The Companies Act, 1913

(PUBLIC COMPANY LIMITED BY SHARES)

MEMORANDUM

AND

ARTICLES OF
ASSOCIATION

OF

AVS BANGLADESH LTD

 The Companies Act, 1913
PUBLIC COMPANY LIMITED BY SHARES

MEMORANDUM OF ASSOCIATION
OF
AVS BANGLADESH LTD

I. The name of the company is “AVS BANGLADESH LTD”

II. The Registered Office of the Company shall be situated in Bangladesh.
III. The objects for which the company is established are:
IV. The Art Of Aesthetic Dermatology!

We are the highest quality signage fabricators and will work with you to find the
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leading female community which has established on 7th December, 2014. The
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country.

Women are raising higher every single other day. POC stands beside every
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1. To enter into partnership or into any arrangement for sharing profits, union of interest,
cooperation, joint venture, reciprocal concession, or otherwise, with any person or persons
or Company carrying on or engaged in, or about to carry on or engaged in any business
or transaction which the Company is authorised 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,
and to acquire or join in acquiring any such business.
2. To enter into any arrangement with any authority, government, railway, municipal, local or
otherwise, that may seem conducive to the objects of the Company or any of them and to obtain
from any such authority, any rights, privileges and concessions which the Company may
think it desirable to obtain, and to carry out, exercise and comply with any such arrangements,
rights, privileges and concessions.
3. To take, or otherwise acquire, and hold shares, in any other Company having objects
altogether or in part similar to those of this Company, or carrying on any business capable
of being conducted so as directly or indirectly to benefit this Company.
4. To establish and support or aid in the establishment and support of associations, institutions,
provident or other funds, trusts and conveniences calculated to benefit the employees or ex-
employees of the Company or their dependants of such persons or for any other purpose as
may be decided by the Company and to grant pensions, allowances, gratuities or bonuses, and
to make payments towards insurance, and to subscribe or guarantee moneys for charitable or
benevolent objects or institutions or for any exhibition or for any public, general or useful object.
5. To carry on any other trade or business, whether manufacturing or otherwise, which may seem
to the Company capable of being conveniently carried on in connection with any of the business
herein mentioned or calculated directly or indirectly to enhance the value of or render profitable
any of the Company’s property or rights.
6. To act as agents, brokers or representatives of corporation, firms, and individuals and
generally to undertake, transact and execute all kinds of agency business.
7. To assist, promote, establish, or contribute to manage, control or support sick funds, and
any associations or institutions for providing, upon any terms or conditions, medicines, drugs,
medical and surgical preparations and apparatus, and restoratives or food as aforesaid during
sickness or illness.
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 this Company.
9. To purchase, take on lease, or in exchange, hire or otherwise acquire and to hold and
deal with any lands (whether freehold, leasehold or otherwise) with or without buildings or
any interest or therein situated in Bangladesh, or elsewhere and any machinery, plant,
apparatus, substances, products, articles and things and any trade marks, trade-names, trade-
designs, rights or privileges or other property and rights of any kind or description whatsoever,
which the Company may think necessary or convenient for the purpose of its business.
10. To build, erect, construct, maintain, and/or alter on any lands held by the Company, any
factories, godowns, offices, works, or other buildings, structures or erections whatsoever,
necessary or convenient for the purposes of the Company and to insure and to keep insured
the same.
11. To sell, improve, manage, develop, exchange, lease, mortgage, dispose of, turn to
account or otherwise deal with all or any part of the lands and buildings, or other property
and rights of the Company whatsoever.
12. To invest and deal with the moneys of the Company not immediately required in such
manner as may from time to time to be determined.
13. To lend money to such persons or companies and on such terms as deem expedient and
in particular to customers and others having dealings with the Company; and to
guarantee the performance of contracts by any such persons or companies.
14. To borrow or raise loan and money from any Bank and/or other financial institutions (including
Bangladesh Shilpa Rin Sangstha) in such manner as the Company shall think fit, with or without
securities or by any other means as may be deemed expedient, and secure the repayment
thereof by mortgaging, hypothecating, pledging or otherwise charging the whole or any part
of the property or assets of the Company, both moveable and immovable, and also to raise loan
by issue of debentures or debenture stocks, perpetual or otherwise, charged on all or any of
the Company’s properties, including its uncalled capital and/or by any other legal means.
15. To pay for any business, property or rights acquired or agreed to be acquired by this Company,
and generally to satisfy any obligations of the Company, by the issue or transfer of shares of
this or any other company credited as fully or partly paid up or debentures or other securities
of this or any other company.
16. To remunerate or make donations to any person, trust, or company for services rendered
or to be rendered in placing or assisting to place or guaranteeing the placing of any of the shares
in the capital of the Company or any debentures, debenture-stock or other securities of the
Company or in or about the promotion of the Company or in or about the formation or promotion
of the Company or the conduct of its business.
17. To draw, make, accept, endorse, negotiate, discount, execute and issue promissory- notes,
bills of exchange, hundies, bills of lading, warrants, debentures and other negotiable or
transferable or mercantile instruments and documents of title to goods or property.
18. To open an account with any bank or banks and to draw and endorse cheques and to
withdraw moneys from such accounts.
19. To sell or dispose of or deal with the business, property and undertakings of the Company
or any part or parts thereof for such consideration as the Company may think fit, and in particular
for shares, debentures, or securities of any other company having objects altogether or in part
similar to those of this Company.
20. To adopt such means of making known the products of the Company or goods and articles
dealt in by the Company as may seem expedient and in particular by advertising, by circulars,
catalogues, show-cards, posters and free samples and exhibiting and granting rewards,
presents, prizes and donations.
21. To appoint brokers, canvassers, agents and other persons and to establish and maintain
any agencies and branches in any parts of Bangladesh or elsewhere for the sale of any
materials or things for the time being at the disposal of the Company for sale or other purposes,
and to discharge and to discontinue the same.
22. To amalgamate with any other Company having objects altogether or in part similar to
those of this Company.
23. To distribute any of the properties of the Company amongst the members in specie.
24. To do all or any of the above things as principals, agents, contractors, trustees or otherwise,
and by or though trustees, agents or otherwise and either along or in conjunction with
others.

25. Generally to do all such other things as are incidental or conducive to the attainment of
the above objects. And it is hereby declared that the objects specified in each paragraph
of this clause except where otherwise expressed in such paragraph shall be separate and
independent objects of the Company and shall be in no way limited, or restricted by reference
to or inference from the terms of any other paragraph or the name of the Company.

V. The liability of the members is limited,

We, the undersigned persons whose names and addresses are subscribed below, are desirous of being
formed into a Public Limited Company, in pursuance of this Memorandum of Association and we respectively
agree to take up the number of shares in the capital of the Company set opposite to our respective names :

Name, Address, description and Number of shares Signature of Name, Address and
Nationality of the subscribers taken Subscriber Descriptions
of witness

1. MST SHEIKH RUBY AKTER 2100 (MD.NABIL AHMED)

Soyarpour,Ward No 01, Moulvibazar (One Thousand Barrister-at-law
sadar,Moulvibazar sadar- Nine Hundred) Advocate,
3200,Moulvibazar Supreme Court of
Bangladesh, Dhaka

TOTAL : 2100 Shares

Dated 10 ,Nov, 2018