AGREEMENT OF ASSOCIATION OF PERSONS

This Agreement of Association of Persons executed on this 29th day of May 2007

by and between.

1. Mrs. ALKA PRAKASH AGRAWAL, aged about 43 years, Occ: Business R/o B-W-5 Gangasagar, 83/84 Canal Road, Ramdaspeth, Nagpur- 440 010.

2. VEDANT PRAKASH AGRAWAL aged about 23 years Occ: Business R/o B-W-5 Gangasagar, 83/84 Canal Road, Ramdaspeth, Nagpur- 440 010.

3. PRAKASH GOVINDLAL AGRAWAL aged about 48 years Occ: Business R/o B-W-5 Gangasagar, 83/84 Canal Road, Ramdaspeth, Nagpur- 440 010.

WITNESSESS

Whereas the above named parties have decided to form an ASSOCIATION OF

PERSONS (AOP) w.e.f. 29th day of May 2007 for making the business of sale &

purchase of shares and/or investment in shares of listed/unlisted companies in share

market through various management services companies; AND

Whereas it is necessary to reduce into writing the terms and conditions for the

above AOP known as AGRAWAL AND ASSOCIATES;

We the parties aforesaid do hereby of our freewill and consent agree to and

conform as under:

1. That the above named Parties has decided to form an AOP known as AGRAWAL

AND ASSOCIATES for carrying on the business of sale & purchase of shares and/or

investment in shares of listed/unlisted companies in share market through various

management services companies and allied business activities under their joint name

or in the name of AOP with its Principal place of business at B-W-5 Gangasagar,

83/84 Canal Road, Ramdaspeth, Nagpur- 440 010.

2. That the AOP shall run the business of sale & purchase of shares and/or investment

in shares of listed/unlisted companies in share market through various management

services companies and allied business activities, under their joint name or in the

name of AOP i.e. AGRAWAL AND ASSOCIATES. The business activities may be

extended to other transaction with the mutual consent of all the parties.

3. That the financial year of the firm shall be from 1st April to 31st March every year.

4. That the duration of the AOP shall be at will.

5. That a bank A/c shall be opened in any Scheduled or Co-operative Bank or Banks as

the parties may decide in joint name of the parties and/or in the name of AOP and the

same shall be operated jointly and/or severally by all the parties as decided among

them.

6. That all the parties have a right to look after day-to-day work and activities of

business.

7. That all of the parties have an authority to look after and manage the business of

AOP fruitfully in the interest of AOP, borrow Money, take loans form Bank or

parties, to sign document, to enter into any business contracts and so other activities

which required for smooth running of the AOP with the greatest interest of the

business activities carried over by the said AOP i.e. AGRAWAL AND

ASSOCIATES.

8. That all or any one of the parties shall sign any agreement, document etc. as and

when require on behalf of the AOP.

9. That at the end of the year the profit or loss of the A.O.P. shall be distributed among

the members in the ratio of capital standing to the credit in the individual member’s

capital account of AOP as on the last day of the year.

In witness whereof we the parties have signed this Agreement of Association of person

on this 29th day of May 2007 at Nagpur in the presence of the following witness.

Witness: Member of AOP

1. _______________________ (Mrs. Alka Prakash Agrawal)

2. _______________________

(Vedant Prakash Agrawal)

(Prakash Govindlal Agrawal)