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INCORPORATED UNDER THE COMPANIES ACT, 1956 (1 of 1956) COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION of

TERGUM REMEDIES PRIVATE LIMITED


I. II. The name of the company is Tergum Remedies Private Limited. 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: A. The main objects to be pursued by the company on its incorporation are as under: 1. To carry on the business as dealers, distributors, importers, exporters, agents of Pharmaceutical and Neutraceutical products, Drugs including generic drugs, medicines all types (including Allopathic, Homeopathic, Ayurvedic, Unani, Siddha, Herbal) Dietary and food supplements of any nature and kind, Surgical instruments, implants, dressing and related material plasma, products of bio technology, generic engineering, tissue culture, monoclonal antibodies, all chemical products including cosmetic, organic, inorganic, aromatic, laboratory and to promote, own, operate a chain of shops for any or all of the above mentioned products. 2. To carry on the business as the dealers, distributors, importers, exporters, agents of all kinds of fast moving consumer products like processed ad unprocessed food items, toiletries and to promote own, operate a chain of shop for any or all of the above mentioned products.

B. Objects incidental or ancillary to the attainment of the main objects are: 1. To receive money in any form, borrow or raise money on such terms and conditions as the Company may consider expedient and secure and discharge any debt or obligation binding on the Company In such manner as may be thought fit, and In particular by mortgages of the undertaking(s) and all or any of the immovable and movable property (present and future) and the uncalled capital of the Company or by the creation and Issue, on such terms as may be thought expedient, of shares, bonds, debentures or debenture stock, perpetual or otherwise, or other securities of any description. 2. To purchase, take on lease or license or In exchange, hire or otherwise acquire any Immovable or moveable property, rights or privileges which the Company may think necessary or convenient for any business of the Company and to develop and turn to account and deal with the same and In particular any land, tenements, buildings and easements in such manner as may be thought expedient and to construct, maintain and alter any immovable or moveable property or works necessary or convenient for the purpose of the Company, and to pay for the same either in cash or in shares or securities or otherwise and to sell, let, tease or under lease or otherwise dispose of or grant right over any movable or immovable property belonging to the Company, if not immediately required for the business of the Company. 3. To apply for, promote and obtain any order(s), directive(s), Instruction(s), regulation(s), ordinance(s) or other authorisation(s) or enactment(s) of the Central or any State Government or any other authority for enabling the Company to put any of its objects to effect or for effecting any modification or change in any of the Companys business or constitution and to oppose any bills, proceedings or applications which may seem to prejudice to the Companys business or interests. 4. To acquire, purchase, takeover and/or amalgamate business of companies which under existing circumstances, from time to time, may conveniently or advantageously be combined with the business of the Company, to amalgamate or merge with companies whose business is so acquired, purchased or taken over and/or to enter into agreement with the object of acquisition of such undertaking and/or business. 5. To secure the recognition for the Company under the laws or regulations of India or any other place outside India.

6. To enter into any arrangements with any Government or Government

departments or authorities or any authority that may seem conducive to the attainment of the Companys objects, and to obtain from any such Government or government departments or authorities any rights, privileges, licenses and concessions necessary or desirable to obtain and to carry out, exercise, use or comply with any such arrangements, rights or privileges or concessions. 7. To form, promote, subsidise, organise and assist or aid in forming, promoting, subsidising, Organising or assisting companies, or partnerships of all kinds for the purpose of accepting and undertaking any properties, assets, liabilities of this Company. 8. To provide for and furnish or secure to any members or customers of the Company or to any subscribers to or purchasers or possessors of any publications of the Company or any conveniences, advantages, benefits or special privileges which may seem expedient or necessary either gratuitously or otherwise. 9. To distribute any of the Companys property among the members, in the event of winding up subject to the provisions of the Companies Act, 1956. 10. To improve, manage, develop, exchange, lease, mortgage, dispose of, or transfer business, property and undertakings of the Company, or any part thereof with or without any consideration which the Company may deem fit to accept. 11. To provide for the welfare of the employees or ex-employees of the Company or its predecessors in business or the spouses, widows or widowers and families or the dependants of such persons by grant of money, pension, allowances, bonus, gratuities or other payments or by buildings or contributing to the building of houses or dwellings or by creating and from time to time subscribing or contributing to provident funds and other associations, institutions, funds or trusts and by providing or subscribing towards places of instructions and recreation, medical, hospital and dispensaries and other attendances and to subscribe or contribute to or otherwise assist charitable, benevolent, national and/or other institutions or objects. 12. To pay all costs, charges and expenses incurred or sustained in or about the promotion, incorporation and establishment of the Company or which the Company shall consider being preliminary, out of the funds of the Company.

13. To establish, hold or conduct competitions in respect of contribution of information suitable for insertion in any publications of the Company or

otherwise for any of the purposes of the Company and to offer and grant prizes, rewards and premiums of such character and on such terms as may be expedient. 14. To refer to or agree to refer any claims, demands, dispute or any other question by or against the Company or in which the Company is interested or concerned, and whether between the Company and third parties, to arbitration and to observe and perform and do all acts, matters and things to carry out or enforce the awards. 15. To carry on the business in any of the objects specified above, whether within or outside India, whether by itself or by a wholly owned subsidiary or along with other/others or as a joint venture with any other institution, corporate body or other person in India or elsewhere. 16. To enter into partnership, associations or into any arrangements for joint working in business or for sharing profits or to amalgamate with any person, firm or company. 17. To lend or place deposits with security or otherwise either for or without interest with other companies, institutions, banks, local authorities, trusts, HUFs or other bodies (whether incorporated or otherwise) and to invest any surplus funds of the Company from time to time in securities/ instruments of companies, banks, local authorities, trusts, HUFs or other bodies (whether incorporated or otherwise) units of Unit Trust or Mutual Fund Schemes, Government Securities, Treasury bills, Commercial Papers, Certificates of Deposit and other Instruments and may 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. 18. To enter into any contract with any corporation, company or any other Organisation for the purpose of securing such insurance cover or such other benefits for the unit holders or other investors as may be given by the corporation, company or other Organisation with the units. 19. To amalgamate with any company or companies having objects altogether or in part similar to those of this Company, or to sell, exchange, lease, under lease, surrender, abandon, amalgamate, subdivide, mortgage or otherwise deal with either absolutely, conditionally, or for any limited interest, all or any part of the undertaking , property rights or privileges of the Company, as a going concern or otherwise, with any public body corporation company, society or association, or to any person or persons, for such consideration as the Company may think fit, and in particular for any stock, shares (whether wholly or partly paid), debentures, debenture stock, securities, or property of any other company.

20. To Institute, conduct, compound, or abandon any legal proceedings for

or on behalf or in the name of the trust or the trustees and to defend, compound or otherwise deal with any such proceedings against the trust or trustees or Its officers or concerning the affairs of the trust and also to compound and allow time for payment of satisfaction of any debts due and of any claims or demand by or against the trust and to refer any differences to arbitration and observe and perform any awards thereof. C. Other objects for which the company is established are: 1. To purchase, lease or otherwise acquire, own, establish, maintain, operate, run, manage or administer hospitals, diagnostic centers, medicate, daycare and healthcare centers, nursing homes, clinics for indoor and out-door patients and facilities for reception and treatment of persons suffering from injuries and illness, disabilities and deficiencies of any kind or nature whatsoever, contagious or otherwise and treatment of persons during convalescence or of persons requiring medical attention or rehabilitation in the specialty and super-specialty departments. 2. To carry on the business of manufacturers of all types of gases including oxygen, acetylene, carbondioxide, sulphuric and nitrogen both use for industrial and domestic purpose. 3. To carry on the business public carriers, transporters, carriers of goods, passengers, merchandise, common commodities and other goods and luggage of all kinds and description to elsewhere on land, water and air by any convenience whatsoever. 4. To carry on the business of and to render consultancy services in the field of Software Development, Software Export, Information and Data Processing, Computer systems, communications research and technical services including commercial exploitation, export, import, and to act as dealers, authorized representatives of the same to depute personnel to design and develop software in India and abroad and to setup offices, labs, development centers, works and also to enter into joint venture collaboration or otherwise with parties, companies, entities in India or abroad. 5. To carry on the business of architects, Building elevations, interior decorator, external designer, land scrapper, civil engineer, electrical engineer, turnkey contractor and manager of all types of furnishing, designing, decorating, renovating and remodeling of bungalows, houses, shops, showrooms, complexes, hotels, restaurants, resorts and other commercial and residential houses with Aesthetic value.

6. To carry on the business of architects, Building elevations, interior

decorator, external designer, land scrapper, civil engineer, electrical engineer, turnkey contractor and manager of all types of furnishing, designing, decorating, renovating and remodeling of bungalows, houses, shops, showrooms, complexes, hotels, restaurants, resorts and other commercial and residential houses with Aesthetic value. 7. To carry on the business of manufactures, importers, exporters, buyers, sellers, dealers, distributors or otherwise deal in all kinds and types of industrial, air conditioning, electrical and other kinds of filters, clean room products, contamination control equipments and dust control equipments, implements, including project works of every kind of description and to design, fabricate, build, contract, lease, sublease, execute on turnkey basis or otherwise all kinds of clean rooms, sterile rooms, negative pressure rooms, clean room products and other allied products, and to render professional and technical consultancy in clean room products and allied services. 8. To carry on the business of design, research and development, manufacture, import, export, buy, sell or lease out, install, maintain and deal in any kind of medical equipment, instruments, tools, furniture, machinery, surgical equipment, biotechnology, medical software, bioinformatics solutions, pharmaceutical products and other related appliances and accessories for all kinds/types of hospitals, dispensaries, clinics, laboratories, health clubs, training institutions, community and own use. IV. The liability of the members of the Company is limited. V. The share Capital of the Company is Rs. 1,00,000/- (Rupees One Lakh only) divided into 10,000 (Ten Thousand Only) Equity Shares of Rs. 10/- (Rupees Ten only) each with the rights, privileges and conditions attaching thereto as are provided by the regulations of the company for the time being. The company has power from time to time to increase or reduce its capital and to divide the shares in the original or increased capital for the time being into several classes and to attach thereto respectively such preferential rights, privileges or conditions as may be determined by or in accordance with the regulations of the company and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may be permitted by the Companies Act, 1956 or provided by the regulations of the company for the time being.

VI. We are the several persons, whose names and addresses are hereunder subscribed and desirous of being formed into a company in pursuance of this Memorandum of Association and we respectively agree to take the number of shares in the capital of the Company set opposite to out respective names. Signature, Name, Address, Description and Occupation of Subscriber No of Equity Shares taken by each subscriber Signature, Names, Address, Description and Occupation of Witness

S No 1

VASUDEVA RAO DEVAKI

SHYAM SUNDER PERUMALLA

Total No. of Shares Taken

Place: Hyderabad Date:

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