance, accounting asset management, management information systems, operational controls, risk management and other areas of business management.

2. To carry on any of the business as indenting agents, manufacturers, representatives, buyers, sellers, importers, exporters, distributors, agents, brokers,factors, stockiest, franchisor, commission agent and dealers of all kinds of goods either manufactured, semi – manufactured or raw materials and to carry on the business of sales representatives either on commission or on commission and profit sharing basis of all kind of goods and materials and to receive goods on consignment from any company, firm, association of persons, individuals, government, semi – government or any local authority and sell the same as agents or principal to principal basis and to provide marketing consultancy, make and facilitate projects on turnkey basis or provide consultancy, projects feasibility reports to identify products and markets and provide services for marketing advertising and launching of products.

16. To open bank accounts in India or abroad with any scheduled, cooperative, nationalized, private or foreign banks of all descriptions, applications and user and to operate, draw, accept, make, endorse, execute, issue, discount, negotiate and transfer promissory notes, hundies, bil l of landing, bil l of
exchange obligations, acceptances, commitments and other negotiable or transsferable instruments in connection with the business of the company.

20. To carr y on in India or in any part of the worl d al l incidental acts and things necessary for the attainment of any of the objects under these presents.

22. To appoint in India or elsewhere for the business agent, commission agent, delcredre agent, C & F agent, franchiser, representative, broker, informer, correspondent or otherwise to deal in all goods, commodities, chattels, materials, services as are incidental or conducive to the attainment of the objects under these presents.

25. To establish branches, f ranchises, depots, offices, showroom, parlours,
retail counters, service centres and other network in India or abroad for the
purpose of business of the company and to run, maintain or discontinue
such establishment as may be necessary from time to time.

2. To carry on the business of the manufactures, buyers, sellers, importers,
 exporters, consul tants, stockists, suppliers, distributors, users, whole
 sellers, retailers, repairers and work in:

(a) All type of engineering including casting and fabricated items.

(b) Ferrous and non-ferrous metals, ores and alloys.

(c) All type of garments whether made of silk, wool, cotton, synthetic or of any other raw materials, hosiery goods, handicrafts, imitation jewelry, precious and semi-precious stones, including ornamental goods or goods for decoration, household goods and art of goods.

(d) All kind of meat and merine products and live stocks.

(e) All kind of pulses, green and dry vegetables and pharmaceuticals.

(f) All kind of furniture made of wood or steel or wood product or made of any other raw material.

(g) All kind of chemicals, leather and leather goods and rubber and rubber goods.

(h) All kinds of merchandise, machinery, equipment, articles, manufactured or otherwise.

(i) All kinds of papers and articles made from paper and pulp materials used in manufacture or treatment of paper including cardboard, wall
and ceiling paper.

(j) All kind of vehicles.






























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         THE COMPANIES ACT, 1956
         ARTICLES OF ASSOCIATION
                             OF
    BUSA MANAGEMENT MARKETING LTD. 
            (COMPANY LIMITED BY SHARES)          

I. PRELIMINARY
1. The regulations contained in table ‘A’ in the first schedule to the Companies
 Act 1956 (hereinafter called The Act) shall apply to the company in so far as they are applicable to a public limited company and are not inconsistent
 with the provisions here in contained.

INTERPRETATION
2. Unless the context otherwise requires words or expressions contained in these Articles shall bear the same meaning as in the Act or statutory modification there-of in force at the date on which the Articles become binding on
the Company.

3. In the interpretation of the Articles the following words and expressions shall
have the following meaning unless repugnant to the subject and the context

a. ‘This Company means’ BUSA MANAGEMENT MARKETING LIMITED.

b. The ‘Act’ means the Companies Act, 1956 and includes where the context so requires any re-enactment or statutory modification therof for the time being in force.

c . The ‘Board or Board of Directors’ or Directors’ shall mean the Board of Directors for the time being of the Company.

d. The ‘ Direcotors’ means the Directors of the Company.

e. ‘The Chairman’ means the Chairman of the Board of Directors of the company for the time being.

f. ‘Managing Directors’ means a Director who by virture of resolution passed by the Company in general meeting or by the Board of Directors

or by the virtue of the Article of Association os entrusted with

substantial power of management which would not otherwise be exercised

by him and includes a Director occupying the position of a

Managing Director by whatever name called.

g. ‘Share Holder’ or Members’ mean duly registered holders from time

to time of the shares of the Company.

h. ‘Proxy’ includes attorneys duly constituted under a Power of Attorney.

i . ‘Register’ means the register of members to be kept pursuant to

Section 150 of the Companies Act, 1956.

j . ‘The Register’ means the Registrar of The Companies, Uttar Pradesh,

Kanpur.

k . ‘Person’ includes corporation or company or association of persons

or body of individuals weather incorporated or not.

I. ‘The Office’ means the Common Seal of the Company.

m. ‘Seal’ means the Common Seal of the Company.

n. ‘Year’ means the Calendar year.

o. ‘Secretary’ shall include any assistant or deputy secretary and any
person appointed to perform the duties of the secretary temporarily.

p. ‘Month’ means calendar month.

q. ‘Dividends’ include bonus.

r. ‘Debenture’ include debenture stock.

s . ‘Capital’ means the share capital of the Company raised or authorised
 to be raised for the purpose of the Company.

t . ‘Paid-up’ includes credited as paid -up.

u. ‘Meeting or General Meeting’ means meeting of members.

v. ‘Annual General Meeting’ means general meeting of members held in accordance with the provisions of Section 166 of the Act

w. ‘Extra-ordinary General Meeting’ means extra ordinary General Meeting of Members duly called and constituted and any adjourned meeting holding thereof.

x . ‘Ordinary and Special Resolution’ shall have the meaning assigned there to by Section 189 of the Act.

y. ‘Share’ means Share in the Share Capital of the Company and in cludes stock except where a distinction between shares and stock is expressed or implied.

z . ‘In working and written’ includes printing by lithography and other modes of representing or reproducing words in a visible form.

aa. Words importing singular number shall include the plural numbers and its vice-versa.

bb. Words importing males include female.

cc. ‘Financial year’ means in relation to any body corporate, the period in respect for which any profit and loss account of the Body Corporate laid before its annual general meeting is made up, whether that period is a year or not { Section 2 (17) of the Act.}.

                                                       SHARE CAPITAL

4. Division of Capital :
 The Author ised Shar e capital of the Com p a n y i s Rs . 5, 0 0 , 0 0 0 / -
(Rs. Five Lacs Only) divided into 50,000 (Fifty Thousands) equity shares
of Rs.10/- (Rs. Ten) each with the power to increase of reduce the same
and to divide the shares for the time being into several classes and to
to attach thereto respective such preferential, qualified of special rights,
privileges or conditions may be determined by or in ac cordance with
the Articles and to modify orabrogate any such rights, privileges and
conditions in such manner as is fortime being provided under the Act
and/or the Art ic les of the Company andconsol idate or subdivide the
shares and to issue the shares of higher or lower denominations..

             FOR MORE DETAILS PLEASE VISIT OUR REGISTERED AND CORPORATE OFFICE