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CEPF DEED OF TRUST (Amendment)
Two Thousand Seventeen'
1. This lndenture maoe rhis first day of 26th October' Trustee Board Member'
2. Amendment *a",r"r"J, O'e16 cr''ange the EPF as Chairman of EPF
Adding Mr. sh"n" euiJJl;;-cniJ op"erating officer' senior Manager
Trustee BoarO, insteal oi' Hrtr. Thiwanka Rajapaksha, working-wrth us'
d;;;ffi, as'Mr. Heratn'Thiwanka Rajapatsha is currently not
of EPF Trustee
niJing ltlr. s"nula -s"netnrinaniiat Coltrollel, as Secretary
Board, instead ot rr,rr. benarath, chief Financial officer, as Mr. saneth
Akter' Junior Operator' as
Senarath is promoted & iransferreO, & Adding Asma
Member of EPF Trustee Board, instead of Taslima
Akter' Junior Operator' as
Taslima Akter is currently not working with us'

BETWEEN

having its Registered

BRANDIX CASUALWEAR BANGLADESH LTD" a Company
(EPZ)' Comilla hereinafter
office Plot No. 61-71, Oomiita ixport Processing Zone
the context so admits include its
called,,the company,, whicn expression shall, wh6re
successors and assigns of the One Part'
AND
Title In Trustee Board
No.
Sl. Name Designation
Chief Operating Officer Chairman
01 Shane Baldsing
Member-Secretary
02 Sanuja Herath Financial Controller
Member
03 Jinendra Pathmasiri Human Resource Manager
Member
04 Asma AKer Jr.Operator
Member
05 MD. Jahangir Alom Washing OPerator
Member
06 Beauty Rani Kunda Jr.Operator

Hereinafterca||edTRUSTEES(whichexpressionsha||un|essexc|udedbyor
repugnant to the context include ihe Trustee or Trustees for the
time being of the
Fund hereby constituted) of the Other Part
WhereastheCompanyhasdeterminedtoinstituteaProvidentFundforthebenefit
office peons
of freirfermanent'employees including security guards, motor drivers,
and bearers, sweepers, malies and iuch other class of employees as
may be
admitted to the Fund by the management of the Company'
NOW THIS INDENTURE WITNESSETH AS FOLLOWS:
01) A Provident Fund entitled BRANDIX CASUALWEAR BANGLADESH LTD'
Emp|oyeesProvidentFundisherebyestab|ishedandconstitutedaSonano
trom tne lst day of April, Two thousand Eleven (201 1) as Trust Fund and
subject
Paoe- 1
?FF ttb9bgc

to the provisions of these presents. The Trust hereby declared shall be

irrevocable save with the consent of all the beneficiary of the said fund and save
in the event of the fund being would be in accordance with the provisions of rule
21 of the annexed schedule mentioned in Clause 2 hereunder.

02) The Rules as contained in the schedule hereto annexed shall be the Rules
governing the said fund subject to such alterations therein or additions thereto
from time to time made as may be permitted by these presents.
03) It shall be lawful for the Trustees, from time to time and at any time with the
consent in writing of the Company previously obtained and with the previous
sanction of the appropriate authority to alter, modify, remake, rescind, cancel or
add to any of the said rules
04) Trustee Board.-

(a) Trustee Board shall consist of 06 (six) members. Fifty percent members shall
be nominated from Industry/Factory/Owner/Employels side and the remaining
fifty percent shall be fulfilled from the representatives of the Workers' Welfare
Association selected bv the members. Trustee Board shall be formed as follows:

(i) Chairman/Managing Director/Owner/ Employer/ Local Chairman

Head of any industry
(ii) Representative from Human Resources Department
nominated by Chairman /Managing Director/ Member
Owner/Emplover/ Local Head of any industry
( iii) Head of Accounts nominated by Chairman/Managing Member-secretarv
DirectoriOwner/ Employer/Local Head of any industry
(iv) Elected representative of Workers' Welfare Member
Association
(v) Elected representative of Workers' Welfare Member
Association
(vi) Elected reoresentative ofWorkers' Welfare Member
Association

(b) In case of non-existence of Workers' Welfare Association in any

ind ustry/factory, 03 (Three) representatives shall be elected by workers under
the supervision of General Manager of the respective EPZ.

05) TOR of the Trustee Board Members- All member of the Trustee Board shall
hold their post for three years provided that they will act until ihe next Trustee
Board shall take over the charge. lf any post of trustee board becomes vacant
Page- 2
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due to deceasing, transfer or any other reason the vacant post shall be fulfilled
within a month according to the same procedure.

06) Approval of the Trustee Board. - A Trustee Board shall be approved by the
General Manager of respecttve Zone and it will come into operation from the
day of its approval.

07) Registration of Trustee Board. - Provident Fund may be registered with the
consent of two third members of a trustee board.

08) Power of the Trustee Board members. - Trustee Board members, within the
limit of this Policy, shall together hold absolute authority to take any,decision
for the sake of management and implementation of the Provrdent Fund.

0e) Gontrol of the power of the Trustee Board Members. - Members of the
Trustee Board shall perform their duties/activities with utmost honesty and
sincerity. In case of any financial loss and its authentic proof, concerned
membe(s) of the trustee board shall be liable for its compensation. But if
personal negligence or irresponsibility of any member is not found regarding
any loss arising from any investment of the Provident Fund, he/sheithey shall
not be liable for any kind of compensation.

10) Activities of Trustee Board. - (i) Trustee Board as a whole shall gather in
meeting and accordingly review the audit report of the Accounts and Balance
sheet of the Provident Fund within one month of its submission to the Trustee
Board. lt shall meet and review its whole operation in every six month. The
chairman of Trustee Board shall call meetings in this regard with a minimum
seven days' prior notice. Presence of the Trustee Board members in the
meeting shall be confirmed by the member-secretary.

( ii) To take decision in the Trustee Board meeting, quorum shall be fulfilled
through mandatory presence of minimum two-third members of the board.
(iii) Decision of the Trustee Board shall reflect majority members' opinion.

(iv) lf members' opinions are tie/eoual. the decision of the concerned General
Manager shall be final for those cases.

(v) At the end of every Accounts year, Trustee Board shall in writing, inform every
member the amount credited to his/her Provident Fund Account.
Page- 3

"(qr1-6q6{fr xiei"j frq, Eftb,{tr Rq-tr frqo'

11) Any Trustee who is outside or who is about to proceed outside Bangladesh
temporarily but for more than three months may by Power of Attorney delegate
all or any of the auihorities, powers and discretions (including any power of sub-
delegation) vested in him as such Trustee either alone or jointly with any other
Trusiee hereunder or under the Rules of the Fund, for ihe time being in force,
to such person or persons (not being a Trustee ofthe Fund) as he may with the
approval in writing be the Director's of the Company select Provided that the
Pbwer of Attorney shall be suspended by the return of the Trustee to
Bangladesh, but shall come into operation again upon any future departure from
Bangladesh unless previously expressly revoked.

t1) A Trustee shall not ordinarily be entitled to any remuneration but the Board may
pay such remuneration to such of the Trustee or Trustees as they may consider
necessary from time to time for the proper a management of the fund provided
that such remuneration shall not be paid to more than one Trustees at any one
time.

13) Notwithstanding any vacancy in the number of Trustees, the surviving or

continutng Trustee shall be competent to act until another Trustee ts
nominated/appointed.

14) The Directors of the Company may in its absolute discretion from time to ttme
appoint an additional Trustee or Trustees notwithstanding that no case for
appointing a new Trustee may exist to be a Trustees of these presents, jointly
with the continuing Trustees. The power under this clause shall be exercisable
by an instrument under the seal of the Company or under the hand of a duly
constituted Attorney of the Company.

15) The trust hereby created shall be governed by and be subject to the laws ofthe
Government of the People's Republic Of Bangladesh as for the time being in
force.

Page- 4
In witness whereol BRANDIX CASUALWEAR BANGLADESH LTD. hereunto affixed
its Common Seal and the said:

No. Name
Sl. Designation Title In Trustee Board
01 Shane Baldsing Chiet Operating Officer Chairman
02 Sanuja Herath Financial Controller Member-Secretary
03 Jinendra Pathmasiri Human Resource Manager Member
04 Asma Akter Jr.Operator Member
05 MD. Jahangir Alom Washing Operator Member
06 Beauty Rani Kunda Jr.Operator Member

Have hereunto set their respective hands and seals on the day and year first above
written.

The Common Seals of the above named Comoanv has been hereunto affixed in the
oresence of:

(1) Fakrul Arafen

(2) Mostafizur Rahman

One of the Directors of the said Company authorized by a Resolution of the Board
dated the 06 July, 2015 who duly countersigned the affixing of the said common seal
in the presence of

(1) FakrulArafen

(2) Mostafizur Rahman

Signed sealed and delivered by the above named:

No. Name
Sl. Designation Ti e In Trustee Board
01 Shane Baldsing Chiel Operating Off icer Chairman
02 Sanuja Heralh Financial Controller Member-secretarv
03 Jinendra Pathmasiri Human Resource Manager Member
04 Asma Akter Jr.Operator Member
05 MD. Jahangir Alom Washing Operator Member
06 Beauty Rani Kunda Jr.Operator Member

Schedule, Rules of the BRANDIX CASUALWEAR BANGLADESH LTD..

Employees Provident Fund Trust.

Page- 5
 SCHEDULE REFERRED TO IN THE DEED OF TRUST (CLAUSE.2)
RULES OF THE BRANDIX CASUALWEAR BANGLADESH LTD. EMPLOYEES
PBOVIDENTEUND
01) Commencement: These Rules shall take effect from the 0B August, Two
Thousand Fifteen.

02) Name of the Fund : The name of the Fund is BRANDIX CASUALWEAR
BANGLADESH LTD., Employees Provident Fund.

Constitution of the Provident Fund and iis Operation with Trustee Board

Provident Fund. -(i) Provident Fund shall be constituted by following

monetary sources:
(a) Deducted subscription from the member's monthly basic wage/salary.
(b) Subscription paid by the Industries/Factories/ Owners/Employers.
(c) Dividend. interest and net orofit from the investment of fund.
(d) Any capital income based on any transfer/sale of any property of the Trust.
(e) Any kind of grant from any source.

(ii) Provident Fund shall be operated bv a Trustee Board.

3) Definitions: In the interpretation of these Rules the following expressions shall

(unless there is anything repugnant to the subject or context) have the
undernoted meaning:

(r) The 'Company' means BRANDIX CASUALWEAR BANGLADESH LTD. and

for the purpose of discharging any function prescribed under these rules of the
fund shall mean the Board of Management or Directors of the Company.

( ii) The'Provident Fund' means BRANDIX CASUALWEAR BANGLADESH LTD.

Employees Provident Fund (hereinafter referred to as the Fund) to provide
financial benefit to its members.

(iii) 'Provident Fund Policy'means EPZ employees' (contributory) Provident Fund

Policv- 2012:

(iv) 'EPZ' means an Export Processing Zone established under the Bangladesh
Export Processing Zones Authority Act, 1980;

(v) 'Authority' means the Bangladesh Export processing Zones Authority

(BEPZA);

(vi) 'Zone' means a Zone established by the government under section 10 of the
Bangladesh Export Processing Zones Authority Act, 1980;

(vii) The'Rules' means the Rules of the Fund in force at anv time and as amended
from time to time.

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(viii) 'Employer' in relation to an industry, means any person or body of persons,
whether incorporated or not, who or which employs workers in an industry
under a contract of employment; and a registered company employing workers
in any industry or industries in a zone shall be deemed to be an employer.

(ix) 'Employee' means a person who has completed six months service as
permanent staff members of the company.

(x) 'Worker means all class of workers working of Brandix Casualwear

Bangladesh Ltd.

(xi) 'Member' means a member of Provident Fund who is a permanent

worker/employee/off icers of Brandix Casualwear Ban gladesh Ltd.

(xii) 'Salary' means basic salary of any employeelolficer ol Brandix Casualwear

Bangladesh Ltd.

(xiii) 'Wage' means basic wage of any worker of Brandix Casualwear Bangladesh
Ltd.

(xiv) 'Subscription' means monthly payable amount to the provident fund by a

memDer.

(xv) 'Loan' means loan taken from the Provident Fund by any member;

(xvi) 'Factory' means an enterprise including its workshop/building/space within its

compound where at least 10 (ten) or more workers/officers/employees are
normally employed;

(xvii) 'lndustry' means all types of industry established and operating within the
EPZs;

(xviii) 'Owner means owner of an industry/factory acknowledged by BEPZA,

(xix) 'Workers' Welfare Association' means Welfare Association of an

industry/factory constituted under EPZ Workers' Welfare Association and
Industrial Relations Act, 2010;

(xx) 'Executive Chairman' means the Executive Chairman of the Bangladesh

Export Processing Zones Authority'

(xxi) 'Executive Board' means Executive Board constituted under section 58 of the
BEPZA Act- 1980;

(xxii) The 'Trustees' means the Trustees of the Fund lor the time being.

(xxiii) 'Trustee Board' means Trustee Board constituted for the operation of the
Provident Fund of any industry;

(xxiv) 'Chairman' means the chairman of a Trustee Board;

(xxv) 'Trustee Board Member' means any member of a Trustee Board'

Page- 7
(xxvi) 'Member-Secretary' means the member-secretary of a Trustee Board,

(xxvii) 'General Manager' means General Manager ol a Zone'

(xxviii)'Officer' means all class of officers working in any industry/factory;

(xxix) The 'Financial year' means or period ending on 31st December of the year
concerned.

(xxx) 'Accounts Year' means annual accounts period of Brandix Casualwear

Bangladesh Ltd.

(xxxi) A Month means a calendar month in accordance with the English calendar.

(xxxii) A Week means a calendar week in accordance with the English calendar.

(xxxiii) 'Month' means Gregorian Calendar Month;

(xxxiv) 'Auditor' means a person or firm appointed for auditing accounts and
balance sheet of the Provident Fund.

(xxxv) Words of the masculine gender, unless a contrary intention appears,

shall be taken to include feminine.

(xxxvi) Words of the plural number unless a contrary intention appears, shall
be taken to include singular and vice versa.

(xxxvii) 'Family'means person(s) who is/are fully dependent upon a member

e.g. Wife/Husband /Children/ Parents/Minor Brother/Unmarried Sister
and a deceased Son's Window(s) and children,

(xxxviii) 'lnheritor' means all the person(s) nominated by a member to receive

the money of provident fund on behalf of a member on account of his/her
absence or person(s) nominated in accordance with the prevailing inheritance
law of Bangladesh;

All other terms like contribution, annual accretion, accumulated balance, due balance
to the credit, children, dependents relatives etc. which have not been specially
defined in these rules shall have the same meaning as appearing in the Trusts acts
and other relevant regulations.

4) MEMBERSHTP
(a) Every member of the permanent staff of the Company should become a
member of the fund, subject (in any case) to the approval of the Trustees.

(b) No member may terminate his membership while in employment of the

Company within Bangladesh or elsewhere.

5) SUBSCRTPTTON
Page- B
(a) Every member shall pay money (Taka) worth 8.336% of his/her basic
wage/salary to the Provident Fund in every month as subscription The Authority
shall hold the right to re fix this ration time to time

(b) Each Industry/Factory/Owner/Employer shall deposit equal amount of a

member's subscription to the Provident Fund every month for every member.

(c) All the subscriptions including members and Industry/Factory/ Owner/Employer

shall be deposited to the concerned Provident Fund Bank Account by the
owners/employers within 05 (five) days after realization of subscription.

(d) In case of any default in payment of subscription to the Provident Fund or any
other expenses under this Policy by Industries/Factory /Owners/ Employers, the
Executive Chairman shall hold the right to realize the due subscription along
with additional charge (not more than 10%) for it from concerned industries and
this recovered dues shall be deposited to the Provident Fund.

(e) The subscriptions deposited to the provident fund by

workers/employees/officers shall not be transferable, kept in lien and any debt
or liability of the said worker/employee/officer shall not be liable to any crook
order or decree of any court or none can claim money under Bankrupt laws.

(f) lf any subscription is unpaid under this law and if it happens before an owner is
declared bankrupt or before its winding up by the order of the court and the said
amount of money is payable before the said order, this liability of subscription
shall be included as the debt under article 61 of the Bankrupt Law, '1920 (Law
no. 5 of 1920) or article no. 230 of Company Law, 1994 and this liability shall
get preference to be met over all debts during the distribution of the wealth of
the said bankrupt company.
6) GOMPANY'S CONTRIBUTION

(a) The Company will contribute to the fund monthly, consistent with provrsion of
the Income Tax regulations pertaining to be recognized Provident Fund, an
amount equal to the total of the contribution made by all members in a month
and pays over to the trustees ai the end of every monih or soon thereafter the
said contribution.
(b) The proportron of such contributes by the Company as above attributable to
each or any member, as the case may be, shall be credited to this account with
the fund. The crediting of the Company's Contribution and share of net income
in respect thereof shall not confer on any member any right in respect thereof
expect such as in expressly provided elsewhere by these Rules.
7) MANAGEMENT OF THE PROVIDENT FUND

(a) A Bank Account shall be opened in the name of Provident Fund in any local
branch of any scheduled bank of Bangladesh. Provident Fund Bank Account
shall be operated in the mode of Bangladeshi Currency
(b) Bank Account of the Provident Fund shall be operated with joint signature of
the chairman and member-secretary of the Trustee Board. No transfer
direction of financial transaction or issuance of any Cheque/pay Order/DD

Page- 9
 more than Tk. 10,000 (Ten Thousand) shall be made without prior approval of
the Trustee Board. Member-secretary under his direct supervision shall
preserve Files/Cheque Books including all accounts. Wtth a view to preserving
complete, accurate, fast and factual accounts, required personnel/software
etc., shall be maintained/managed by the concerned
Owneri Em ployer/lnd ustryi Factory.

The Fund shall be administered by the Trustees and the management and
control by the Fund shall be vested in the Trustees.

B) TNVESTMENTS

Keeping sufficient allocation of money to meet possible loan purposes, final

debt and other emergency expenses, the remaining amount of money shall be

(a) The investable moneys of the Fund shall be invested in accordance with the
prescnptions given in Section 20 ofthe Trusts Act 1BB2 and Section 399(2) of
the Company's Act 1994 and pursuant to the relevant Regulations.
Or
(b) Reserved in Bangladesh Postal Saving Banks
Or
(c) Invested in purchasing any bond issued by Bangladesh Government
Or

(d) Invested as FDR wiih maximum interest in any commercial or schedule bank.
Provided that, other that the mentioned sectors', fund shall not be invested for
any other purposes.

9) EXPENSES

Company shall provide, at its own expense, all necessary books, office
accommodation, stationary, clerical assistance and/or legal and administrative
expenses, and does not include any audit or consultancy and shall pay for initial
expenses of establishing the Fund, including legal and professional charges and
registration fees.

10)ACCOUNTS AND AUpIT

(a) The Accounts of the Fund shall be maintained by the Trustees in such manner
as prescribed by the relevant Regulations.

A separate account shall be kept for such member in the form prescribed by
the relevant Regulations.

Page- 10
(b) Accounts and balance sheet of provident fund shall be audited by any
Chartered Accountant Firms constituted under Bangladesh Institute of
Chartered Accountants Act, 1973 and its all expenses shall be solely borne by
concerned Industry/Factory/Owner/Employer. Audit shall be completed within
six months from the end of an Accounts year.

Provided that, if the Executive Chairman desires, independent auditor can be

appointed for special audit of the accounts and balance sheet of the provident
fund and its expense also be borne bv the concerned
Industry/Factory/Owner/Em ployer.

(c) Audit reoort of Accounts and balance sheet of the orovident fund shall be
submitted to the General Manager of the concerned Zone within 30 (Thirty)
days of audit completion.

11) NET INCOME

(a) The Net Income of the Fund for each year shall consist of income from interest
earning from Banks or other sources inclusive of earning from investments
together with any realised surplus received in that year from ihe sale of any of
the Funds Securities, less all expenses other ihan those payable by the
Company under Rule 9 and less depreciation in the market value of the
investments of the Fund taken as a whole as comoared with their actual cost
but subject to Rule 148.

(b) Such net income shall from and after the end of the each year be placed to the
credit (or if the expenses and/or depreciatron exceeds the income to the debit)
of the members in the proportion to the amounts as such and standing to the
credit of each member in respect of his subscription and of the Company's
contribution on his behalf.
Provided further ihat for thrs rule, interest receivable on any certificates and
similar Securitres shall, notwithstanding that the rules or conditions regulating
the issue thereof such interest is not receivable annually or at periodical interval
of less than one year be entered in the income account at the end of every such
accounting year of the Fund at a rate which may be ascertained on calculation
of its due accrual to be interest yielded by such certificates and such income
shall likewise be credited to the members individual accounts as aforesaid on
the prorata basis.

A member whrle leaving the Fund shall have additional sum placed at his
credit (or if the expenses and/or depreciation exceed the income, to his
debit) by way of shares of net income for the period from the end of the
last completed year upto the date of his leaving. Such sum, whether of
credit or debit, shall be calculated at a rate to be determined by the
Trustees for the relevant period on the balance to the credit of an
employee, both for employees subscription and employee's contribution
including interest before allowing such sum, provided that trustees having
regard to the actual income earned, actual amount of expenses and
market value of the investments, may increase such rate percent to such
extent as they think to be equitable.

Page- 11
(c) No appreciation in the value of the Fund's securities shall be taken into account
for the purposes of this rule unless such appreciation shall have been realised
by sale or absolute disposal of the relevant securities.

12) FORFETTURE ON BANKRUPTCY. TRANSFER ORASSTGNMENT

(a) The insolvency of any member shall ipsofacto cause forfeiture of the fund in
the amount standing to such members credit in respect of contributions by the
Company and share of net income in respect thereof and all future contributions
by the Company as and when paid into the Fund and share of net income
thereof, if any provided that it shall be at the discretion of the Trustees to pay or
apply any of the monies so forfeited to or for the benefit of such insolvent
member, his wife children, relatives or dependents or any of them, but subject
to the provision that the monies so paid or applied shall not exceed that amount
to which the member would have been entitled, had the retired voluntarily under
the provisions of Rule 13(a) such discretion may be exercised by the Trustees
even in case of approval by the Company management.

(b) No member shall have power to transfer, assign, alienate or charge in any way
whether by way of security or otherwise his share or interest in the Fund or any
part thereof, and the Trustees shall not recognize any such transfer or
assignment, alienation or charge or be bound by notice of any such transfer or
assignment or alienation or charge or of any prohibitory order or attachment or
process of a Civil Court being served upon the Trustees or any person on therr
behalf whereby the amount standing to the credit of a member in the Fund or
any Part thereof is attached or ordered to be paid into a Civil Court or ordered
to be withheld from such member, the full amount standing to the credit of such
member in the Fund shall forthwith be forfeited to the Fund. Provided that the
Trustees shall be at liberty in their unfettered discretion at any time to pay such
amount or any part thereof for the benefii of the wife, children, relatives or
dependants of such member or any of them but subject to the provision that the
money so paid shall not exceed the amount to which the member would have
been entitled, has he retired voluntarily under provisions of Rule 13(a). No
certificate or pass book or entitlement of fund given by the Trustees to any
member shall be hypothecated or delivered by way of security or charge to any
one, and if at all so hypothecate or delivered shall not confer on the holder
thereof any right or interest in the Fund.

(c) The Trustees shall have an absolute discretion in each and every case to waive
forfeiture of the member's and/or Company's contributron subject to the limits
prescribed in the statutory regulations for the time being in force.

Page- 12
13) CR|TER|A OF HAVTNG F|NANC|AL OR ANy OTHER BENEFTTS FROM THE
PROVIDENT FUND.

(a) Voluntarv Retirement

(i) lf any Member continues his job for three years or more without interruption and
resigns from his job at his will, he will get full amount of money from both sides
along with profit of the provident fund.

(ii) lf any Member continues his job less than three years but two years or more and
resigns his job, he will get full amount of money of his paid subscription along
with profit and half portion of the subscription of the
Industry/Factory/Owner/Employer. In this case, remaining amount of money
including profit shall be transferred to the account of the employer

(iii) lf any subscriber resigns before completion of two years of his job, he shall be
eligible to get only his total subscriptions along with profit. In this case deposited
subscription by the employer along with profit shall be transferred to the account
of employer.

In which cases either the income-tax exemption to be obtained by the Employee

concerned with the due assrstance of the Trustees or otherwise due income-tax
to be deducted by the Trustees from such payments.

(b) Compulsorv retirement due to retrenchment or continued illness or

otherwise

Any member whose service with the Company shall have been determined by
reason of retrenchment and whose work during such service shall have been
in the opinion of the Company satisfactory or who retire owing to incapacitation
through an accident, continuing illness or ill health, incapacitation him from
proper discharge of his duties to be certified by x Medical Practitioner
nominated by the Company shall be entitled to receive the full amount of Fund
on making up his account to be standing at credit as on the date of the
termination of his service in resoect of his own contribution and share of not
income in respect thereof and the Company's contribution and share of net
income in resoect thereof.

(c) Death

In case of any deceased member deposited subscription of both sides along

with profit shall be delivered to the inheritor according to this policy.

Page- 'l 3
(d) lnheritor

Inheritors shall be nominated from ihe family members of any subscriber. lf a

member deceases without any nomination of his inheritor, based on
recommendation of his controlling authority, the chairman and member-
secretary of the Trustee Board shall make payments to the inheritor (s) whom
they consider to be eligible for maximum Taka 15,000.00 (Fifteen Thousand).
In case of inheritor selectron, certificate of City Corporation/Pouroshava/Union
Parishad/ Councilor/Member is required. In case of payment of money more
than Taka '15000.00 (Fifteen Thousand), a succession certificate issued by the
court shall be required. lf necessary, nominated inheritors can be altered with
the approval of Trustee Board.

(e) Dismissal

Any member who is dismissed from service of the Company by reason of

negligence or of any form of misconduct or fraud, or shall resign or leave to avoid
such dismissal shall be entitled only to the amount found on making up his
account to be standing to his credit as at the date of termination of his service in
respect of his own subscription and share of net income in respect thereof, and
the amount standing to such member credit in respect of contribution by
Company and share of net income in respect thereof shall be transfer to the
account of the Ind ustry/Owner/Em ployer.

(f) MrscoNpucT

For the purpose of this rule, misconduct shall include disclosure or divulgement
to any person whosoever other than in the course of his duty of any information
relating to the Company or rts Customers or any trade which a member shall
become possessed of while in the service of the Company. The Trustees shall
nevertheless have power in their discretion to award to such member the whole
or such portion of the Company's contribution (with net income thereon)
attributable to his as the Trustees shall think proper, but not exceeding the
amount entitled, had be retired voluntarily under the provisions of Rule 13 (a). lf
a member is dismissed for misconduct the company shall have & risk charge
upon part of the amount standing to lhe credit of contributions and share of net
income in respect thereof for payment to the Company of any sums due to the
Company by the member, and for satisfaction of any claim by the Company
against the member in respect of all losses, damages, costs and expenses which
the Company may at any time have sustained or been put to by reason of the
misconduct or fraud of such member.

Page- 14
(s) INSANITY

In the eveni of any member's service being terminated by reason of his insanity,
all amounts standing to such members credit in respect of his own subscription
and Company's contribution including share of net income in respect thereof
respectively shall ipsofacto be forfeited to the Fund, and the same shall be paid
or applied by the Trustees at their discretion for the benefit of such insane
member, his wife or spouse, children, relatives dependents or any of them.

(h) TRUSTEES DECISION FINAL

The Trustees decision as to the cause of the member leaving service and
amount of benefit payable to him within the foregoing provisions shall be final.

14) LAPSE AND FORFETTURES ACCOUNT COMPANY',S LtEU

lf by the application of any of the provisions of Rules 12 and 13 any amount in

the Fund standing to the credit of a member on his ceasing to be a member and
not payable or paid to him or the Company shall be credited to the Lapses and
Forfeiture Account; provided always that the Company shall have a first charge
upon the amount not exceeding the amount (excluding bonuses) standing to his
credit in "Company's Contribution Account" forfeited to a member as above for
payments to the Company of any sums due to the Company by the member and
for satisfaction of any claims by the Company against the member in respect of
all losses, damages, costs and expenses, which the Company may at any time
have sustained or been put to by reason of any negligent act or omission or fraud
of or by such member, and the Company shall entitled to assess the amount of
such losses, damages, costs and expenses and its declaration in that behalf
shall be final and conclusive and the Trustees shall pay to the Company upon a
deemed the amount so assessed out of the forfeited amount. The receipt of the
Company under this Rule shall be a due discharge to the Trustees in respect of
any such payment.

15) LAPSES AND FORFETTURES ACCOUNT

Except as provided in the preceding Rules, the Company shall not be entitled to
recover any sum whatever from the Fund and all moneys withheld or forfeited
and not payable to the Company in accordance with Rule 14 and all balances in
the Fund remaining unclaimed after five years and any profits from investments
of such balance on their realisation shall be transferred to a separate account to
be styled "Lapses and Forfeitures Account". The amounts in such account sharr
be utilised primarily to meet any loss from investments of the Fund on their
realisation and secondly for the benefit of members and/or retired members
and/or dependants of deceased member lor any such persons collectively
and/or for such purpose connected with the Fund in such manner and to such
extents the Trustees mav at their discreiion think fit.

Page- 15
16) RESERVEACCOUNT

(a) The Company's contribution which under the provisions of these rules shall
not be payable to the member on his retirement, discharge or disrnissal
shall be paid back to the Company and the net income on the Company's
contribution together with such amounts which under the provision of these
rules shall be forfeited to the Fund subject to the payment of any amount
at the discretion of the Trustees as provided in the rules 12 and 13
aforesaid and all balances in the Fund remaining unclaimed after three
years shall be transferred by the Trustees into a separate account styled
as Reserve account.

(b) The amount in such account shall be applied firstly to extinguishing all losses
from investment of the Fund, on realization and any depreciation in the market
value of the investments of the Fund taken as a whole as compared with their
actual cost and secondly, for the benefit of members and retired members andior
dependents of deceased members and/or if any such persons collective and/or
for such purposes connected with the Fund, in such extent as the Trustees at
their discretion think fit

17) NOMTNEES

(a) Each member shall on becoming a member forthwith nominate a person or

persons (indicating percentage of benefits) to receive amount which may be due
to such member from the Fund in the event of such member's death or insanity
either while a member and/or before or after he shall have received any sum
due from the Fund. No person who rs a minor or is not comoetent to contract on
his own behalf be nominated under these rules.

(b) the life of the member, of any person who shall have
In the event of death during
been nominated as the object of such Trust under this rule, the member shall
forth with nominate another person in the place of such nominee so deceased
as aforesaid.

(c) Every nomination made under this rule shall be in writing signed by the member
it in the presence of two witnesses, who shall sign in his presence and in the
presence of each other and shall be according to the prescribed form-
determined by the Trustees and shall be delivered to the Trustees, such
nomination shall remain in force until the death of such nominee or until revoked
by the member making it by delivering to the Trustees another nomination in the
prescribed form and signed and dated in the same manner in the presence of
two witnesses.

In the absence of valid nomination the Trustees shall determine the nominee
based on their findings or on Court order.

Page- '16
1B) Disbursement and Recovery of Loan- Any Member shall be entitled for
receiving loan from the Provident Fund after compleiion of one years'
membership. Members will be eligible to take loan upto B0% of their savings
(except interest) for personal and family purposes e.g. marriage, treatment,
educaiion, foreign tour, housing and repair. Any member shall apply for loan to
Trustee Board Chairman as per Form "Ga". Loan shall be recovered within forty
eight months from the next month after it is taken. This loan shall be recovered
with reducing balance method; including Interest and Principal amouni. lnterest
of the loan will be paid as per reducing balance method. Trustee Board will fix
rnterest rates that will no circumstances exceed the FDR interest rate of
Bangladesh Bank. No member shall be allowed to take loan for the second ttme
within six months from his full repayment of his first loan with interest. But in
special/emergency case, loan may be granted by the chairman and member-
secretary of the trustee board. lf any borrower fails to pay loan, the dues can be
adjusted from his salary/wages and other attainable benefits with industries.

19) WTTHpRAWAL

(a) Withdrawals by members shall only be allowed by the Trustees on grounds

specified in and in accordance with the provisions of enactment or rules for the
time being in force pertaining to a Provident Fund as prescribed by the relevant
Regulations.

(b) Like way, the repayment of withdrawals and interest payable by the loanee-
members on withdrawals shall be indicated by the Trustees while allowing such
withdrawal within the set limit by the rblevant Regulations.
(c) Nothing contained in these rules shall be deemed to render it obligatory upon
ihe Trustees to allow anv withdrawal which it mav be oermissible for them to
allow.
(d) When any amount withdraw need not for the purposes of a certain privilege be
repaid, the Trustees may at their discretion require repayment shall be made in
such manner or installments and with or without interest as thev think fit.

20) MEMBERSHTP FORM

Each employee applying to become a member of the Fund shall sign a
declaration in prescribed form (to be determined by the Trustees) making
application for membership and authorising the Company to deduct his
contributions from his salary at the time of payment and agreeing to be bound
by the rules of the Fund for the time being in force.

21) ALTERATTON OF COMPANY'S CONTRTBUTTON

The Company reserves the right of discqntinuing suspending or altering at any
time its contributions to the Fund under these rules without reference to the
Trustees or the member of the Fund, but no such alteration shall be retrospective
or affect the right of any member of the Fund to be credited with the sum with
which under the rules in force, he is entitled to be credited upto the date of sucn
discontinuance. suspension or alteration.

22)RECETPTS
Page- 17
 The receipt of the person or persons who any moneys shall be paid under these
rules shall be an absolute discharge for the same to Trustees or any other
person or persons paying the same.

23) ALTERATION OF RULES

With the previous approval of the Commissioner of Taxes or other competent
authority for the time being these rules may at any time be amended or
abrogated or new rules substituted by the company or Trustees and every
amendment , alteration abrogation or new rules shall have effect from such date
as may be fixed by Trustees or company, provided always that this power shall
not be exercised is contravention of the Income Tax Regulations . Any such
New Rule shall be binding upon any member who has subscribed under these
rules.

24) W|ND|NG UP
(a) The Company shall have power by giving to all Trustees for the information of
all the members by circular or otherwise three calendar month's previous notice
in writing to windup and liquidate the Fund in respect of all or any class or group
of beneficiaries of the fund.

(b) On the event of winding up of the Company, the fund shall also be wound up
except that in the case of winding up for the purposes of reconstruction or
amalgamation the Trustees may arrange for the fund to be continued under the
control of the reconstructed or amalgamated Company .

(c) Upon winding up of the Fund, provisions shall first be made for the claims of all
members who have died or whose service with the company has been
previously determined, and the balance shall be distributed amongst the then
members in the proportion to the total amounts standing to their credit in respect
to their own and Company's contribution on their behalf, if admissible.

25) ARBITRATION

Any dispute or difference which may arise between the company and / or the
Trustees and / or any member or his nominee or nominees or any person
claiming through hrm or his nominee or nominees or as a heir, Executor,
administrator , holder of a succession Certificate , or a creditor or assignee of a
member or the meaning and effect of these Rules or as to any matter relating
to or arising out of the same, shall be referred to the arbitration of two arbitrators,
one to be appointed by each party to the dispute and the same shall be deemed
to be a reference under the Arbitration Act, 1940 or any Statutory thereof as
adopted by the Government of Bangladesh .

26) OBLIGATION

(1) Whatsoever is mentioned in this Policy, every Ind ustry/Factory shall be bound
to constitute a Provident Fund for the welfare and benefit of its
workers/employees/officers.

(2) Provident Fund shall be introduced by all Ind ustries/Factories in EpZs

according to this Policy. The ind ustries/factories which are already maintaining
Page- 1B
 Provident Fund shall immediately come into the EPZ Employee's
(Contribuiory) Provident Fund Policy- 2012. No prevailing financial/non-
financial benefit shall be reduced in this case.
(3) A newly established industry/factory in an EPZ shall have to form a trustee
board and introduce Provident Fund wrthin six months of the appointment of
workers/employees/officers.
(4) Provident Fund membership will be entitled on
(5) Until any member's termination/dismissal from his job, membership of the
provident fund shall not be abolished
To eliminate Difficulties -
(1) Bangladesh Export Processing Zones Authority (BEPZA) holds absolute
authority to make any alternation, inclusion and correction in this Policy,
BEPZA shall hold absolute power to annul this Policy any time.
(2) lf any explanation/clarification of this policy is required that shall be forwarded
to the Executive Chairman through concerned General Manager. The decision
of the Executive Chairman is this regard shall be final.
(3) From the date of the effect of this policy, prevailing fina ncial/non-financial
benefit of workers/employees/officers shall not be reduced by any
I nd ustry/Factory/Owner/Employer.
27) All members shall be deemed to have read or understood these Rules and be
bound by them and every additions, alterations, amendments or repeal that
mav be made hereafter.

Witnesses Title ln Trustee Board

Chairman
(1) FAKRUL ARAFEN

(2) MOSTAFIZUR RAHMAN (2) SANUJA HERATH Member-Secretary

(3) JINENDRA PATHMASIRI Member

t(4ry
(4) ASMA AKTER Member

\w-
/z;\

(5) MD. JAHANGIR ALOM Member

B**a pN'; w'du--

(6) BEAUTY RANI KUNOA Member

Page- 19