1.

Name of the company

The name of the company is "Drona Wings Public Limited Company."
2. Registered Office:
The registered office of the company shall be situated in the STATE OF KARNATAKA and
shall be subject to change as per the provisions of applicable laws.
3. Objects of the Company:
The main objects for which the company is established are:
(a) To engage in the design, development, manufacturing, marketing, and distribution of
unmanned aerial vehicles (UAVs) and related aerospace technologies.
(b) To provide aerial surveillance, data collection, and mapping services using UAVs and
advanced remote sensing technologies.
(c) To undertake research and development in the field of aviation, aerospace, and drone
technologies, and to collaborate with educational and research institutions for advancements
in this domain.
(d) To provide training programs, workshops, and seminars related to UAV operation,
maintenance, and safety.
(e) To carry out any other business activities that are incidental or conducive to the
attainment of the above objectives.
Scope of company’s operations
1. Precision Agriculture Drones:
Develop drones equipped with high-resolution cameras and sensors to monitor crop health,
detect nutrient deficiencies, and optimize irrigation schedules. For instance, these drones can
identify specific areas of a field that require more water, reducing water wastage and
improving crop yield.
2. Pest and Disease Management:
Create drone-based solutions that utilize multispectral imaging to detect early signs of pest
infestations and diseases in crops. Farmers can receive real-time alerts and take targeted
actions to prevent further damage, resulting in healthier crops.
3. Water Stress Monitoring:
Develop drones with thermal cameras to identify water stress in plants by analyzing
temperature variations. This enables farmers to apply irrigation precisely where needed,
conserving water resources.
4. Remote Agricultural Services:
 Establish a network of agricultural drone services to provide smallholder farmers in remote
areas with access to precision farming techniques. These services can offer crop monitoring,
soil analysis, and advisory services for optimal yields.
5. Urban Traffic Control:
Develop drone-assisted traffic management systems that monitor traffic patterns and
identify congested areas. Authorities can use this data to optimize traffic flow and reduce
congestion in urban areas.
6. Medical Supplies Delivery:
Develop medical delivery drones that transport essential supplies to remote or disaster-
stricken areas. These drones can carry emergency medications, vaccines, and blood products
to save lives.
7. Disaster Zone Surveillance:
Develop drones with advanced sensors for aerial surveillance of disaster-stricken areas.
These drones can help authorities assess the extent of damage, locate survivors, and plan
rescue operations.
8. Coastal Area Surveillance:
Design drones equipped with cameras and sensors for maritime surveillance. These drones
can monitor coastal areas for illegal activities, assist in search and rescue operations, and
ensure maritime security.
9. Environmental Impact Assessment:
Develop drones with remote sensing capabilities for assessing the environmental impact of
industrial activities. These drones help monitor pollution levels and ensure compliance with
regulations.
10. Renewable Energy Maintenance:
Design drones for inspecting and maintaining solar panels and renewable energy
installations. These drones ensure optimal energy production.

(B) MATTERS WHICH ARE NECESSARY FOR FURTHERANCE OF THE

OBJECTS SPECIFIED IN CLAUSE III(A) ARE:—

1. To buy all kinds of plant, equipment, machinery, apparatus, tools, utensils,

commodities, substances, articles and things necessary or useful for carrying
on the objects of the Company.
2. To enter into agreement with any company or persons for obtaining by grant
of license or on such other terms of all types, formulae and such other rights
 and benefits, technical information, know-how and expert guidance and
equipment and machinery and things mentioned herein above and to arrange
facilities for training of technical personnel by them.

3. To establish, provide, maintain and conduct or otherwise, subsidise research

laboratories and experimental workshops for scientific and technical research
and experiments and to undertake and carry on with all scientific and technical
research, experiments and tests of all kinds and to promote studies and
research both scientific and technical investigation and invention by providing,
subsidising, endowing or assisting laboratories, workshops, libraries, lectures,
meetings and conferences and by providing the remuneration to scientific and
technical professors and teachers and to award, scholarships, prizes, grants and
bursaries to students and to encourage, promote and reward studies,
researches, investigations, experiments, tests and inventions of any kind that
may be considered likely to assist the objects of the Company.

4. To acquire by concession, grant, purchase, licence or otherwise either

absolutely or conditionally and either alone or jointly with others land,
buildings, machinery, plants, utensils, works, conveniences and such other
movable and immovable properties of any description and any patents,
trademarks, concessions, privileges, brevets, invention, licences, protections
and concessions conferring any exclusive or limited rights to any inventions,
information which may seem necessary for any of the objects of the Company
and to construct, maintain and alter any building or work, necessary or
convenient for the business of the Company and to pay for such land,
buildings, works, property or rights or any such other property and rights
purchased or acquired by or for the Company by shares, debentures, debenture
stock, bonds or such other securities of the Company or otherwise and
manage, develop or otherwise dispose of in such manner and for such
consideration as may be deemed proper or expedient to attain the main objects
of the Company.

5. Subject to the provisions of the Companies Act, 2013 to amalgamate with any
other Company having objects altogether or in part similar to those of this
Company.

6. To enter into any arrangement with any Government or Authorities Municipal,

local or otherwise or any person or company in India or abroad, that may seem
conducive to the objects of the company or any of them and to obtain from
any such Government, Authority persons or company any rights, privileges,
 charters, contracts, licences and concessions including in particular rights in
respect of waterways, roads and highways, which the Company may carry out,
exercise and comply therewith.

7. To employ experts to examine into the conditions, prospects value, character

and circumstances of any business concerns undertaking and generally of any
assets, property or rights for the purpose of the business of the Company.

8. To acquire from any person or firm or body corporate or association of person

or body of individuals or joint venture whether in India or elsewhere, technical
information, know-how, processes, engineering, manufacturing and operating
data, plans, layout and blue-prints, useful for the design, erection and
operation of plant required for any of the business of the Company and to
acquire any grant or license another rights and benefits in the forgoing matters
and things.

9. To acquire by purchase, lease, concession, grant, license or otherwise, such

lands, buildings, minerals, waterworks, plant, machinery, stock-in-trade,
stores, rights, privileges, easements and other property as may from time to
time be deemed necessary for carrying on the business of the Company, and to
build or erect upon any land of the Company howsoever acquired such
manufactories, workshops, warehouses, offices, and construct such roads,
ways, or sidings, bridges, reservoirs, water courses, hydraulic works, wharves.

10. To acquire, build, make, construct, equip, maintain, improve, alter and work
and factories, buildings, roads, water courses and other works and
conveniences which may be necessary or convenient for the purpose of the
Company or may seem calculated directly or indirectly to advance the
Company’s interests.

11. . To purchase, acquire and undertake all or any part of the business, property
and liabilities of any person or Company carrying on or proposing to carry on
any business which this Company is authorised to carry on or possessed of
property suitable for the purpose of the Company or which can be carried on
in conjunction therewith.

12. To pay for any property, rights or privileges, acquired by the Company or for
the services rendered in connection with the promotion of or the business of
the Company or for acquisition of any property for the Company or otherwise
either wholly or partially in cash or in cash or in shares, bonds, debentures or
others securities of the Company and to issue any shares either as fully paid-
up or with such amount credited as paid-up thereon, as may be agreed upon
and to charge any such bonds, debentures or other securities upon all or any
 part of the property of the Company. While so doing the Company shall
comply with all requirements of law for the time being in force.

13. To sell, exchange, mortgage, let on lease, royalty or tribute, grant licenses, easements,
options and other rights over and in any other manner deal with or dispose of the whole or
any part of the undertaking, property, assets, rights and effects of the Company for such
consideration as may be thought fit and in particular for stocks, shares, whether fully or partly
paid-up or securities of any other company.
18. To improve, manage, cultivate, develop, exchange, let on lease, mortgage, sell, dispose
of, turn to account, grant rights privileges in respect of, or otherwise deal with all or any of
the properties and rights of the Company shall determine and to supply power, light, and heat,
and lay out land for building purposes, and to sell the same, and to build on, improve, let on
building leases, advance money to persons building or otherwise to develop the same.
19. To sell, or subject to any rights, concession or license obtained or contracts entered into
and generally to sell the whole or any part of the property and business of the Company for
cash or for shares whether fully paid-up or not, debentures, or securities of another company,
or partly in cash or partly in such shares, debentures, or securities as are distributed in specie
amongst the members or otherwise.

20. To remunerate any person or company for service rendered or to be rendered in placing or
assisting to place, or guaranteeing the placing of any of the shares of the Company’s capital,
or debentures, debenture stock or other securities of the Company, or in or about the
formation or promotion of the Company or the conduct of its business.

21.To subscribe for, acquire, hold, sell and otherwise deal in shares, stock, debentures, bonds,
mortgages, obligations and securities of any kind issued or guaranteed by any Company
(body corporate or undertaking) of whatever nature and where so ever constituted or carrying
on business in shares, stocks, debentures, bonds, mortgages, obligations and other securities
issued or guaranteed by any government sovereign ruler, commissioners, trust, municipal,
local or other authority or body of whatever nature whether in India or elsewhere.

22. To guarantee the performance of any contract or obligation of and the payment and
repayment of money or of dividends and interest or premium payable on any stocks, shares or
securities of any company, corporation, firm or person in any case in which such guarantee
may be considered likely directly or indirectly to further the objects of the Company or the
interests of its shareholders.

23. To apply for, purchase or otherwise, acquire and protect, prolong and renew in any part of
the world any patents, patent rights, brevets invention, trademarks, designs, licenses,
protections, concessions, monopolies 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, process or
privilege which may seem capable of being used for any of the purposes of the Company and
to use, exercise, develop or grant licenses or privileges in respect of or otherwise turn to
account, the property, rights and information so acquired and to carry on any business in any
way connected therewith.
24. To expand money in experimenting on and testing and improving or seeking to improve
any patents, rights, inventions, discoveries, processes or information of the Company may
acquire or propose to acquire.

25. To insure with any other company, firm or persons against losses, damages and risks of
all kinds which may affect the Company, provided that nothing herein contained shall
empower the Company to carry on the business of life insurance, accident assurance, fire
assurance, employees liability assurance, industrial assurance, motor assurance or any
business of insurance or reinsurance within the meaning of the Insurance Act, 1938, or any
Act amending, extending or re-enacting the same.

26. To receive money’s securities or valuables on deposit at interest or otherwise from

persons having dealings with the Company or for custody on any terms whatsoever, provided
the
Company shall not carry on the business of banking, as defined under the Banking
Regulations Act, 1949, subject to the provisions of the Companies Act, 2013 and the
directions of Reserve
Bank of India.

27. To lend and advance money, either with or without security and give credit to such
persons, firms, or body corporates (including government) and upon such terms and
conditions as the
Company may think fit.

28. To invest any money of the Company in such investments (other than shares or stock in
the
Company) as may be thought proper and to hold, sell or otherwise deal with such
investments.

29. To receive money on deposit or loan, borrow or raise money in such manner as the
Company shall think fit, and in particular by the issue of debentures (perpetual or otherwise)
and to secure the repayment of any money borrowed, raised or owing by mortgage, charge or
lien upon all or any of the property or assets of the Company (both present and future),
including its uncalled capital and guarantee to performance by the Company or any other
persons or company of any obligation undertaken by the Company or any other person or
company as the case may be, subject to the provisions of the Companies Act, 2013 and
directives given by Reserve Bank of India.

30. To procure the registration or recognition of the Company in/or under the laws of any
place outside India.
31. To open and operate any kind of account in any Bank and to draw, make, accept, endorse,
discount, negotiate, execute and issue bills of exchange, promissory notes, bills of lading,
warrants, debentures and other negotiable or transferable instruments or securities, subject to
the provisions of Banking Regulation Act, 1949.

32. To engage, employ, suspend and dismiss executives, engineers, agents, managers,
superintendents, assistants, clerks, coolies, consultants, advisors, contractors, brokers and
other servants and laborers and to remunerate any such person at such rate as shall be thought
fit, to grant bonus, compensation, pension or gratuity to any such person or to his widow or
children and generally to provide for the welfare of all employees.

33.To, form incorporate or promote any company or companies, whether in India or

elsewhere, having amongst its or their objects the acquisition of all or any of the assets or
control, management or development of the Company or any other objects or object which in
the opinion of the Company could or might directly or indirectly assist the Company in the
management of its business or the development of its properties or otherwise prove
advantageous to the incurred in connection with any such promotion or incorporation and to
remunerate any person or company in any manner it shall think first for services rendered or
to be rendered in obtaining subscription for or placing or assisting to place or to obtain
subscriptions of or to 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
held or owned by the Company or in which the Company may have an interest or in or about
the formation or promotion of the Company or the conduct of its business or about the
promotion or formation of any other company in which the Company may have an interest.

34. To enter into any arrangements and to take all necessary or proper steps with
Governments or with other authorities supreme, national, local municipal or otherwise of any
place in which the Company may have interests and to carry on any negotiations or
operations for the purpose of directly or indirectly carrying out the objects of the Company or
furthering the interests of its members and to oppose any such steps taken by any other
company firm or person which may be considered like directly or indirectly to prejudice the
interests of the Company or its members and to promote or assist the promotion whether
directly or indirectly, of any legislation made may appear to be in the interest of the Company
and to oppose and resist, whether directly or indirectly, the legislation which may seem
disadvantageous to the Company and to obtain from any such Government authority or any
company any charters, contracts, decrees rights, grants, loans, privileges or concessions
which the Company may think it desirable to obtain and to carry out, exercise and comply
with any such arrangements, charters, contracts, decrees, rights, privileges or concessions.

35. Subject to the provisions of the Companies Act, 2013, to amalgamate, absorb or to enter
into partnership or any arrangement for sharing profits, union of interests, co-operation, joint
venture or reciprocal concessions with any person or persons or company or companies
carrying on or engaged in any business or transaction which this Company is authorised to
carry on or engage in.
36. To adopt such means of making known the business of the Company as may seem
expedient and in particular by advertising in the press, by circulars, by purchase, and
exhibition of works of art or interest, by publication of books and periodicals and by granting
prizes, rewards, and donations.

37. To create any depreciation fund, reserve fund, insurance fund, sinking fund, or any other
special fund whether for depreciation or repairs, replacement, improvement, extension or
maintenance of any of the properties of the Company or by way of Development Rebate
Reserve, Investment Reserve or for redemption of debentures or redeemable preference
shares of for any other purpose conducive to the interests of the Company.

38. To assist any other company under the same management within the meaning of the
Companies Act 2013, or any statutory modification thereof, in any manner and to any extent
including the giving of loan and guarantees or the providing of securities of any kind
whatsoever in connection with any loan given to the latter by any person, firm or body
corporate.

39. To undertake and execute any trust the undertaking of which may seem to the Company
desirable and either gratuitously or otherwise and vest any real or personal property, rights or
interest acquired by or belonging to the Company in any person or Company in any person or
Company on behalf of or for the benefit of the Company, and with or without any declared
trust in favor of the Company.

40. To aid peculiarly 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.

41. To subscribe, contribute or otherwise to assist or guarantee money for any national,
charitable, benevolent, public object or for any exhibitions, subject to the provision of the
Companies Act, 2013.

42. To establish and maintain to procure the establishment and maintenance of any
contributory or non-contributory pension or superannuation 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 of 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 subsidize and subscribe to any
institutions, clubs or funds calculated to be for the benefit of or to advance the interest and
well-being of the
Company or of any such other company as aforesaid and make payments to or towards the
insurance of any such person as aforesaid and do any of the matters aforesaid, either alone or
in conjunction with any such other company as aforesaid.

43. To distribute among the members in specie any property of the Company, or any
proceeds of sale or disposal of any property of the Company, subject to provisions of
Companies Act in the event of winding-up.

44. To manage lands, buildings, houses and any other property belonging to the Company
and to collect rents and income and supply of tenants and occupiers of all kinds of
conveniences and advantages.
45. To institute and to defend any suit, appeal, application for review or revision or any other
application of any nature whatsoever, to take out executions, to enter into agreements of
reference to arbitration and to enforce and where need be to contest any awards and for all
such purpose to engage or retain counsels, attorneys and agents and when necessary to
remove them.

46. To accept donations, gifts, with or without such conditions, restrictions, obligations,
stipulations and liabilities as are not derogative to the provisions of any law.

47. (a) To undertake, carry out, promote and sponsor rural development including any
programme for promoting the social and economic welfare of, or the uplift of the public in
any rural area and to incur any expenditure on any progarmme of rural development and to
assist execution and promotion thereof either directly or through an independent agency or in
any other manner. Without prejudice to the generality of the foregoing,
“Programme of rural development” shall also include any programme for promoting
the social and economic welfare of or the uplift of the public in any rural area likely to
promote and assist rural development and that the words “ rural area” shall include
such areas as may be regarded as rural areas under the Income Tax Act, 1961, or any
other law relating to rural development for the time being in force may be regarded as
rural areas and, in order to implement, any of the above mentioned objects or
purposes, transfer without consideration or at such fair or concessional value subject
to the provisions of the Companies Act, 2013, dives, the ownership of any property of
the Company to/or in favour of any public or local body or authority or central or state
government or any public institutions or trusts or funds.
(b) To undertake, carry out, promote and sponsor or assist any activity for the promotion and
growth of national economy and for discharging social and moral responsibilities of the
Company to the public or any section of the public as also any activity likely to promote
national welfare or social, economic or moral uplift of the public or any section of the public
or any section of the public and in such manner and by such means undertake, carry out,
promote and sponsor any activity for publishing of any books literature, newspaper, or for
organising lectures or seminars likely to advance these objects or for giving merit awards, for
giving scholarships, loans or any other assistance, to deserving students or other scholars or
persons to enable them to prosecute their studies or academic pursuits or researches and for
establishing, conducting or assisting any institutions, funds, trusts, having any one of the
aforesaid objects as one of its objects by giving donations or otherwise in any other manner,
and in order to implement any of the above mentioned objects or purposes, transfer without
consideration or at such fair or concessional value and subject to the provisions of the
Companies Act, 2013, divest the ownership of any property of the Company to or in favour
of any public or local body or authority or central or state government or any public
institutions or trusts or funds.

48. To establish, provide, maintain and conduct or otherwise subsidise research centers or
laboratories and experimental workshops for scientific and technical researches and
experiments and to undertake and carry on all scientific and technical researches, experiments
and tests of all kinds and to promote, subsidise or pay for studies and researches, both
scientific and technical investigations and inventions by providing, subsidizing, endowing or
assisting laboratories, workshops, libraries, lectures, meetings and conferences and by
providing the remuneration of scientific or technical professors or teachers and by
establishing, under writing or providing for scholarships, prizes, grants and subsidies to
students or otherwise and to encourage, promote and reward studies, researches,
investigation, experiments, tests and inventions of any kind that may be considered likely to
assist any of the above businesses of the Company including assisting and setting up of
ancillary and other units in establishing plats for the manufacture of the products authorized
by the provisions of this Memorandum of Association.

49. For the purpose of or in connection with any issue of shares, debentures or other
securities of the Company, to employ any person, firm or company as brokers, commission
agents, financial consultants, under-writers and managers to the issue and to provide for the
remuneration of such persons for their services by payment in cash whether by way of
commission or otherwise or by the issue of shares, debentures or other securities of the
Company or by the granting of options to take the same or in any manner allowed by law.

50. To undertake financial and commercial obligations, transactions and operations of all
kinds in connection with business of the Company.

51.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 in general.

52. To act as consultants - technical financial, commercial, personnel managerial; marketing,

purchasing, quality control, operational and for projects, in any manner or form whatsoever,
either in advisor) or any other capacity, either by itself solely or in conjunction with other
units, so as to render services emanating from above referred activities either directly or
otherwise, beneficial and expedient for the furtherance of the objects of the Company.
53. To do all or any of the matters and things hereby authorised whether alone or in
conjunction with others as principals, agents. Trustees contractors, licensees or otherwise or
by or through any principals trustees, agents, sub-contractors or otherwise.

54. To adopt and undertake the financial, commercial and such other contractual obligations
as might have been undertaken by such persons. Firms or companies as Promoters or
otherwise for the benefit of this Company before its incorporation and pay out of the
Company's funds, the cost and expenses incurred to such persons, firms or companies as
promoters or otherwise in connection with and/or matters relating to the said obligations,
such obligations as may be undertaken by this Company shall be as valid and effectual as if
these were undertaken by the Company after incorporation.

55. To sign, complete and enter into all contracts, deeds, documents and/or any other
instruments in writing to implement and/or in regard to any of the objects of the Company
and/or purposes that are thought fit and conducive to all or any of the objects and /or
purposes of the company.

56.To provide housing, educational, recreational and other amenities and facilities for
employees or ex-employees and such other persons as the Company may deem expedient
including directors, and their wives, widows, families and dependants and to establish or
subscribe to or subsidise any institutions, associations, clubs or funds, calculated to be for the
benefit of or to advance the interest and well being of such persons, the Company, or its
members, and to make payments to or towards the medical expenses or insurance of any such
persons as aforesaid, and to grant compensation, gratuities or other aid to such persons as
aforesaid either alone or in conjunction with any other Company allied to or associated with
or a subsidiary(ies) of the Company.

57. To take or concur in taking all such steps and proceedings as may deem necessary and
expedient to uphold and support the, credit of the Company and to obtain and justify public
confidence to avert or minimize financial disturbances which might affect the Company.

58.To sell any patent rights or privileges belonging to the Company or which may be
acquired by it, or any or any interest in the same and to grant licenses for the use and practice
of the same or any of them and to let or allow to be used or otherwise deal with any
inventions patents or privileges in which the Company may be interested, and to do all such
acts and things as may be deemed expedient for turning to account any inventions, patents
and privileges in which the Company may be interested.

59. Subject to the provisions of the Companies Act, 2013, to indemnify members, officers,
directors; secretaries and servants of the Company against proceedings, costs, damages,
claims and demands in respect of anything done or ordered to be done by them for and in the
interest of the Company or for any loss, damages, or misfortune whatsoever, which shall
happen in the execution of duties of their office or in relation thereto.
60. To do all or any of the above things, either as principals, agents trustees, contractors or
otherwise, and either alone or in conjunction with others, and either by or through agent,
subcontractors, trustees or otherwise; in connection with the business of the Company.

61. To sell purchase or otherwise deal in any goods, articles, products, things or services and
to carry on business as merchants, trades, and dealers in any goods, commodities, articles and
things whatsoever, in or outside India and generally to carry on business as exporters,
importers and dealers.

62. To carry on business of advertising contractors and agents.

63. To undertake and transact all kinds of business related activities necessary for the
operations of the Company

4. Limited Liability:
The liability of the members of the company is limited to the amount unpaid on their shares.

**5. Capital Structure:**

The authorized share capital of the company is [Authorized Share Capital in currency and
amount], divided into [Number of Shares] shares of [Share Value in currency] each.

**6. Initial Subscribers:**

The initial subscribers to the Memorandum of Association of the company are [Names of
Subscribers] who have agreed to take the number of shares specified opposite their respective
names.

**7. Association and Subscribers:**

We, the several persons whose names and addresses are subscribed, are desirous of being
formed into a company in pursuance of this Memorandum of Association.

**8. Articles of Association:**

The regulations contained in the company's Articles of Association shall be applicable to the
internal management, conduct, and affairs of the company.

**9. Legal Compliance:**

The company shall operate and conduct its activities in accordance with the laws, rules, and
regulations applicable in [Country], and shall obtain all necessary licenses and permits as
required.

In witness whereof, we have hereunto subscribed our names and addresses this [Date] day of
[Month], [Year].

**Names and Addresses of Subscribers:**

1. [Name of Subscriber]
[Address]
[Number of Shares Subscribed]

2. [Name of Subscriber]
[Address]
[Number of Shares Subscribed]

3. [Name of Subscriber]
[Address]
[Number of Shares Subscribed]

[... Additional Subscribers ...]

**Witness to the above signatures:**

1. [Name of Witness]
[Address of Witness]
[Occupation of Witness]

2. [Name of Witness]
 [Address of Witness]
[Occupation of Witness]

[... Additional Witnesses ...]