The name of the Company is “PEC Limited”.
The Registered Office of the Company will be situated in the
Union Territory of Delhi.
The objects for which the Company is established are:
1. To take over from the State Trading
Corporation of India Ltd., the business and activities at present being handled
by its Engineering Division and Railway Equipment Division together with rights
and liabilities pertaining to such business; and to carry on the business of
buying, selling, importing, exporting, merchandising, offshore trading, acting
as Agents for purchase and sale of and to deal in :-
2. To process, convert, fabricate, manufacture,
produce, refine, prepare, treat and otherwise deal in all products related to
which the Company trades in imports, exports or third country trading as
permitted by other relevant clauses of this Memorandum.
- To aid, counsel, assist, cooperate with, protect and promote
the interests of engineering and railway equipment industry, manufacturing
industries and exporters and to provide them with capital, credit, means,
resources, and technical and managerial assistance, and to take other
suitable measures to enable them to improve methods and techniques of
production, management and marketing.
To carry on the business of trading in agricultural products, metals including precious metals, precious stones, diamonds, petroleum and energy products and all other commodities and securities, in spot markets and in futures and all kinds of derivatives of all the above commodities and securities.
To carry on business as brokers, sub-brokers, market makers,
arbitrageurs, investors and/or hedgers in agricultural products,
metals including precious metals, precious stones, diamonds, petroleum and energy products and all other commodities and securities, in spot markets and in futures and all kinds of derivatives
of all the above commodities and securities permitted under the laws of India.
To become members and participate in trading, settlement and other
activities of commodity exchange/s in India (including national
multi-commodity exchange/s) facilitating, for itself or
for clients, trades and clearing/settlement of trades in spots, in
futures and in derivatives of all the above commodities permitted under
the laws of India.
(B) OBJECTS ANCILLARY AND INCIDENTAL
To buy, sell, exchange, install, work, repair, alter,
refine, improve, manipulate, prepare for market, let out on hire plants,
machinery, equipment, works, carriers, vehicles, apparatus and appliances,
which are necessary or convenient for carrying on any business which the
Company is authorized to carry on or is required by any customers of or
persons dealing with the Company or which may seem to the Company capable
of being profitably dealt with by the Company and to experiment with and
to render marketable, process, convert, fabricate and manufacture such
articles, commodities and goods as may be necessary or may seem to the
Company capable of being undertaken, conveniently in furtherance of its
objects or may be calculated directly or indirectly to enhance the value
of such articles, commodities and goods.
To carry on any other business, whether trading of
otherwise, which may seem to the Company capable of being conveniently
carried on in connection with the above or calculated directly or
indirectly to enhance the value of or render profitable any of the
property or rights of the Company.
To purchase, take on lease or in exchange, hire or otherwise
acquire, any real and personal property and any rights or privileges which
the Company may think necessary or convenient for the purposes of its
business or may enhance the value of any other property of the Company.
To purchase, acquire, take on lease, rent, let out on
hire, build, construct, execute, carry out, equip, improve, work, develop,
administer, manage, maintain, enlarge, pull down, remove, replace, rebuild
in India an/or elsewhere, works and conveniences of all kinds, which expression
includes, among other things, roads, railways sidings, jetties, piers,
wharfs, bridges, canteens, warehouses, stores, buildings, offices and/or
residences, places of recreation for employees and to pay for survey,
preliminary or otherwise, and for experiments, etc. and to pay or
contribute to the expenses of acquiring, constructing, maintaining,
improving any such works and conveniences, for the attainment of main
To apply for, purchase or otherwise acquire and
protect any renew in any part of the world and patents, patent rights
brevets d’ inventions, trade marks, designs, licences, concessions, and
the like, conferring any exclusive or non-exclusive or limited right to
their use, or any secret or other information as to any invention which may
seem capable of being used for any of the purposes of the Company, or the
acquisition of which may seem to be calculated directly or indirectly to
benefit the Company, and to use, exercise, develop, or grant licences in
respect of, or otherwise turn to account the property, rights or
information so acquired and to expend money in experimenting upon, testing
or improving any such patents, invention or rights.
To acquire and undertake the whole or any part of the
business, property, and/or liabilities of any person or Company carrying
on/or proposing to carry on any business which the Company is authorized
to carry on or possessed of properly suitable for the purpose of the
Company, or business which can be carried on in conjunction therewith or
which is capable of being conducted so as directly or indirectly to
benefit the Company.
To amalgamate, enter into partnership or any
arrangement for sharing profits, union of interests, co-operation, joint
venture, joint marketing or reciprocal concession or for limiting
competition with any person or company carrying on or engaged in or about
to carry on or engage in any business or transaction which the Company is
authorized to carry on or engage in, or which can be carried on in
conjunction therewith or which is capable of being conducted so as
directly or indirectly to benefit the Company.
To improve, manage, develop, grant right or
privileges in respect of or otherwise deal with, all or any part of the
property and rights of the Company.
To subscribe for, take or otherwise acquire, and hold
shares stocks, debentures, or other securities of any other company,
co-operative society or society registered under the Societies
Registration Act, 1860.
To invest and deal with the moneys of the Company not
immediately required in any manner as the Company may determine from time
To lend any advance money or give credit to such
persons or companies and on such terms as may seem to be expedient, and in
particular to customers and others having dealings with the Company, and
to guarantee the performance of any contract or obligation and the payment
of money of or by any such persons or companies and generally to give
guarantees and indemnities.
To receive money on deposit not amounting to banking
transactions or on loan and borrow or raise money from any person or bank
or company of Governments in such manner and to such extent as the Company
thinks fit, and in particular by the issue of debentures or d3ebenture
stock; perpetual or otherwise and to secure the repayment of any money so
borrowed, raised or owing by mortgage, or lien upon all or any of the
property or assets of the Company (both present and future), including its
uncalled capital, and also by a similar mortgage, charge or lien to secure
and guarantee the performance by the Company or any other person or
company of any obligation undertaken by the Company or any other person or
company, as the case may be.
To draw, make, accept, endorse, discount, execute,
and issue promissory notes, bills of exchange, bills of lading, warrants,
debentures, and other negotiable or transferable instruments.
To enter into any arrangements with any government or
authorities, municipal, local or otherwise that may seem to be conducive
to the objects of the Company, or any of them, and to obtain from any such
government, authorities, person or company any rights, privileges,
chargers, contracts, licences and concessions which the Company may think
desirable to obtain and to carry out, exercise and comply therewith.
To establish and maintain or procure the
establishment and maintenance of any contributory or non-contributory
provident and/or pension or superannuating funds for the benefit of and
give or procure the giving of donations, gratuities, pensions, allowances
or emoluments to any persons who are or were at any time in the employment
or service of the Company or of any company which is a subsidiary of the
Company, or is allied to or associated with the Company, or who are or
were at any time in the employment or service of the Company or of any
company which is a subsidiary of the Company, or is allied to or
associated with the Company, or with any such subsidiary company, or who
are or were at any time Directors or officers of the Company, or of any
such other company as aforesaid, and the wives, widows, families and
dependents of any such persons and also establish and subsidise and
subscribe to any such institutions, associates, clubs or funds calculated
by the company to be for the benefit of or to advance the interest and
well-being of the employees of the Company or of any such other company as
foresaid, and make payments to, or towards the insurance of any such
persons as aforesaid, and do any of the matters aforesaid either alone or
in conjunction with any such other company as aforesaid.
To provide for the welfare of employees or
ex-employees of the company and their wives and families and the wives and
families of their dependents or connections by building or contributing to
the building of houses or dwellings, or by grants-in-aid, pensions,
allowances, bonus or other payments, and by providing or subscribing or
contributing towards buildings and maintenance of places of instruction
and recreation, hospitals and dispensaries, medical and other assistance
as the Company may think fit, and to subscribe, or otherwise to assist, or
to grant money to charitable, benevolent, religious, scientific, national,
public or other institutions, objects or purposes, provided such
institutions proposed to be helped with money are not pure political party
To procure and arrange for registration,
incorporation or recognition, of the Company in or under the laws in any
part of the world outside India, to establish and appoint branches or
agencies of the Company at any place in India or elsewhere and to
discontinue the same and to do all acts necessary for carrying on an any
colony, domination or foreign country, any business of the Company, to
petition either singly or jointly with other legislatures, authorities, local
municipal and other bodies, British, colonial or foreign, for the purpose
of getting enacted Acts or for obtaining decrees, interests, orders,
rights and privileges that are conducive to the interest of the Company or
to protest against petitions and transactions as are likely to be
prejudical to the interest of the Company and to take such steps as may be
necessary to give the Company rights and privileges in any part of the
world as are possessed by local companies or partnership of a similar nature.
To establish, promote, undertake or concur in the
formation of or establishing or promoting any company or companies or any
institutions for the purpose of acquiring all or any of the property,
rights and liabilities of this Company or other companies or for any other
purpose which may seem directly or indirectly calculated to benefit the
Company or form any subsidiary company or companies and underwrite,
subscribe for or otherwise acquire all or any part of shares, debentures
or other securities of any such other company.
To promote and establish organizations, advisory
boards and other suitable bodies as may be deemed necessary in order to
carry out the aforesaid objects of the Company effectively.
(a) To sell, lease, mortgage or otherwise dispose of the
property, assets or undertaking of the Company or any part thereof for
such consideration as the Company may think fit.
(b) To transfer,
if the Company thinks fit, without consideration any property assets or
undertaking of the Company or any part thereof to any company, the share
capital of which has been entirely subscribed by the Central Government.
The act as agents, indenters or/and as the f\trustees
for any person or company or government and to undertake and perform
sub-contracts and to do all or any of the above things in any part of the
world, alone or jointly with others and either by or through agents,
sub-contractors, trustees or otherwise.
To undertake and execute any trusts the undertaking
of which may seem to benefit the Company either gratuitously or otherwise.
To adopt such means of making known the commodities
in which the Company deals or is interested as may seem expedient and in
particular by advertising in the Press, by circulars, by purchase and
exhibition of works of art of interest, by publication of books and
periodicals any by granting prizes, rewards and donations.
To hold or assist in holding exhibitions in India and
elsewhere of the products and articles in which the Company is interested.
To collect and circulate statistics and other
information relating to trade, commerce and industry.
To establish, provide, maintain, conduct, subsidise,
undertake, carry on and promote studies, research laboratories,
experimental workshops for scientific and technical researches and experiments,
tests of all kinds and scientific and technical investigations and
inventions by providing, subsidizing, endowing or assisting laboratories,
workshops, libraries, lectures, meetings and conferences and by providing,
or contributing to the remuneration of scientific or technical professors
or teachers and by providing or contributing to the award, scholarships,
prizes, grants to students or otherwise and generally to encourage,
promote and reward studies, researches, investigations, experiments, tests
and inventions of any kind that may be considered by the Company likely to
assist in business which the Company is authorized to carry on.
To create, or to contribute to any depreciation fund,
reserve fund, sinking fund, insurance fund, development fund or any other
special fund including funds for payment of subsidies whether for
depreciation or for repairing, improving, extending or maintaining any of
the property of the Company or for amortization of capital or for any
other purpose conducive to the interest of the Company.
To act as insurers or underwriters of the property of
the Company either wholly or partially, and either solely or together with
another or other person or persons or body or bodies, and to insure the
whole or any part of the property of the Company either fully or
partially, to protect and indemnify the Company from liability or loss in
respect thereof, either fully or partially and also so insure and protect
and indemnify either on mutual principle or otherwise, and to accept the
whole or any part of the marine risk and liability of the Company as
To manufacture, store, maintain, sell, buy, repair,
alter, exchange, let on hire, export, import, and deal in all kinds of
articles and things (including all kinds of conveyance and all components,
parts, fittings, tools, implements, accessories materials, and all
articles and things used or capable of being used in connection therewith
in any way whatsoever) which may be required for the purposes of any
business of the Company or are commonly supplied or dealt in by persons
engaged in any such business and which may be capable of being profitably
dealt with in connection with any of the business of the Company.
To acquire, establish, construct, provide and
maintain and administer factories, townships, railway sidings building
yards, wells, water reservoirs, channels, pumping installations,
purification plants, pipe lines, landing grounds, hangars, garages storage
sheds and accommodation of all description in connection with the business
of the Company.
To purchase, charter, hire, build or otherwise
acquire vehicles and vessels of any or every sort or description for use
on or under land or water or in the air and to employ, equip and load the
same for the carriage of merchandise of all kinds, in which the Company
To employ and pay experts, Indian and foreign
consultants, etc., in connection with the business of the Company.
To subsidise or contribute to or otherwise assist in
or take part in the construction, maintenance, improvement, management,
working, control or superintendence of any operations or works or
buildings useful or expedient or convenient or adoptable for the purposes
of the Company which may be constructed by or may belong to or be worked
by and/or under the control or superintendence of others and to subsidise
or otherwise assist any persons or companies responsible for or concerned
or interested in any undertaking or operation in conjunction with the
To buy, sell, process and deal in goods, wares and
merchandise including all conveniences or necessities of life which may be
used or required by workmen or others whether employed by the Company or
not and to open and keep shops or stores.
To establish, maintain and operate hospitals, dispensaries,
first-aid centers and other medical institutions, public health
installations, markets, shops and stores, clubs, cinemas and entertainment
places, motor transport services, housing colonies, hotels and
restaurants, guest houses, hostels, dhobidhanas, dairies, fire service
stations for the benefit of employees and their families and others.
To form, incorporate or promote any joint stock
company, or companies, for carrying into effect any of the objects of the
Company and to take or otherwise acquire and hold shares in any such
company and generally in any company the business of which is capable of
being conducted so as directly or indirectly to benefit the Company and to
pay all or any of the costs and expenses incurred in connection with any
such promotion or incorporation.
To remunerate any person, firm, or company for
services rendered or to be rendered in obtaining subscriptions for or
placing or assisting to place or obtain subscriptions for or for
guaranteeing the subscription of or the placing of any shares in the
capital of the Company or any bonds, debentures, obligations or securities
of the Company or any stock, shares, bonds, debentures, held or owned by
the Company or in which the Company may have an interest in or about the
formation of any other company or in which the Company may have any
To obtain order or Act of the legislature in India,
U.K., or other places or order, Act or authority from the authorities of
any country, Sate or Dominion for enabling the Company to obtain all
powers and authorities necessary, or expedient to carry out or extend any
of the objects of the Company, or for any other purpose which may seem
expedient, and to oppose any proceedings or applications which seem
calculated directly or indirectly to prejudice the company’s interest.
To apply the assets of the Company in any way or
towards the establishment, maintenance or extension of any association,
institution or fund in any way connected with any particular trade or
business or with trade or commerce generally and particularly with the
trade including any association, institution of fund for the protections
of the interests of masters, owners and employers against loss by bad
debts, strikes, combinations, fire accidents or otherwise or for the benefits
of any clerks, workmen or others at any time employed by the Company or
any of its predecessors in business or their families or dependents.
To aid, pecuniarily or otherwise, any association
body or movement having for an object the solution, settlement or
surmounting of industrial or labour problems or troubles or the promotion
of industry or trade.
To dedicate, present or otherwise dispose of either
voluntarily or for value any property of the Company deemed to be of
national, public or local interest to any national trust, public body,
museum, corporation or authority or any trustees on behalf of any of the
same or of the public.
To distribute, among the members, in specie any
property of the Company or any proceeds of sale or disposal or any property
of the Company in the event of it winding up.
To take up all or any one or more of the above
objects simultaneously or one after the other or to keep any one or more
of the objects in abeyance for any period of time, if and when necessary.
To do all such other things that the Company may
consider incidental to, or may think conducive to the attainment of the
above objects or any of them.
(C) OTHER OBJECTS
carry on all or any of the businesses of electrical, mechanical and
general engineers and contractors, Ironmaster, iron and brass founders,
metal workers, millwrights, machines, smiths, steel makers and converters
and manufacturers of and workers and merchants and agents for an dealers
in engineering specialties in metals and alloys of all description, wood
workers, joiners, and carpenters, electro-plates, nickel platters,
painters, varnishes, lacquers, enamellers, polishers, welders, gilders,
metal and glass makers and refiners.
install, set up, construct, acquire, purchase, hire, maintain, run operate
and establish in India and/or abroad such machinery, plants, works,
factories, equipments, apparatus and appliances and to do such other acts
as may be necessary, ancillary and incidentals to and/or convenient for
the Company for the preceding objects.
construct buildings, erect, maintain and carry on either by the Company,
or other parties, any works or undertakings of any, description
whatsoever, either upon lands acquired by the Company or upon others
out, to hire and to trade in any vehicles, vessels or any part thereof
when not required for the Company’s business.
And it is hereby declared that the
word “Company” in this Memorandum when applied otherwise than to this Company
shall be deemed to include any authority, partnership or other body of persons
whether incorporated or not.
The liability of the members is limited.
The Share Capital of the Company is Rs.2,00,00,000 (Rupees Two
Crores) divided into 2,00,000 (Two lakhs) equity shares of Rs.100/- (Rupees One