I. Name Clause

The name of the company is HUMAN RISE FOUNDATION.

II. Registered Office Clause

The Registered Office of the Company will be situated in the State of Karnataka.

III. Objects Clause

A. Main Objects — The Main Objects to be pursued by the Company upon its incorporation are:

To promote and undertake activities for charitable purposes including the advancement of human rights, social justice, equality, environmental protection, and community welfare by organizing educational programs, awareness campaigns, seminars, workshops, marathons, sports activities, cultural events, cleanliness drives, and other lawful means for the benefit of the public at large, without any profit motive.

B. Matters Necessary for Furtherance of Main Objects (Clause III A)

1. To promote awareness of human rights, constitutional values, equality, and social justice among the public.
2. To organize marathons, sports events, youth engagement initiatives, and community participation programs for promoting social causes.
3. To undertake environmental protection initiatives including tree plantation drives, seed ball distribution, afforestation, biodiversity conservation, and climate awareness programs.
4. To conduct cleanliness drives, waste management awareness programs, and support environmental and civic infrastructure improvement initiatives in urban and rural areas.
5. To collaborate with government authorities, local bodies, non-governmental organizations, and institutions for the promotion of charitable and social welfare programs.
6. To conduct workshops, seminars, awareness campaigns, and training programs on social, environmental, civic, and developmental issues.
7. To support and uplift underprivileged, marginalized, and weaker sections of society through welfare and development initiatives.
8. To borrow or raise funds, accept donations, grants, presents, and offerings in cash or kind from individuals, corporates (including CSR funds), and institutions in adherence with the laws of India.
9. To do all such other lawful things as are incidental or conducive to the attainment of the above objects.

IV. Liability Clause

The liability of the members is limited.

V. Application of Income & Property (Non-Profit Clause)

1. The income and property of the Company, whensoever derived, shall be applied solely for the promotion of its objects as set forth in this Memorandum.
2. No portion of the income or property of the Company shall be paid or transferred, directly or indirectly, by way of dividend, bonus or otherwise by way of profit, to the members of the Company.
3. No remuneration or other benefit in money or money's worth shall be given by the Company to any of its members, whether of the Board of Directors or governing body, except payment of out-of-pocket expenses, reasonable and proper interest on money lent, or reasonable and proper rent on premises let to the Company.
4. Nothing in this clause shall prevent the payment by the Company in good faith of prudent, reasonable, and proper remuneration to any of its officers or servants (not being members) in return for any services actually rendered to the Company.
5. No alteration shall be made to this Memorandum of Association or to the Articles of Association of the Company without the prior approval of the Central Government (Registrar of Companies).

VI. Guarantee Clause

Every member of the Company undertakes to contribute to the assets of the Company, in the event of its being wound up while he/she is a member or within one year after he/she ceases to be a member, for payment of the debts and liabilities of the Company or of such debts and liabilities as may have been contracted before he/she ceases to be a member, and of the costs, charges, and expenses of winding up, and for adjustment of the rights of the contributors among themselves, such amount as may be required, not exceeding ₹10,000 (Rupees Ten Thousand only).

VII. Dissolution Clause

Upon the winding up or dissolution of the Company, the remaining assets, after satisfaction of all debts and liabilities, shall be transferred to another company registered under Section 8 of the Companies Act, 2013, having similar objects, and subject to such conditions as the Regional Director/Registrar of Companies may determine, and shall not be distributed among the members of the Company.

VIII. Subscription Clause

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.

IX. Membership

1. No Share Capital: The Company is a Section 8 Company limited by guarantee and does not have share capital. Consequently, members shall not have any shareholding rights, equity ownership, or entitlement to dividends.
2. Categories of Membership: The Board may, from time to time, categorize membership (e.g., Founder Members, Patron Members, Ordinary Members) and prescribe their respective admission criteria, rights, and duties, subject to the provisions of the Act.
3. Admission to Membership: No person shall be admitted as a member of the Company unless they are approved by the Board of Directors. Every applicant must sign an application form agreeing to be bound by the MOA and AOA of the Company.
4. Cessation of Membership: A person shall cease to be a member of the Company:
   • Upon their resignation in writing to the Board.
   • If they are found to be of unsound mind or convicted of an offense involving moral turpitude.
   • By a resolution passed by a majority of the Board if the member acts against the interests or objects of the Foundation.

X. Governance & Tax Compliance (12A & 80G Standards)

1. Maintenance of Books of Accounts: The Board shall cause proper books of accounts to be maintained with respect to all sums of money received and expended by the Company, and the matters in respect of which the receipt and expenditure take place.
2. Strict Non-Profit Application: The funds, income, and receipts of the Foundation shall be utilized exclusively for the furtherance of the charitable objects specified in the MOA. No part of the funds shall be distributed or utilized for the personal benefit of directors or members.
3. 12A and 80G Statutory Tracking:
   • The Company shall strictly maintain its accounts, donation receipts, and utilization certificates in full compliance with the conditions prescribed under Section 12A/12AB and Section 80G of the Income Tax Act, 1961.
   • A separate registry and accounting audit trail shall be maintained for all corporate CSR grants, public donations, and government funding to ensure full transparency and compliance with non-profit accountability standards.
   • The Foundation shall issue valid tax exemption receipts to donors only in accordance with the prescribed rules under Section 80G.
4. Audit: Once at least in every financial year, the accounts of the Company shall be examined, and the correctness of the financial statements ascertained by one or more statutory Auditors, who shall be Chartered Accountants appointed in accordance with the Act.

XI. The Board of Directors

1. The number of Directors shall not be less than two (2) and not more than fifteen (15).
2. The first Directors of the Company shall be:
   • Praveen Rao K.
   • Anitha S.
   • Devi Charan
3. The Directors shall not be required to hold any qualification shares.
4. Subject to the provisions of Section 179 of the Act, the business of the Company shall be managed by the Board of Directors, who may exercise all such powers and do all such acts and things as the Company is authorized to do.

XII. Alteration of Articles

1. No alteration, amendment, or deletion shall be made to these Articles of Association without a Special Resolution passed by the members in a General Meeting, and such alteration shall only take effect after obtaining the prior written approval of the Central Government (Registrar of Companies), as mandated for Section 8 companies.