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BHC Articles of Incorporation

BHC Articles of Incorporation*

The Company’s [Firm’s] objectives are to assist in the performance of the public and private sectors, and in the promotion of local and foreign investments; and in the performance of business transactions and registrations in Iraq, through the provision of legal and technical services and consultancies to the public sector and private sector, and to international organizations; by preparing and furnishing consultancies and services and legal and technical studies, either directly or by contracting with national or foreign consultants or specialized consulting firms; and through the interpretation and translation of legal and technical provisions and documentation and their application; and through the preparation and carrying out of workshops and capacity development training programs; and by counseling on various juridical cases and individual legal requirements (whether of legal or moral persons, national or foreign); and by filing all pleadings and appearing before the Iraqi judiciary on behalf of companies and individuals (whether legal or moral persons, national or foreign), and international organizations, states, and foreign embassies; and by their representation before Iraqi governmental and legislative agencies.

And the Company [Firm] shall have the right to contract with lawyers, consultants, specialists and advisors, and to act as agent in all civil, criminal, primary, and religious courts pleadings; and to undertake all legal transactions pertaining to the formation and registration of all types of national companies; and to undertake the obtention of approvals for the establishment of branches and representative offices for Arab and foreign companies in Iraq; and to counsel on their post-incorporation operations and their receipt of approvals, exemptions, and licensings for the performance of their businesses and other activities with the concerned authorities.

The Company [Firm] shall perform the following for the purpose of achieving its objectives:

  1. Purchase, own, rent as landlord, rent as tenant, use, and mortgage fixed and moveable assets, as necessary for the Company’s [Firm’s] activities, and their sale as necessary; and their consumption and the undertaking of legal transactions in accordance with the law; and the purchase, ownership, usage, acceptance, and sale of all kinds of intellectual property, including patents, trademarks, preference rights, copyrights, and proprietary technical knowledge, as related to the Company’s [Firm’s] activities; and to dispose thereof, inclusive of use, rental, and leasing as required for the Company’s [Firm’s] best interest and activities.
  2. Contracting with Iraqi and foreign consultants, advisors, counselors, specialists, lawyers, staff, and workers that the Company [Firm] necessitates to perform its activities.
  3. Partnering or entering into contracts, tenders, auctions, inside or outside Iraq, in the field of legal and technical services and consultancies; and the execution of various kinds of contracts with official and quasi-official authorities, and with national or foreign private and mixed-ownership legal and moral persons, and with international organizations inside or outside Iraq.
  4. Participating, whether inside or outside Iraq, in the arrangement of knowledge symposia, workshops, conferences, and fairs, or taking part in them, for purposes of developing the Company’s [Firm’s] activities and achieving its objectives; and authoring and publishing researches, studies, books, data, and information, and their translation, by means of electronic sites and Internet websites and through all other such media means.
  5. Purchasing, importing, renting as landlord, and renting as tenant, all materials related to the Company’s [Firm’s] objectives; including means of transportation inclusive of vehicles, and computers and such equipment of various kinds and shapes, and offices, furniture, and other requirements to perform the activities related to the Company’s [Firm’s] operations and contracts; and conducting all legal procedures needed therefor.
  6. Transacting with financial institutions and banks and opening of checking and other accounts, and otherwise creating, withdrawing, accepting, or disposing of, through any other means, commercial and other financial papers, including guarantees, checks, transfers, bills of lading, letters of credit, and such other instruments.
  7. Partnering inside or outside the country in the incorporation of companies with similar or complementary activities, or partnering with them in the implementation of projects; and subscribing to such companies’ stock (except for joint liability companies); and partnering, or merging, or contracting with a person or any other organization, whether national or foreign.
  8. Borrowing assets as needed by the Company [Firm] in return for any legal guarantee from persons or concerned authorities, and otherwise within the Company’s [Firm’s] objectives and in accordance with applicable laws.
  9. Preparing, implementing, and developing projects, studies, services, and consultancies in the field of its [the Firm’s] objectives.
  10. Conducting legal transactions and executing contracts (public and private) as the Company [Firm] deems appropriate for its activities.
  11. Insuring the Company’s [Firm’s] assets and financial operations as these relate to the Company’s [Firm’s] activities.
  12. In conducting its activities, the Company [Firm] shall observe the Companies Law in respect of all that concerns the foregoing.

 

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* English translation from Arabic original, as officially filed and registered with the Iraqi bar and Ministry of Trade Company Registrar in Baghdad, Iraq.