(Company Incorporated under Section 25 of the Companies Act 1956)

ARTICLES OF ASSOCIATION
OF
EL’XIR BEVERAGES PRIVATE LIMITED

1. Name and objectives

The Company will be called “El’xir Beverages Pvt Ltd”. Its

objectives will be:
a) To manufacture various flavours of non-alcoholic
aerated drinks.
b) To promote and distribute the manufactured
drinks to wholesalers and retailers.
2. Interpretation:
In the interpretation of these articles words denoting
masculine gender also denote feminine gender.

3. Minimum Directors to form a Company:

The Board of Directors will consist of minimum three Directors

required to form/register a company.

4. The consequences of non-payment of subscription of fine.

The Board of Directors will decide the liability and fine to be

imposed on the Directors.

5. The fines and fore features to be imposed on any Director

The Board of Directors will decide the liability and fine to be

imposed on the Directors.

6. Categories of the Directors of the company.

There will be executive members namely; Chairman, Vice-

Chairman / MD, and Company Secretary. Rest of the members
will be ordinary Directors.

7. Resignation and expulsion of Directors.

The Board of Directors will have discretionary power to accept or

decline the resignation of any Directors. The Board of Directors
 will also have power to decide the expulsion of any Director of
the company after giving him required notice for the same.

8. Constitution of Board of Directors

a) Chairman,
b) Vice- Chairman/MD,
c) Company Secretary
d) Directors

The Board of Directors meetings to be held once in 45 days. The

quorum for general house shall be one third of the total
members eligible to Board. If the quorum for the general house
is not complete within 30 minutes of the time announced, the
meeting shall stand adjourn to be same of the next week at the
same time and place, no quorum shall be necessary for such an
adjourned meeting. Atleast one week notice for meeting shall
be given to be Directors.

9. Expansion of Board of Directors.

Board may be expanded by the Board of Directors by inducting

to more Directors as per the requirement deem fit and proper
for the successful running of the company.

10.Power & Function of the Chairman

The Chairman shall preside over all the meetings of the

company. Each and every meeting of the company will be
called on his order and the advice of the Board of Directors. The
Chairman and/or authorized Director will be head of the
Company and use all the powers given to him for development
of El’xir Beverages Pvt Ltd.

11. Power & Function of Vice-Chairman/Managing Director

In absence of the Chairman the Vice-Chairman/Managing Director will

utilize all the powers of the Chairman and/or as decided by the Board of
Directors.

12.Powers & Functions of Company Secretary.

The Secretary shall conduct the correspondence on behalf of the company

with all the Directors and/or other organizations for development of El’xir
beverages pvt ltd. He shall conduct meetings of executive committee and
 general body and/or required statutory, non-statutory meetings as
prescribed by the ROC. He will record the proceedings of the meetings
and report to the Chairman/Board of the Company.

13. Powers & Functions of Treasurer.

The Treasurer will collect the donations, grants from government or any
other institution and also collect subscriptions. He will present the yearly
statement of income and expenditure in the meeting of the Executive
Committee of the Company. He has the power to deposit the collection
on behalf of the company.

14. Funds

The funds of the company consist of subscriptions from members,

donation from public or grant from govt., semi govt. or other institutions.
No interest will be permissible on funds raised from Directors.

15. Banks

The Bank of the company will be any nationalized bank decided by the
Board of Directors. The control of the funds will be in the hands of the
cashier and shall authorize him to operate the bank account mandatory and
atleast two signatories on the cheque will be required for withdrawal from
bank.

16. Accounts

The accounts will be maintained by the treasurer from the month of April
to March and will be maintained by order of Board of Directors.

17. Management

The management of the company will rest in the Board of Directors,

which shall consist of Chairman and his team of Vice-Chairman,
Managing Director, Secretary, and Directors.

18. Property & Liabilities

Moveable or immoveable properties/assets of the company shall not be

sold without consent of the general body with two third majorities.
Liabilities of the company will be restricted to the assets of the company
only and in no way the members in individual capacity be liable for any
liabilities of the company.
 19.The manner of making altering and rescinding rules and
regulations in the Articles of Association.

For any change in any clause of the rules and regulations one weeks’
notice will be issued by the Board of the Company under the signatures of
the Chairman to every Director of the company for calling of the general
members meeting. The changes should be made if more than 50%
members vote in favour of it.

20. Application of the Act.

This company (rules and regulations) are subject to the provisions of the
Companies Act 1956 and for any matter not specifically provided herein, a
provision in the say that if any of that matter shall apply mutatis mutandis.

21. Essential certificates:

Certified that this is the correct copy of the Rules and Regulations as
mentioned in the Articles of Association of the Company.

ATTESTED TO BE TRUE COPY

Chairman Managing Director Secretary