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COMPANIES ACTS, 1963 TO 1977 | |||
COMPANY LIMITED BY SHARES | |||
MEMORANDUM OF ASSOCIATION of N & P Electrical Limited |
1. The name of the Company is N & P Electrical Limited | |
2. The objects for which the Company is established are:- | |
(a) To Carry on the business of electricians, electrical engineers, radio and television engineers, mechanical, sanitary gas and water engineers, ironmongers, makers of electric tramways, motor cars, carriages, cycles and other vehicles, and manufactuerers of, and dealers in dynamo, motors, telephones, bells, wireless, television, electroilers, x-ray, arc and other lamps, public adress systems, electric light fittings, heating and cooking apparatus, metals, india rubber, asbestos and other insulating material, and chemical and medical apparatus, and of and in all other apparatus and things required for, or capable of being used in connection with the generation, distribution, supply, accumulation and employment of electricity, either alone or in conjunction with gas, and also of contractors for the supply of electricity, whether for lighting, heating, sound, motive power, telegraphic, telephonic, electro-plating, metallurgic or other manufacturing processes or other purposes whatsoever. | |
(b) To establish and carry on any other businesss (whether manufacturing or otherwise) which may be deemed capable of being conveniently carried on in connection with any of the above-mentioned objects, or may be calculated with any of the above-mentioned objects, or may be calculated, directly or indirectly, to enhance the value of any property or rights of the Company. | |
(c) To purchase, take on lease or in exchange, hire or by any other means acquire any freehold, leasehold or other property for any estate or interet whatever, and any rights, privileges or easements over or in respect of any property and any buildings, offices, factories, mills, works, wharves, roads, railways, tramways, machinery, engines, rolling stock, plant, live and dead stock, barge, vessels or things, and any real or personal property or rights whatsoever which may be necessary for, or may be conveiently used with, or may enhance the value of any other property of the Company. | |
(d) To build, construct, maintain, alter, enlarge, pull down and remove or replace any buildings, offices, factories, mills, works, wharves, roads, railways, tramways, machinery, engines, walls, fences, banks, dams, sluices, or watercourses, and to clear sites for the same, or to jion with any person, firm or company in doing any of the things aforesaid, and to work, manage and control the same, or join with tohers in so doing. | |
(e) To apply for, purchase or by other means acquire and protect, prolong and renew, whether in Ireladn or elsewhere, any patents, patent rights, brevets d'invention, licences, proctections and concessions which may appear likely to be advantageous or useful to the Company, and to use the turn to account and to manufacture under, or grant rights or privileges in respect of th esame, and to expend money in experimenting upon and teting, an in improving or seeking to improve any patents, invetnions or rights which the comany may acquire or propose to acquire. | |
(f) To acquire and undertake the whole or any part of the business, goodwill and assests of any person, firm or comany carrying on or proposing to carry on any of the businesses which this Comany is authorised to carry on, and as part of the consideration for such acquisition to undertake all or any of the liabilities of such person, firm or comany, or to acquire an interest in, amalgamate with, or enter into any arrangement competition, or for mutual assistacne with any such person, firm or company, and to give or acept by way of consideration for any of the acts or things aforesaid or property acquired, any shares, debentures, debenture stock or securities that may be agreed upon, and to hold and retain or sell, mortgage and deal with any shares, debentures, debenture stock or securities so received. | |
(g) to improve, manage, cultivate, develop, exhcange, let on lease or otherwise, mortgage, charge, sell, dispose of, turn to account, grant rights, and privileges in respect of, or otherwise deal with all or any part of the property an right of the Company. | |
(h) To invest and deal with the moneys of the Company and not immediately required in such shares and upon such securities and in such manner as may from time to time be determined. | |
(i) to lend and advance money or give credit to such persons, firms or companies, and on such terms as may seem expedient, and in particular to customers of and others having dealings with the company, and to give guarantees or become surety for any such persons, firms or companies. | |
(j) To borrow or raise money in such manner as the Comany shall think fit, and in particualr by the issue of debentures or debenture stock (perpetual or otherwise), and to secure the repayment of any money borrowed, raised or owing by mortage, charge or lien upon the whole or any part of the Company's proerty or assest (whether present or future), including its uncalled capital, and also by a similar mortage, charge or lien to secure and guarantee the performance by the Company of any biligation or liability it may undertake. | |
(k) 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. | |
(l) to apply for, promote and obtain any Act of the Oirecachtas, provisional order or licence of the Minister for Industry, Commerce and Tourism or other authority for enabling the Comany to carry any of its objects into effect, or for effecting any modification of the Company's constitution, or for any other purpose which may seem expedient, and to oppose any proceedings or applicationis which may seem calculated, directly or indirectly, to prejudice the Company's interests. | |
(m) To enter into any arrangements with any governments or authorities (supreme, municipal, local or otherwise), or any corporations, companies or person that mayy seem conducive to the attainment of the comany's objects, or any of them, and to obtain from any such government, authority, coroporation, comany, or person any charters, contrcats, decrees, rights, privileges and concessions which the Company may think desirable, and to carry out, exercise and comply with any such charters, contracts, decrees, rights, privileges and concessions. | |
(n) To subscribe for, take, purchase or otherwise acquire and hold shares or other interests in, or securities of any other company having objects altogther or in part similar to those of this Comany or carrying on any business capable of being carrried on so as, directly or indirectly, to benefit this Company. | |
(o) To act as agents or brokers and as trustees for any person, firm or company and to undertake and perform sub-contracts, and also to act in any of the businesses of the Company through or by means of agents, brokers, sub-contractors or others. | |
(p) to remunerate any person, firm or company rendering services to this Company, either by cash paymetn or b y the allotment to him or them of shares or securities of the company credited as paid up in full or in part or otherwise as may be through expedient. | |
(q) To pay all or any expenses incurred in connection with the promotion, formation and incorporation of the Company, or to contract with any person, firm or company to jpay the same, and to pay commissions to brokers and others for underwriting, placing, selling or guaranteeing the subscription of any shares, debentures, debenture stock or securities of this Company. | |
(r) To support and subscribe to any charitable or public object, and any institution, society or club which may be for the benefit of the Company or its employees, or may be connected with any town or place where the Comapny carries on business; to give pensions, gratuities or charitable aid to any person or persons who may have served the Company, or to the wives, children or other relatives of such persons; to make paymetns towards insurance; and to form and contribute to provident and benefit funds for the benefit of any persons employed by the Company. | |
(t) To promote any other company for the purpose of acquiring the whole or any part of the business or property and undertaking any of the liabilities of this Company, or of undertaking any business or operations whihc may appear likely to assist or benefit this Company or to enhance the value of any property or business of this Company, and to place or guarantee the placing of, underwrite, subscribe for or otherwise acquire all or any part of the shares or securities of any such company as aforesaid. | |
(u) To sell or otherwise dispose of the whole or any part of the business or property of the company, either together or in portions, for such considerations as the Company may think fit, and in particular for shares, debentures or securities of any company purchasing the same. | |
(w) To procure the Company to be registered or recognised in Great Britain, Northern Ireladn and in any British dominion or dependency, and any foreign country or place. | |
It is hereby expressly declared that each sub-clause of this Clause shall be construed independently of the other sub-clause hereof, and that none of th eobjects mentioned in any sub-clause shall be deemed to be merely subsidiary to the objects mentioned in any other sub-clause. Provided always that the provisions of this Clause shall be subject to the Company obtaining, where necessary, for the prupose of carrying any of its objects into effect, such licenc, permit or authority as may be required by law. | |
3. The liability of the members is limited. | |
4. The share capital of the company is £100,000.00 divided into 100,000 shares of £1.00 each with power to increase or decrease the share capital. The capital may be divied into different classes of shares with any preferentaiial, deferred or specialrights or privileges attached therto, and from time to time the Comapny's regulations may be varied so far as may be necessary to give effect to any such preference, restriction or other term. | |
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Copy Right, Companies Act, 1963 to 1977 |