BEFORE THE NOTARY PUBLIC AT _________________, BANGLADESH

IRREVOCABLE GENERAL POWER OF ATTORNEY

(To sell the hypothecated goods, stocks and other assets including

machinery, equipment, fixtures, fittings and all other fixed and floating

assets.)

THIS POWER OF ATTORNEY IS MADE ON THIS THE 22ND DAY OF JUNE,

2023 OF THE CHRISTIAN ERA.

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I, Biswanath Saha, Proprietor of M/s: BITHI TRADERS bearing Trade License
no. 339 under 2 No. Union Parishad, Bijoynagar, Brahmanbaria having its
business address at Chandura Bazar, PO: 3432, Upazila: Bijoynagar, District:

Brahmanbaria, Son of Bashudeb Shaha by profession Business, religion:

Hindu, Nationality – Bangladeshi by birth, NID Card No. 734 855 3657 {For
Proprietorship business} (hereinafter referred as to the “BORROWER”), do
hereby state and declare that:

I, Mr. Biswanath Saha, bearing Trade License no. 339 under 2 No. Union
Parishad Bijoynagar, Brahmanbaria having business address at Chandura
Bazar, PO: 3432, Upazila: Bijoynagar, District: Brahmanbaria, represented
by its Proprietorship Mr. Biswanath Saha, Son of Bashudeb Shaha by
profession Business, religion: Hindu, Nationality: – Bangladeshi by birth,

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holding NID Card No. 734 855 3657 {For Partnership} (hereinafter referred
as to the “BORROWER”), do hereby state and declare that:

I/We, ___________________________________, a private/public company limited

by shares duly incorporated under the Companies Act, 1994, Bangladesh,
bearing its Incorporation No. ___________________, having its registered
office at ____________________________, Bangladesh, represented by its
Managing Director ____________________________, son of ___________________
by profession Business, religion: ____________________________, Nationality:–
Bangladeshi by birth, holding NID Card No. _______________________
(hereinafter referred as to the “BORROWER”), do hereby state and declare
that:

WHEREAS, the BORROWER has been granted credit facilities for an

aggregate amount of BDT. 4,900,000.00 (Forty-Nine Lac) in the form of

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Overdraft, Rev. Time Loan & SDB Time Loan (hereinafter collectively
referred to as the ‘Facilities’) by:

AB BANK LIMITED
HEAD OFFICE
THE SKY MARK
18 GULSHAN AVENUE GULSHAN-1, DHAKA-1212
BANGLADESH

(Hereinafter referred to as the “ATTORNEY BANK”) pursuant to the Head

Office Sanction Letter No. HO/CAM/SME-0868/2023, dated 27.03.2023
and its Branch Sanction Letter No. HO/CAM/SME-0868/2023, dated
27.03.2023, on the terms and conditions there under (hereinafter referred
to as the “Sanction Letter(s)”);

AND WHEREAS as securities, inter alia, for the Facilities, we have already
hypothecated by way of floating charge with full title guarantee of all the

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current and floating assets of us including but not limited to stocks-in-
trade, raw materials (imported or indigenous), stocks-in-progress, work-in-
process, finished goods, other consumable spares, book debts, receivables,
cash in hand or in any account, insurance proceeds, goods-in-transit both
present and future and the Bank, in which we may have an interest
(hereinafter called the “Hypothecated Assets”) and all documents of title
and all contracts and other documents whatsoever to secure as a
continuing security until full and final repayment of the Facility on the
terms and conditions in the Facility; (For floating assets )

AND WHEREAS, as security, inter alia, for the facilities, the BORROWER
has already hypothecated by way of a first priority fixed and floating
charge in favour of the ATTORNEY BANK all the existing moveable and
immovable properties, building, structures and all other property and
assets of any kind, either fixed or floating of the BORROWER including
entire assets comprising of capital machinery, equipment’s, furniture, bed,
wheel chair, Raw Materials, Work-in-Process, Finished goods and spares,

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plant, apparatus, tools, lorries, cars, fixtures, Book debts, trade
receivable/market receivable, and other materials and other stores
wherever else the same may be whether in possession of the BORROWER
or of any third party and including all sale proceeds thereof and all the
rights of the BORROWER as unpaid seller in respect thereof and all
insurances and proceeds of insurance thereon, (hereinafter referred to as
the “Hypothecated Assets”) in favour of the ATTORNEY BANK under the
terms of the Sanction Letter(s). {For both fixed and floating assets}.

AND WHEREAS in order to enable the Bank to sell, transfer, collect,

assigns, dispose off, negotiate the Hypothecated Assets as and when
required, we have agreed to execute an irrevocable general power of
attorney on the terms and conditions stipulated below.

NOW THEREFORE BY THESE PRESENTS, I, Mr. Biswanath Saha,

represented by its Proprietor, having its office/registered address at
Chandura Bazar, PO: 3432, Upazila: Bijoynagar, District: Brahmanbaria in

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consideration of the ATTORNEY BANK granting us the Facility, do hereby
irrevocably nominate, appoint and constitute: -

AB BANK LIMITED
HEAD OFFICE
THE SKY MARK
18 GULSHAN AVENUE GULSHAN-1, DHAKA-1212
BANGLADESH

(Hereinafter referred to as the “ATTORNEY BANK”)

the Attorney, acting through any authorized signatory or signatories, to be

the BORROWER’S true and lawful attorney to exercise any of the following
powers for and on the Borrower’s behalf of and in the BORROWER’S name
from time to time:

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1. To realize or sell the Hypothecated Assets as and when required by
the Bank. The Hypothecated Assets may be sold or realized by the
Attorney at its absolute discretion without any reference to the
Borrower and all
Proceeds received under this authority shall be treated as true and
valid receipt on behalf of the Borrower and may be adjusted against
the liability of the Borrower with the Bank.

2. To receive payments/collect cheques directly from the Borrower’s

customers/clients against the bills, receivables from time to time.

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3. To take possession of the movable properties, stocks out of the
Hypothecated Assets.

4. To affix seal, sign and execute any document and to do any act on
behalf of the Borrower relating to the Hypothecated Assets or any
part thereof and for sale or realize thereof and to incur any liability
on behalf of the Borrower for the said purpose.

5. To advertise through newspapers or otherwise for auction of the

Hypothecated Assets or any part thereof, to arrange and effect the
auction or sale, to receive the bid money, and apply the same in
meeting expenses and in liquidating the indebtness of the
Borrower.

6. To negotiate the sale of Hypothecated Assets or any part thereof,

settle the term of sale, to sign, seal, execute and deliver all such

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 contracts, agreements, sale deeds and/or other documents, and/or
other instruments of transfer with all necessary reasonable
covenants on behalf of the Borrower, and generally upon the terms
and conditions as the Attorney shall deem necessary or expedient.

7. To do and perform all other acts, matters and things that may be
necessary or proper for completing the sale or realization of the
Hypothecated Assets or any part thereof.

8. To realize, receive and take payment of any consideration or

purchase money or other moneys that may become payable to the
Borrower in connection to such sale or realization as aforesaid and
upon receipt thereof to give and grant sufficient and effectual
receipts or discharges for the same.

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 9. To collect, receive and take payment of any of the Hypothecated
Assets of the Borrower or other monies that may become payable
to the Bank from any person, firm, company or authority and upon
receipt thereof to give and grant sufficient and effectual receipts or
discharges for the same.

10. To represent the Borrower before the Government of Bangladesh or

any other Government or authority, Courts, Tribunals, the
Bangladesh Bank or any other Bank, company, corporation or body
in connection with the transactions referred to hereinabove and
sign and execute whatever instruments that may be necessary for
obtaining the approval, if required, of such transaction by any
Governmental Agency or any other organization or institution for
the purpose of the completion of the sale of the Hypothecated
Assets.

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 11. To obtain any sanction or permission from any authority to sell or
transfer of the Hypothecate Assets, if required.

12. From time to time any substitute or any substitutes and to delegate
to him or them all or any of the powers, authorities or discretions
vested in the Attorney under/or by virtue of this presents (other
than this power of sub-delegation), to do or such other acts, deeds,
matters and things as may be necessary, usual, proper or expedient
for the purposes hereof.

IN GENERAL, TO DO ALL OTHER ACTS, DEEDS MATTERS AND THINGS

WHATSOEVER RELATING TO THE HYPOTHECATED ASSETS AND TO
REALIZE THE AMOUNTS FROM SALE OF THE SAME TO ADJUST THE
LIABILITY OF THE BORROWER WITH THE ATTORNEY BANK.

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THIS POWER OF ATTORNEY SHALL BE IRREVOCABLE UNTIL THE ENTIRE
LIABILITY OF THE BORROWER WITH THE ATTORNEY BANK IS FULLY
ADJUSTED/LIQUIDATED AND THE ATTORNEY BANK RELEASES THE
BORROWER ABSOLUTELY FROM ALL THE LIABILITY WHATSOEVER AND
THE BORROWER SHALL NOT EXECUTE ANY OTHER POWER OF ATTORNEY
RELATING TO THE HYPOTHECATED ASSETS IN FAVOUR OF ANY OTHER
PERSON, AUTHORITY OR BANK.

THE BORROWER DO HEREBY UNDERTAKE THAT THE POWERS AND

AUTHORITIES GIVEN BY THE BORROWER TO THE ATTORNEY BANK
UNDER THIS POWER OF ATTORNEY SHALL EXTEND TO AND REMAIN
EFFECTIVE IN CASE OF ANY ENHANCEMENT OF THE CREDIT FACILITIES
PREVIOUSLY GRANTED AND ALSO IN CASE OF NEW SANCTION OF
CREDIT FACILITY AGAINST THE EXISTING SECURITY AND/OR NEW
SECURITY IN THE SAME LOAN ACCOUNT.

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THE BORROWER HEREBY FURTHER UNDERTAKE AND AGREE TO RATIFY
WHATSOEVER THE ATTORNEY BANK AND SHALL LAWFULLY DO OR
CAUSE TO BE DONE UNDER THESE PRESENTS AND TO INDEMNIFY THE
ATTORNEY BANK AGAINST ALL COSTS AND EXPENSES INCURRED BY IT.

IN WITNESS WHEREOF, I/WE ____________________________, REPRESENTED

BY ITS [PROPRIETOR] ___________________________________, PUT ITS
SIGNATURE HERETO ON THE DAY, MONTH AND YEAR MENTIONED
HEREINABOV

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In the presence of:

1.

2. __________________________

Proprietor of BITHI TRADERS

(E X E C U T A N T)
Drafted By:
H. M. Masudur Rahaman
LL.B. (Hon’s), L.L.M.
Advocate
For: Legum Consultants Ltd.
Motijheel Chambers
City Center (1st Floor)
90/1, Motijheel C/A,
Dhaka-1000

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