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Incorporated Under The Companies Act 1956 (Company Limited by Shares) (1 of 1956) Memorandum of Association

Of COX QUALITY TECHNOLOGY SOLUTIONS PRIVATE LIMITED The name of the Company is COX QUALITY TECHNOLOGY SOLUTIONS PRIVATE LIMITED. II. The Registered Office of the Company will be situated in the State of Andhra Pradesh. III. The objects for which the Company is established are as under I.



The main objects to be pursued by the Company on its Incorporation are: 1. To carry on in India or elsewhere the business to establish, develop, set, arrange, undertake, manage, promote, organize, design, conduct, observe, control, customize, provide, install, maintain, produce, modify, conceptualize, conceive, softwares, of all descriptions, applications and specifications, used in industries, business, households, entertainment, medical, health, railways, airlines, insurance, banking, government departments, defense, space, education and other fields, and for the purpose to do web based information systems, information security, website designing, web programming, client server application, artificial intelligence, gaming software, service provider resource planning, business process outsourcing, resource management, project management, outsourcing, out tasking, enterprise resource planning, business consultancy, testing, corporate training, network management, network audit, network optimization and to establish and maintain portals, to act as internet service provider, to develop electronic commerce activities, to commercialize internet applications, to develop consumer oriented electronic commerce, cloud computing, to create digital signatures and systems on demand, to develop education and digital copy rights, to provide multimedia and digital video broadband communication, to create domain names and all other allied services and activities used for the information technology business and for the purpose to act as representative, advisor, consultant, know how provider, sponsor, franchiser, licenser, job worker. 2. To provide / render consultancy / advisory services on matters relating to software solutions/ products, business intelligence, recruitment, strategy planning, Information Technology (IT) and IT enabled services, scientific or mathematical information, front and back office services and system analysis, communication networks, database, information and data centers, image and data processing systems, knowledge process outsourcing and business process outsourcing, for any commercial or non commercial entity whether in India or abroad. To purchase, sell, lease, import and export of computers, computer peripherals, and mobile phones other related instruments. To assemble make, upgrade, personal computers of all configurations. To provide computer/information technology related corporate training, to open and run computer/information technology related gaming, training and education centers, to develop application and system softwares for government, non-government, corporate, individuals. To acts as a business process outsourcing agency for any other objects of the company/firm/institute/business/other clients. To act as data base network agency to store, maintain, alter data or information for banks, research agency.

3. To carry on the business of Software Development, Product Development, Technology Solutions, Web Services, Software as a Service (SaaS), Cloud Computing, Software Designing, Software Architecture, Software and Hardware Maintenance, Software and hardware installation, System Analysis, System Designing, System Architecture, System Development, Graphics Media, equipment accessories, training and teaching, Internet Service provider, networking solutions, Local Area Network (LAN) Metropolitan Area Network ( MAN), Wide Area Network ( WAN) Fiber Optics Networking Solutions, establish factories of the manufacturing of different types of computer goods, related equipments and accessories with or without foreign Collaboration, and all things which are related to computers services. Undertake IT (information Technology) and ITES (Information Technology Enabled Services) Consultancy, Computer Training, Computer Composing and Printing, Data Processing, Data Entry. manufacture and Assemble, promote and market different brands of computers, computer accessories, computer peripherals, call center (involving local or international firms) in India and abroad, media relations, Joint-venture partner, owners, agents of foreign companies, proprietors, advisors and service providers in Information Technology and Information Communication Technology services all over India and abroad, enter into joint venture agreement with local and foreign entities.

B. The objects incidental and/or ancillary to the attainment of the main objects are: 1. To acquire, construct, build, develop, erect, lease, hire, purchase, and sell all kinds of movable as well as immovable property to fulfill the objects of the company for which it is established To deal in equipment, tools, materials, machinery for the improvement in the practices adopted in the fields pursued by the company or necessary and convenient for carrying on the objects pursued by the company. To take or otherwise acquire, hold or dispose shares in any other Company. To enter into collaboration arrangements as joint ventures or otherwise with parties if, in India or abroad for the promotion, improvement, implementation of any or all the objects of the Company. To establish, develop, acquire, maintain and aid in the establishment, developments maintenance of industries connected with the products dealt in by the company or objects pursued by the company. To pay all preliminary expenses of any Company promoted by this Company or any Company in which this Company is or may contemplate being interested, including in such preliminary expenses all or any part of the costs and expenses of owner of any business property acquired by any such Company.


3. 4.




To acquire and hold the benefits and obligations of any other Company with under any agreement or contract including foreign, technical and financial collaboration agreements relating to any industry or business which the Company is authorized to carry on. To carry out in any part of world all or any of the Companys objects as principal, agent, contractor, or otherwise, and by or through agents or otherwise, and either alone or in conjunction with any person, firm, association, corporate body, municipality, province, state, body politic or government or colony or dependency thereof.



To promote or join in the promotion of any company or companies for the purpose acquiring all or any of the property rights and liabilities of that company, or for any other purpose which may seem directly or indirectly calculated to benefit this Company and to underwrite shares and securities therein. To provide and arrange for technical, professional and management training education and advice to any person or body in respect of any matter or problem connected with or incidental to the objects of the Company. To acquire and undertake the whole or any part, of the business, property and liabilities of any person or company carrying on any business which the company is authorized to carry on, or possessed of property suitable for the purpose of this company. To nominate directors or managers of any subsidiary Company or any other Company in which this Company is or may be interested. To purchase, take on lease or in exchange, hire or otherwise acquire any immovable movable property, and any rights or privileges which the Company may think necessary or convenient for the purpose of its business and in particular any land, buildings, easement, machinery, plant and stock-in-trade; and either to retain any property so acquired for the purpose of the Companys business or to turn the same to account as may seem expedient. To construct, improve, maintain, develop, work, manage, carry out or control any buildings factories, or works, or any roadways, railways, branches or sidings, bridges, wells, reservoirs, water courses, wharves, warehouses, electric works, shops, stores, chawls and other buildings for housing work-people and other, or other works and conveniences which may seem necessary for the business of the Company and to contribute to subsidize, or otherwise assist or take part in the construction, improvement, maintenance, development, working, management, carrying out or control thereof. To lend money to such persons or Companies and on such terms as may seem expedient, and in particular to customers and others having dealings with the Company and to guarantee performance of contracts by and obligations of any persons or companies and to give all kind of indemnities in connection with the business of the Company.








To apply for, purchase, or otherwise acquire any patents, inventions, licenses, concessions and the like, conferring any exclusive or non-exclusive or limited rights to use or any secret or other information as to any inventions which may seem capable of being used for any of the purpose of the Company or the acquisition off which may seem calculated, directly or indirectly, to benefit the company and to use, exercise, develop, or grant licenses in respect or otherwise turn to account the property rights or information so acquired. To establish, maintain, provide and conduct or otherwise subsidize research laboratories and. experimental workshops for scientific and technical researches, experiments and tests of all kinds and to promote studies and research, both scientific and technical, investigations, and inventions by providing, subsidizing, endowing or assisting laboratories, workshops, libraries, lectures meetings and conferences and by providing for the remunerations of scientific or technical professors or teachers and by providing for the awards, scholarships, prizes and grants to students or otherwise and generally to encourage, promote and reward studies, researches, investigations, experiments, tests and inventions of any kind that may considered likely to assist any of the business which the company is authorized to carry on. To establish branches, subsidiary Companies or, appoint agencies for or in connection with any of the objects of the Company, and enter into any arrangement with subsidiary Company for taking the profits to and bearing the losses of any business or branch so carried on, for financing any such subsidiary Company or guaranteeing its liabilities, or to make any other arrangement which may seem desirable with reference to any business or branch so carried on including power at any time either temporarily or permanently, to close any such branch or business. To adopt such means of making known the business of the Company as may seem, expedient and in particular by advertising in the press, by circulars by purchase and exhibition of work of art or interest by publication of books and periodicals and by granting prizes, rewards and donations by sponsoring activities including sports cultural activities and the like. To establish and support or aid in the establishment and support of associations, institutions, funds, trusts and conveniences calculated to benefit employees or ex employees of the Company, or its predecessors in business, or the Dependents or connections of persons and to grant pensions and allowances and to make payment towards insurance aid subscribe or guarantee money for charitable or benevolent objects, or for any exhibition or for public, general or useful object. To enter into any arrangement with any Government or authority, municipal, local or otherwise, that may seem conducive to the Companys objects or any of them, and to obtain from any such Government or authority all rights, concessions and privileges which the company may think it desirable to obtain and to carry out, exercise, and comply with any such arrangements, rights, privileges and concessions.







To obtain any provisional order or Act of the Government of India or any provincial Government for enabling the Company to carry any of its main objects into effect or for effecting, any modification of the Companys constitution or for any other purpose which may seem expedient and to oppose any proceedings or applications which may seem calculated, directly or indirectly to prejudice the Companys interests. To enter into partnership or into any arrangement for sharing profits or for any union of, interest, joint venture, reciprocal concession or cooperation with any person or persons or company or companies carrying on or engaged in, or about to carry on, or engage in, or being authorized to carry on or engage in, or in any business or transaction which this Company is authorized to carry on or engage in, or in any business or transaction capable of being conducted so as directly or indirectly to benefit this Company. To sell, grant, licenses, easements and other rights over and in any other manner deal with or dispose of the undertaking property, assets, rights and effects of the Company, or any part thereof, for such consideration as the Company may think fit, and in particular for shares debentures or securities of any other Company. To amalgamate, with or to acquire and carry on any other business auxiliary to the business of the Company or connected therewith or which may seem to the Company capable of being conveniently carried on in connection with the above or calculated directly or indirectly to enhance the value of or render more profitable any of the companys property and to give or accept by way of consideration for any of the acts or things aforesaid or property acquired, any share, debenture, debentures stock or securities that may be agreed upon and to hold and retain, or sell, mortgage and deal with any shares, debentures, debenture-stock or securities so received or given. To sell or sublet any concession or licenses obtained or contracts entered into and generally to sell the whole or part of the property and business of the Company for cash or for the shares or obligations of any person or persons Subject to sections 293 and 293A of the Companies Act, 1956 to support, contribute and to make donations to persons or institutions either of cash or any other assets as may be thought directly or indirectly conducive to any of the Companys objects or otherwise expedient and in particular to remunerate any person or corporation introducing business to this Company and to subscribe, contribute, or otherwise assist or guarantee money for charitable, scientific religious or benevolent, national, public general or other objects or for any exhibition or for any public, general, or other objects and to establish and support or aid in establishment and support of associations, institutions, funds, trusts and conveniences for the benefit of the employees or of person having dealing with the Company or the dependents, relatives or connections of such persons and in a particular friendly or other benefit societies and to grant pensions, allowances, gratuities and bonuses either by way of annual payments or a lump sum and to make payments towards insurance and to form and contribute to provident and benefit funds of or for such persons.







To refer or agree to refer any claims, demands, disputes or any other questions by or against the Company, or in which the Company is interested or concerned, and whether between the Company and the member or members or his or their representatives or between the Company and third party, to arbitration in India or at any place outside India, and to observe and perform and to do all acts, deeds, matters and things to carry out or enforce the awards. To invest and deal with the surplus moneys of the Company in such manner as may from to time be determined. To open any kind of account in any bank and to draw, make, accept, endorse, discount, execute and issue bills of exchange, promissory notes, bills of lading, warrants and other negotiable or transferable instruments or securities etc. but not to do the business of Banking as defined in the Banking Regulation Act, 1949. To remunerate any person or company for services rendered or to be rendered in or about the formation or promotion of the company, or the acquisition property by the Company, or the conduct of its business. To sell, improve, manage, develop, exchange, lease, mortgage, dispose of, and turn to account otherwise deal with all or any part of the property and rights of the Company for the time being. To insure the whole or any part of the property of the Company either fully or partially to protect and indemnify the company from liability or loss in any respect either fully or particularly and also to insure and to protect and indemnify any part or portion thereof either on principle or otherwise.






34. To recruit, nominate or depute personnel for the purpose of business of the company in India or out of India for the above objects. 35. To establish and maintain any laboratories, research centers, clinics, hospitals, stadium, auditorium, swimming pools, gymnasiums, play grounds, lawns, tracks, courses, gardens, points etc. to fulfill the main objects of the company. 36. To acquire, erect, construct, establish, operate and maintain farms, factories, warehouses, cold storage plants, workshops and other works relating to the objects pursued by the company. 37. To repair, alter, remodel, clean, renovate, convert, manipulate and prepare for resale and resell any goods from time to time belonging to the Company.

C. The Other objects for which the company is established are:1. To do the business of manufactures, traders, servicing and repairing of and to generally deal in all kinds of computer systems, peripherals, accessories, spares and related items. 2. To act as recruitment, manpower consultants, in India and abroad. Impart services of Recruitment, training, staffing for different clients in India and abroad.

IV. The liability of the members of the Company is limited.


The authorized capital of the Company is Rs.1, 00,000/- (Rupees One lakh only), which shall be divided into 10,000 (Ten Thousand only) shares of Rs.10 each. (Rupees Ten each). The Company shall have power to increase or decrease the capital from time to time, or to deal in any manner as laid down under Section94 0f the Companies Act, 1956 or any statutory modification thereof for the time being in force.