THE COMPANIES ACT, 2013

PRIVATE COMPANY LIMITED BY SHARES

MEMORENDUM OF ASSOCIATION OF
DESPOO FASHION (OPC) PRIVATE LIMITED

1. The name of the company is ‘‘DESPOO FASHION (OPC) PRIVATE LIMITED’’.

2. The registered office of the company will be situated in the State of NCT of Delhi.

3. (a) The objects to be pursued by the company on its incorporation are:-

i. To carry on in India or elsewhere the business of running retail outlets of

branded and non-branded readymade/ customized clothing catering needs of
various segments

ii. To carry on in India or elsewhere the business of Fashion Designing of

Various Merchandising including clothing and readymade/customized
garments

(b) Matters which are necessary for furtherance of the objects specified in clause
3(a) are:-

i. To enter into any agreement and arrangement of technical and financial

collaboration, technical assistance, trade mark license and management with
individuals, firms or corporate bodies, Indian or foreign in connection with the
objects of the company.

ii. To purchase, take on lease or in exchange or otherwise acquire, any, movable

or immovable property and any rights or privileges which the Company may
think necessary or convenient for the purpose of its business and in particulars
any land, building, easements, machinery, plants and stock in trade.

iii. To acquire from any person, firm or body corporate or in corporate, whether in
India or else where, technical information, know-how, processes, required for
any of the business of the company and to acquire any grant or licenses and
others rights.

iv. To acquire by purchase, lease, concession, grant license or otherwise, such

lands, buildings, minerals, plant, machinery, stock in trade, stores and spare
parts, rights, privileges, easements and other property as may from time to
time be deemed necessary for carrying on the business of company

 
 v. To purchase, acquire and undertake all or any part of the business, property
and liabilities of any person or company carrying on or proposing to carry any
business, which the company is authorized to carry in possessed of the
property suitable, for the purpose of the company

vi. To pay for property, rights or privileges, acquired by the company or for the
services rendered or rendered in connection with the promotion of the business
of the company or for acquisition of any property for the company.

vii. To adopt such means of making know the business and facilities provided by
the company as may seem expedient and particular by advertising in the press,
by circulars, by purchase and exhibition works of art or interest by publication
of books and periodicals and by granting prize, rewards and donations..

viii. To establish branches or appoint agencies for on in connection with any of the
objects of the company

ix. To sign, complete and enter into all contracts, deeds, documents and or any
other instruments, in writing to implement and/or in regard to any of the
objects of the Company and/or purposes that are thought fit and conductive to
all or any of the objects and/or purposes of the company.

x. To do all such other things in any part of the world as may be deemed
incidental or conducive to the attainment of the main objects or any of them.

4. The liability of the member is limited and this liability is limited to the
amount unpaid, if any, on the shares held by them.

5. The share capital of the company is Rs. 1,00,000 (Rupees One Lac), divided into
10000/- (Ten Thousand) shares of Rs.10/- (Rupees Ten) each.

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