ARTICLES OF ASSOCIATION OF PATNA SMART CITY LIMITED

(A PUBLIC LIMITED GOVERNMENT COMPANY WITHIN THE MEANING OF SECTION 2(45) OF THE COMPANIES ACT, 2013)

Table F shall not Apply

1. The Regulations contained in “Table F” of Schedule I to the Companies Act, 2013 shall not apply to the company, except in so far as the same are repeated or expressly made applicable in these articles or by the said Act.

2. These regulations for the management of the Company and for the observance by the members thereto and their representatives shall be subject to deletions, alterations or additions made pursuant to the statutory powers under the Companies Act, 2013 from time to time

3. The Company is a Public Company within the meaning of Section 2(71) of the Companies Act, 2013, limited by shares, and is and shall remain to be the Government company as long as not less than fifty-one (51) percent of the paid-up share capital in the company is held either by the Central Government or one or more State Government or Governments or partly by Central Government and partly by one or more State Governments, whether directly or indirectly.

4. The Company is a Government Company within the meaning of Section 2(45) of the Companies Act, 2013 and all the exemptions, privileges, rights, obligations, restrictions applicable to a government company under the Companies Act, 2013 and any rules, regulations, notifications made under the said Act or any modifications thereof shall also apply to this Company notwithstanding anything contained in these Articles of Association unless exclusively or specifically prohibited or restricted under these Articles of Association or by Special Resolution passed by the shareholders of the company in the General Meeting, whether Annual or Extra-ordinary.

Exemptions to Government Companies

Exemption available to Government Companies under Companies Act, 2013 shall have overriding effect over the Articles of Association of the Company.

1. INTERPRETATION

   In the interpretation of these Articles, the following expressions shall have the following meanings unless repugnant to or inconsistent with the subject or context

   1. "The Company" or "this Company" means Patna Smart City Limited;

   2. “Act” means the Companies Act, 2013 and shall include any statutory modification or re-enactment thereof, from time to time;

   3. “Applicable Law” means any statute, law, regulation, ordinance, rule, judgment, order, decree, bye-law, approval from any Competent Authority, directive, guideline, policy, requirement, or other government restriction or any similar form of decision, or determination by, or any interpretation or administration having the force of law of any of the foregoing, by any Competent Authority having jurisdiction over the matter in question, whether in effect or at any time thereafter;

   4. “Articles” or “Articles of Association”means these Articles of Association of the Company, as amended from time to time;

   5. “Auditor” means Auditor appointed under Section 139 of the Companies Act 2013;

   6. “Board of Director” or “Board” means the collective body of the directors of the company;




2. KEY FUNCTIONS AND RESPONSIBILITIES OF THE COMPANY

   The Company will plan, implement, manage and operate the Smart City Development projects. The key functions and responsibilities of the Company will include:

   1. Approve and sanction the projects including their technical appraisal.

   2. Execute the Smart City Proposal with complete operational freedom.

   3. Take measures to comply with the requirements of the MoUD/other Ministries/Departments of the Government of India/State Government Rules and regulations, local laws etc. for implementation of the Smart Cities Mission.

   4. Mobilize resources within timelines with prior approval of the State Government.

   5. Approve and act upon the reports of a third party Review and Monitoring Agency.

   6. Oversee capacity building activities.

   7. Develop and benefit from inter linkages of academic institutions and organizations.

   8. Ensure timely completion of projects according to set timelines.

   9. Undertake review of activities of the Mission including budget, implementation of projects, preparation of Smart City Proposal (SCP) and co-ordination with other missions/schemes and activities of various Ministries/Departments.

   10. Monitor and review quality control related matters and act upon issues arising thereof.

   11. Incorporation of joint ventures and subsidiaries and enter into Public Private Partnerships including with foreign entities as may be required for the implementation of the Smart Cities Mission with prior approval of the State Government.

   12. Enter into contracts, partnerships and service delivery arrangements with Indian as well as foreign firms, as may be required for the implementation of the Smart Cities Mission with prior approval of the State Government.

   13. Determine and collect user charges as authorized by the ULB with prior approval of the State Government

   14. Collect taxes, surcharges etc. as authorized by the ULB with prior approval of the State Government.

   15. Any other functions as delegated by the Central Government/State Government/ULB within the scope of Smart Cities Mission.




3. EXERCISE OF DELEGATED POWERS

   The Company will exercise the following powers delegated by the State Government and ULB subject to extent and as provided under the Municipal Act;

   1. The rights and obligations of the municipal body with respect to the smart city projects;

   2. Decision making powers available to the ULB under the Municipal Act/ Government Rules by the Chief Executive Officer/Commissioner;

   3. Approval or decision making powers available to the Urban Development & Housing Department/Directorate of Municipal Administration by the Board of Directors of the Company.