CHRIST ACADEMY INSTITUTE FOR ADVANCED STUDIES
BHARAT L
3RD BCOM ‘D’
COMPANY LAW AND ADMINISTRATION
‘MEMORANDAM OF ASSOCIATION OF BHARAT EARTH MOVERS AND REAL
ESTATE LIMITED’
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UNDER THE COMPANIES ACT, 1956 AND
COMPANIES ACT, 2013
COMPANY LIMITED BY SHARES
MEMORANDUM OF ASSOCIATION
OF
BHARAT EARTH MOVERS AND REAL ESTATE LIMITED
I. The name of the Company is BHARAT EARTH MOVERS AND REAL ESTATE
LIMITED.
II. The Registered Office of the Company will be situated in State of Karnataka.
III. The objects for which the Company is established are:
A. THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS
INCORPORATION ARE:
1. To carry on the trade or business of service contractors and engineers in any branch
of industry as also manufacturers; builders and contractors of every type and
description and to own, control, manage or to erect, construct, maintain, alter,
repair, pull down and restore either alone or jointly or in collaboration with any
other or others, works of all descriptions in particular Gas pipe line, barrages, dams,
sluices, locks, embankments, quarries breakwaters, docks, quays, harbours, pixels,
canals, tanks, bridges, aqueducts, reservoirs, irrigation, reclamation, improvement,
river works of all kinds, railways, waterways, waterworks, roads, bridges,
warehouses, offices, factories, mills, engines, steel plant, machinery and equipment
of every descriptions, gas works drainage and sewerage works and buildings of
every description in and outside the union of India and to take over the business of
Gayatri Engineering Company, a Partnership Firm, as a going concern .
2. To carry on the trade or business of consultants, technicians, service contractors
and engineers in any branch of industry, including mining, electrical, sanitary, water
works, industrial, civil, mechanical and structural and to supply and furnish pursuant
to such contractual or other arrangements as may be entered into professional,
technical, sales and other services in and outside the union of India to any person,
firm or corporation in connection with the setting up, establishment, working and
operation of any industry and for all or any of the purposes aforesaid.
3. To construct, let out, furnish and carry on all or any of the functions of proprietors of flats,
maisonettes, dwelling houses, shops, offices and for these purposes, to purchases, take on
lease, prepare buildings sites, and to construct, reconstruct, repair, pull down, alter,
improve, decorate, furnish and maintain flats, offices, buildings, of all kinds, to lay - out
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roads installations and to set apart land for pleasure gardens and recreations, grounds or
otherwise improve land or any part thereof.
4. To purchase or otherwise acquire any land, building or premises and to turn into account,
develop, improve, alter, demolish, or let out for the purpose of carrying on the business
ofhotel, restaurant, coffee tavern, lodging, house-keepers and to carry on the business of
wine, spirit and liquor merchants,
5. To acquire, buy, sell for purpose of investment or resale, and to traffic and speculate in land
and house or other properties of any kind, tenure and any interest therein, and to acquire,
sell, speculate and deal in freeholds and leaseholds, and to make advances upon the
hypothecation, mortgage or security of land or house, or other property of any description,
or any interest therein, and generally to deal in, traffic and speculate by way of sale, lease
exchange or otherwise with land and house property and any other property of any
description whether real or personal, movable or immovable.
6. To cultivate, develop, turn to account, grow, produce or deal in any vegetables, or products
and to carry on all or any of the business of farmers, dairymen, milk contractors, dairy
farmers, millers, surveyors and vendors of milk, cream, cheese, butter poultry and
provisions of all kinds, growers of and dealers in corn, hay and straw, seeds men and
nurserymen, and to buy, sell and trade in any goods casually traded in any of the above
businesses, or any other business associated with the farming interest which may be
advantageously carried on by the Company.
7. To acquire, purchase or buy any land to construct theatres and to carry on the business as
Exhibitors, Distributors and producers of cinematographic films.
8. To establish marriage hall function halls, auditoriums etc., and to carry on the business
connected therewith.
9. To manufacture, buy, sell, and trade in mineral waters, wines, cordials, liquors, soups,
broths and other restoratives or foods especially invigorating or deemed to be suitable for
invalid convalescents and children.
10. To import, export all kinds of materials, machines, things, articles, and commodities and in
particular gold, bullion, jewellery, silver, diamonds etc
11. To carry on and undertake the Business of Finance, Investment and Trading, Hire Purchase,
leasing and to Finance lease operations of all kinds, purchasing, selling, or letting on Hire of
all kinds of Plant & Machinery, Vehicles. Earth Moving Machinery and to undertake Business
of port Folio investments on dealers in Equity Shares, preference shares, Debentures,
Company deposits, securities, Bonds and units of Unit Trust of India or any other Scripps.
12. To construct, Build, develop maintain, operate, own and transfer infrastructure facilities
including housing, roads, highways, bridges, airports, ports, rail systems, water supply
projects, irrigation projects, inland water ways and inland ports, water treatment systems,
solid waste management systems, sanitations and sewerage systems, or any other public
facilities
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B. OBJECTS INCIDENTAL OR ANCILLARY TO THE ATTAINMENT OF THE
CLAUSE III (A):
1. To produce, manufacture, import, export, design, fabricate, use, buy or otherwise
acquire, sell, distribute, deal in and dispose off and/or engage in the business of
manufacturing and selling raw materials of every class and description capable of being used
in the aforesaid business of the company or deemed to be necessary or desirable in the
conduct of its business or in part thereof as raw materials and intermediates and to enter
into as a partner with any partnership business, carrying on the above or similar objects and
to take over the assets, liabilities and the business of any firm, company engaged in the
above business.
A. To carry on the business of distributor, selling agents, manufacturers, representatives,
canvasses, general brokers, commission agents, manufacturers, stockists, warehousemen to
all goods, merchandise, processes, formulae, rights and concessions of all kinds and
descriptions.
2. To invest and deal with the moneys of the Company in immovable properties, shares,
stocks, bonds, debentures, or other securities or current or in fixed deposit accounts with
banks or on mortgage of immovable properties of any tenure or on the pledge of movable
property or in any other manner as may from time to time be determined by the Directors
of the Company for the time being, and from time to time sell or vary such investments, and
to execute all assignments, transfers, receipts and documents that may be necessary in that
behalf.
3. To accumulate funds to lend, invest or otherwise, employ moneys belonging to the
Company to individuals, firms, companies, Government or quasi-Government authorities or
whomsoever as the Company may choose with such securities or without securities upon
such terms and conditions as may be determined from time to time.
4. To draw, make, accept, endorse, discount, execute and issue promissory Notes Cheques,
bills of exchange, bills of lading, warrants, debentures, and other negotiable or transferable
instruments but not to do any banking business as defined in the Banking Regulations Act,
1949.
5. To purchase for investment letting on hire or resale and to traffic in land and house and
other property of any tenure and any interest thereon and to create, let on hire, sell and
deal in freehold and leasehold ground rents and to make advances upon the security of land
or house or other property or any interest therein and generally to deal in traffic by way of
sale, lease, let on hire, exchange or otherwise with land or house property or any other
property whether real or personal.
6. To purchase or otherwise acquire, sell, dispose of or hire, let on hire, and deal in movable and
immovable property of all kinds, and in particular lands, buildings, machinery, plant, warehouse,
workshops, hereditaments, business concerns, and undertakings, mortgages, charges, annuities,
patents, copyrights, licences, shares, stocks, debentures, securities, concessions, options, produce,
policies, book-debts and claims and any interest in immovable or movable property and any claims
against such property, or against any person or company and to carry on any business concern or
undertaking so acquired.
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7. To enter into any arrangements with any governments or authorities (supreme,
municipal, local, panchayat or otherwise) or any corporations, companies or persons that
may seem conducive to the attainment of the company's objects or any of them or persons,
any charters, contracts, decrees, rights, privileges and concessions which the company may
think desirable and to carry out, exercise, and comply with such charters, contracts, decrees,
rights, privileges and concessions and to oppose any rights, privileges, concessions any
imposition or alteration or cancellation of any taxes or duties or tariffs which many seem or
be calculated directly or indirectly to prejudice the company's interest.
8. To promote any company or companies for the purpose of acquiring all or any of the
property, rights and liabilities of this Company or for any other purpose, which may seem
directly or indirectly calculated to benefit the Company.
9. To facilitate and encourage and assist in the creation, issue or conversion of debentures,
bonds, obligations shares, stocks and securities and to act as trustees in connection with any
securities and take part in the conversion of business concerns and undertaking into
companies to carry on all kinds of promotion of business and in particular to form,
constitute, float, assist and control any companies, associations or undertakings
whatsoever.
10. To undertake and execute any trusts, the undertaking whereof may seem desirable and
also to undertake the office of executor, administrator, receiver, treasurer, registrar and to
keep for any company, Government, authority or body any register relating to any stocks,
funds, or shares or securities or to undertake any duties in relation to the registration of
transfers, the issue of certificates or otherwise.
11. To amalgamate with any other company whose objects are similar or not to those of this
company, whether by sale or purchase (for full or partly paid-up shares or otherwise) of the
undertaking, subject to the liabilities of this or any such other company as aforesaid, with or
without winding up, by sale or purchase (for fully or partly paid up shares or otherwise) of
all or a controlling interest in the shares or stocks of this or any such other company as
aforesaid, or by partnership or any arrangement of the nature of the partnership or in other
manner.
12. To sell, exchange, mortgage, charge, develop, let on hire, or dispose of the undertaking,
property and assets of the company or any part thereof in such manner and for such
consideration as the Directors think fit, and in particular for shares (whether fully or partly
paid up) debentures or securities of any other company having objects altogether or in part
similar to those of this company.
13. To pay all the costs, charges and expenses of any incidental to the promotion, formation,
legislation and establishment of the company and the issue of its capital including
underwriting or other commissions, broker's fees and charges in connection therewith and
remunerate or make donations by cash or other assets or by the allotment of fully or partly
paid-up shares or by a call or option on shares, debentures debenture stocks or security of
this or any other company or in any other manner for services rendered or to be rendered in
introducing any property or business to the company or in placing or assisting to place or
guaranteeing the subscription of any shares, debentures, debenture-stock or other
securities of any other company or for any other reason which the company may think
proper.
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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 objects for which the
company is formed.
15. To apply for, tender purchase or otherwise acquire, contract, sub-contract and
concession for all or any of them and to sub-let all in contract from time to time and upon
such terms and conditions as may be thought expedient.
16. To promote or oppose legislative and other measures affecting the industry, trade and
commerce and manufacturers within constitutional means.
17. To make, advance such sum or sums of money upon or in respect of or for the rendering
of the services to the Company, purchase all materials, goods, machinery, stores or any
other property, articles and things required for the purpose of the Company upon such
terms with or without security as the Company may deem expedient.
18. To open accounts with any individual, firm or Company or with any banker or bank and
to pay into and to withdraw money from such account or accounts.
19. To guarantee the payment of money secured or unsecured by or payable under or in
respect of promissory notes, bonds, debentures, debenture stock, contracts, mortgages,
charges, obligations, instruments, stocks and securities of any Company or of any such
authorities, supreme, municipal local or otherwise or of any persons whomsoever, whether
incorporated or not incorporated and generally to guarantee or become sureties for the
performance of any contracts or obligations on behalf of the company or on behalf of any
other company.
20. To develop procedures, methods and principles for and to carry on research and
development activities on all aspects related to the products, business and objects of the
Company.
IV. The Liability of the Members of the Company is Limited.
V. The authorized Share Capital of the Company shall be Rs.80,00,00,000/- (Rupees Eighty
Crores only) divided into 40,00,00,000 (Forty Crores only) equity shares of Rs.2/- (Rupees
Two only) each with powers to increase, reduce, convert, sub-convert, sub-divide and
consolidate the same and with power to issue any of the shares in the Capital original or
increased with or subject to preferential, special or qualified rights or conditions as
regards dividends, repayment of capital or otherwise in accordance with the provisions of
the Companies Act, 1956 and Companies Act, 2013.
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We, the several persons whose names and addresses are subscribed are desirous being
formed into a Company in pursuance of this Memorandum of Association and we
respectively agree to take that number of shares in the capital of the Company set opposite
our respective names.
Names, Addresses, Signature of NO of equity Name, address, and occupation
Sl.no
description and occupations of shares taken of witness
1. BHARAT L GOWDA 40
S/o N.Lakshmipathi N
No32 sr naidu layout hongasandra,
banglore-68
2. DUSHYATH KUMAR L (VENKATESH GOWDA A)
S/o Lakshminarayan 30 S/o amaresh gowda
11th main Jyothi nagara hongasandra, 11th main 5th cross Jyothi
banglore-68 nagara banglore-68
Charted accountants
HARSHA L
3..
S/o Lokesh
30
#69 9th main jigani, banglore-05
100
TOTAL
(ONE HUNDRED
ONLY)
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