DRAFT FOR APPROVAL

THIS AGREEMENT made this ____ day of ________ Two Thousand and
Twenty-four Five BETWEEN SUGAM PROMOTERS PRIVATE LIMITED, a
Company incorporated under the Companies Act, 1956, having its Registered Office at
Sukh Sagar Premises No.2/5, Sarat Bose Road, P.O.Elgin Road, Police Station
Ballygunge, Kolkata–700020 ______________ (having PAN AABCH8180N), represented
by its Director Mr. Ashok Saraf son of late Santosh Kumar Saraf residing at Flat No. 5B,
5th Floor, 14/2, Burdwan Road, Police Station and Post Office Alipore, Kolkata – 700027,
having PAN AJQPS0820D and Aadhaar No. 7511-2611-0334 Director Mr Saraf
__________________ hereinafter referred to as “the VENDOR” (which expression unless
excluded by or repugnant to the subject or context shall be deemed to mean and include its
successors or successors-in-office) of the FIRST PART;
AND M/s. KONNAGAR ASHIYANA LLP (having LLPIN - ACB-0758 and
PAN - ABAFK4299G), a LLP within the meaning of the Limited Liability Partnership
Act, 2009, having its registered office at 8A, Allenby Road, 3rd Floor, Post Office – L.R.
Sarani and Police Station – Shakespeare Sarani, represented by its Designated Partner Mr.
Sanjay Kumar Thard (Aadhaar - 333018876638 and PAN – ABUPT6586H) son of Late
Raj Kumar Thard, residing at 25, Ballygunge Circular Road, Post Office - Ballygunge,
Police Station- Ballygunge, Kolkata- 700019, hereinafter referred to as “the
PURCHASER” (which expression unless excluded by or repugnant to the subject or
context shall be deemed to mean and include its successors or successors-in-office and/or
successors-in-interest) of the SECOND PART;
AND M/s. SHERATOVE NIRMAN PRIVATE LIMITED, a Company
incorporated under the Companies Act, 1956, having its Registered Office at 7B Pretoria
Street, Police Station Shakespeare Sarani, Post Office Park Street, PIN- 700071 (having
PAN - ABBCS6936J), represented by its Authorized Signatory Bratin Bose son of Sri
Gopal Krishna Bose (having Aadhaar 4532 0640 5177 and PAN ADWPB9549C) residing
at 57/1B Satchasipara Road, Flat–B3, 2nd Floor, Cossipore, Post Office – Cossipore, Police
Station – Cossipore, Kolkata – 700002, Director Mr. Vivek Kajaria (having PAN
AGDPK5580E and Aadhaar No. 351340508669) son of Sheo Kumar Kajaria and residing
at 701 Suryakiran 4 Ashoka Road, Police Station Alipore and Post Office Alipore,
Kolkata - 700027 Mr Vivek Kajaria_____________ hereinafter referred to as “the
CONFIRMING PARTY” (which expression unless excluded by or repugnant to the
subject or context shall be deemed to mean and include its successors or successors-in-
office and/or successors-in-interest and/or assigns) of the THIRD PART:

SECTION-I # DEFINITIONS:

I. DEFINITIONS: Unless in this Agreement there be something contrary or

repugnant to the subject or context:-

a. “Development Agreement” shall mean the agreement dated 13th September

2019 between the Vendor and the Confirming Party as Owner and the
Developer as the Developer and registered with Additional Registrar of
Assurances-IV, Kolkata in Book I, Volume No. 1904-2019, pages 432006-
432067 Being No. 190408808 for the year 2019 and include all related
contracts, powers and documents executed between the Vendor, the
Confirming Party and the Developer connected therewith and/or pursuant
thereto.
 2

b. “Developer” shall mean SUGAM DIAMOND PROJECTS LLP, a

Limited Liability Partnership incorporated under the Limited Liability
Partnership Act, 2008 having its Registered Office at 2/5 Sarat Bose Road,
4th Floor, Unit No-4B, P.O Elgin Road, P.S. Ballygunge, Kolkata – 700020
and include its successors or successors-in-interest and assigns.

c. “First Phase” shall mean the building complex comprising of 4

multistoreyed apartment Buildings and club house and other areas and
spaces being constructed on the First Phase Land.

d. “First Phase Land” shall mean a portion measuring 5.67 acre out of the
Larger Property situate lying at and being portions of L.R. Dag Nos. 3033
(portion measuring 2.422 acres), 3034 (portion measuring 2.292 acres),
3033/4100 (portion measuring 0.201 acre) and entire L.R. Dag No.
3033/4099 (0.755 acre)

e. “Second Phase” shall mean the building complex comprising of Buildings

and other areas and spaces to be constructed on the Second Phase Land.

f. “Second Phase Land” shall mean a portion measuring 7.334 acre out of
the Larger Property situate lying at and being portions of L.R. Dag Nos.
3033 (portion measuring 1.632 acres), 3034 (portion measuring 3.405
acres), 3035 (portion measuring 1.538 acres), 3033/4100 (portion measuring
0.759 acre) morefully and particularly mentioned and described in the
FOURTH SCHEDULE hereunder written.
g. “Entire Property” shall mean the pieces or parcels of land containing a
land area of 14.584 acres more or less situate lying at and being portions of
Dag Nos. 3033 and 3034 and the entire Dag Nos. 3035, 3033/4099 and
3033/4100 all recorded in L.R. Khatian No. 12284 in Mouza – Konnagar,
Police Station Uttarpara in the District of Hooghly in the State of West
Bengal and assessed as Municipal Holding No. 61, Lal Bahadur Sastri Road
by Konnagar Municipality and morefully and particularly described in the
FIRST SCHEDULE hereunder written.
h. “Larger Property” shall mean the pieces or parcels of land containing an
area of 13.004 acres or 39 Bighas 06 Cottahs 11 Chittacks 40 Square feet
more or less which remained after excluding the Portions under Gift from
the area of the Entire Property comprised in portions of the said L.R. Dag
Nos. 3033 (portion measuring 4.054 acres out of 6.634 acres), 3034 (portion
measuring 5.697 acre out of 6.517 acre), 3035 (1.538 acre), 3033/4099
(0.755 acre) and 3033/4100 (0.960 acre) recorded in L.R. Khatian No.
12284 in Mouza – Konnagar, Police Station Uttarpara in the District of
Hooghly morefully and particularly mentioned and described in the
SECOND SCHEDULE and in case of variation in the Portions Under Gift,
the expression shall be read to include the effect of such variation.
i. “Portions under Gift” shall mean the pieces or parcels of land containing
an aggregate area of 1.58 acres or 4 Bighas 15 cottahs 9 chittacks 20 Square
feet more or less out of the Entire Property intended to be gifted to
Konnagar Municipality under three Deeds of Gift were executed and
 3

registered in favour of the Konnagar Municipality (i) one being dated 10 th

January, 2019 and registered with the Additional Registrar of Assurances-
III, Kolkata in Book No. I, Volume No. 1903-2019, Pages 15097 to 15121,
Being No. 190300172, for the year 2019, (ii) another one being dated 10 th
January 2019 and registered with the Additional Registrar of Assurances-
III, Kolkata in Book No. I, Volume No.1903-2019, Pages 15073 to 15096,
Being No. 190300173, for the year 2019 and (iii) the third one dated 21 st
January 2019 and registered with Additional Registrar of Assurances-III,
Kolkata in Book No. I, Volume No. 1903-2019, Pages 36049 to 36072
Being No. 190300488, for the year 2019.

j. “Pre-conditions” shall mean all or any of the following conditions which

the Purchaser has agreed upon and accepted unconditionally and which the
Purchaser acknowledges to have been known and made aware to it by the
Vendor since the date of inception of their negotiations for the transaction
envisaged herein and which shall continue to apply at all times hereafter:-
i. The Development Agreement and related contracts shall continue as
before and for the Purchaser’s Share of Realization, the Vendor and
the Confirming Party shall after execution of this agreement
approach the Developer and cause a supplementary agreement to the
Development Agreement executed.
ii. The Purchaser shall have no right to claim any division or partition
of the Second Phase Land.
iii. The Purchaser shall not have any right, title, interest or claim over
the First Phase or any part or share thereof or any aspect thereof nor
in any transaction done or to be done in respect thereof.
iv. The identification of land area for First Phase and Second Phase are
not done with an intent to divide the Larger Property in parts or
make separate properties or holdings in respect of any part, but are
merely made to meet the requirements for real estate project as per
law where it is needed to show the land area of the project
containing Units intended to be sold to the Transferees. The Larger
Property is and shall continue to be a single municipal holding of
which the available FAR shall be utilized in constructions made and
to be made over different portions thereof without being affected by
the identification of lands for First Phase and Second Phase or
otherwise.
v. No conveyance deed of the Specified Undivided Share shall be
executed in favour of the Purchaser nor shall the Purchaser make
any claim thereof nor be entitled to sue the Vendor or any other
party hereto therefor. However, the same shall not affect the
Purchaser’s entitlement to receive Purchaser’s Share of Realization.
The Purchaser has understood and is satisfied with the reason for the
same being that the Larger Property is a single municipal holding
and any transaction pertaining to a part of the Larger Property may
lead to claims for separation which could affect the plans sanctioned
and to be sanctioned and could jeopardize the projects on the Larger
Property.
 4

vi. The Purchaser shall not have any independent right to transfer,
assign, encumber, charge, securitize or deal with the Specified
Undivided Share or any rights under or arising from this Agreement
in any manner whatsoever or howsoever to any person and all
transfers shall be only in accordance with the terms and conditions
of the Development Agreement.
vii. The Purchaser shall not market, project, proclaim, advertise,
publicise the Second Phase or its role therein.
viii. The Purchaser shall interact with the Vendor in consultive manner
for any points but shall not have any right to decide on any aspect or
matter in respect of the Second Phase nor to put or impose any
condition upon the Vendor or the Developer. Further, the Purchaser
shall not interfere with, object to, obstruct with the development of
the Larger Property including the Second Phase or Transfers made
in respect of the Second Phase by the Developer or any aspect of the
planning, execution or implementation of the project of the Second
Phase in any manner whatsoever, notwithstanding any issue or
difference of opinion that the Purchaser may have on any matter or
aspect. All or any decision of the Developer on any matter or aspect
shall be final, conclusive and binding on the Purchaser.

ix. In case of cancellation of this agreement by the Purchaser due to any

reason, the only obligation of the Vendor towards the Purchaser
shall be to refund the consideration amount until then paid by the
Purchaser to the Vendor after adjusting the amounts until then paid
to the Purchaser on any account.

x. In any dispute or difference arising between the parties due to any

reason, the role of the Purchaser shall be considered to be as an
investor only and remedy by way of money or monetary
compensation shall be only applicable as regards the Purchaser.

k. “Purchaser’s Share of Realization” shall mean 1.50% of the Realizations

in respect of the Second Phase and all Transferable Areas therein.

l. “Realization” shall mean the amounts that may, from time to time, be
received against the Transfer of Units and Parking Spaces and other
Transferable Areas at the Second Phase and/or in relation to such Transfer
on any account other than Pass Through Charges and Extras and Deposits.

m. “Specified Undivided Share” shall mean 7.50% undivided indivisible

impartible share in the Second Phase Land.

n. “Second Phase Plans” shall mean the plan for construction of those of the
New Buildings as sanctioned vide Building Permit Number
SWS-OBPAS/1809/2023/0084/EXT/1Memo No. _____ dated
18/01/2024_____ by the Konnagar Municipality in the name of the Vendor
for constructions at portions of the Second Phase Land and include all
modifications and/or alterations as may be made thereto.
 5

o. “Transfer” with its grammatical variations shall mean transfers by sale or

any other means adopted by the Developer.
p. “Transferable Areas” shall mean the Units, Parking Spaces and anything
else comprised in the Second Phase which is commercially exploited by the
Developer including by making it part of area of Units or by making it
appurtenant to any Unit or otherwise.
q. “Transferees” shall mean the persons who from time to time purchase or
agree to purchase or otherwise acquire any Transferable Area in the Second
Phase.

r. Expressions used but not defined hereunder shall unless there be something
contrary or repugnant to the subject or context have the meaning as
assigned to them in the Development Agreement.
SECTION-I # RECITALS:

II. WHEREAS:

A. By an Indenture of Sale dated 28th August, 2009 made between National Textile
Corporation Limited as the Vendor of the One Part and Happy Suraksha Private
Limited therein referred to as the Purchaser of the Other Part and registered with
the Additional Registrar of Assurances-III, Kolkata in Book No. I, CD-Volume No.
3, Pages 2277 to 2291, Being No. 1382 for the year 2009, the said National Textile
Corporation Limited for the consideration therein mentioned conveyed by way of
absolute sale to the said Happy Suraksha Private Limited All That pieces and
parcels of land hereditaments and premises containing an area of 14.584 acre more
or less situate lying at and being the Entire Property.

B. The name of Happy Suraksha Private Limited was changed to Sugam

Promoters Private Limited (the Vendor herein) and a fresh of Certificate of
Incorporation consequent to change of name was issued by the Registrar of
Companies, West Bengal on 15th October, 2009.

C. The name of the Vendor herein was mutated and recorded in respect of the
Entire Property in the records of the B.L. & L.R.O. under L.R. Khatian No. 12284
and also in the records of the Konnagar Municipality vide Municipal Holding No.
61, Lal Bahadur Sastri Road (formerly Haren Chandra Banerjee Lane), within
Ward No.15 (now Ward No.10) of the Konnagar Municipality.

D. The Lands comprised in the LR Dag Nos. 3033, 3034, 3033/4100 containing
a total area of 12.291 acre was converted to a nature of “Bahutal Abasan” under
Section 4I of the West Bengal Land Reforms Act, 1955.
E. Excluding the Portions Under Gift the remaining portion of the Entire
Property is the Larger Property.
F. By an Indenture of Conveyance dated 28 th March, 2019 and registered with
the Additional Registrar of Assurances- III, Kolkata in Book No. I, Volume No.
1903-2019, Pages from 52647 to 52678, Being No. 190301223 for the year 2019
the Vendor sold to the Confirming Party ALL THAT an undivided area of 3.9012
acres out of the Larger Property. By another Indenture of Conveyance of dated 22nd
 6

March 2025 and registered with Additional Registrar of Assurances-IV, Kolkata in

Book I Being No. 4183 for the year 2025even date, the Vendor has sold to the
Confirming Party an additional undivided 7.50% share in the Second Phase Land.
Accordingly the Vendor and the Confirming Party became the owners of the Larger
Property (including the Second Phase Land) jointly with respective share according
to respective owned areas.
G. The Vendor and the Confirming Party have by the Development Agreement
dated 13th September, 2019 appointed the Developer as developer of the Larger
Property on the terms and conditions therein contained. The Developer has agreed
to develop the Larger Property in phases. The First Phase is already under
construction and majorly progressed and is registered under Real Estate Regulation
Act, 2017 showing the First Phase Land as identified for the same and plans for
construction of the same has been sanctioned vide First Phase Plans. Huge number
of Units in the Buildings comprised in the First Phase have been agreed to be sold
and the unsold areas will be kept on selling.
H. In terms of the Development Agreement, the Vendor and the Confirming
Party are entitled to the Owners’ Share of the Realizations as defined and described
therein which is 20% (Twenty Percent) out of which the Vendor’s share is 12.5%
("Vendor’s Realization Share”) and the Confirming Party’s share is 7.5%. The
remaining share of the Realizations belong to the Developer.
I. The Vendor, the Confirming Party and the Developer have decided to launch
the next phase of development being the Second Phase and the plans for
construction of the Buildings have already been sanctioned vide Second Phase
Plan. The sanctioned area in the Second Phase also has untilized sanctionable FAR
in respect of the First Phase Land. The entire FAR allocable for the Larger Property
has still not been utilized and additional FAR may also be available in future which
the Vendor, the Confirming Party and the Developer may avail in future by
applying the terms and conditions of the Development Agreement or as may be
modified or agreed upon by them mutually in future. The identified land area for
this next phase has been decided to be 7.334 _____acres which is the Second Phase
Land.
J. The Purchaser became interested in participating in the Second Phase by
putting in a sum of Rs. 24700000/- (Rupees two crores forty seven lakh) only
Rs.________ (Rupees ______________) only as buyer of the Specified Undivided
Share mentioned and described in the THIRD SCHEDULE hereunder written and
with an entitlement of the Purchaser’s Share of Realizations arising from Transfers
made by the Developer in respect of Transferable Areas in the Second Phase. The
Vendor has provided to the Purchaser the title documents, the Development
Agreement and related contracts and powers, the format of transfer documents
pertaining to the transferable areas in the First Phase and also all other documents
and information sought by the Purchaser for being fully aware of facts and
circumstances pertaining to the Larger Property and the proposed Second Phase.
The Vendor has made the Purchaser conversant with the Pre-conditions that would
be applicable upon the Purchaser in respect of its participation and purchase and
upon being fully satisfied therewith and fully accepting the same as the basis of the
transaction envisaged herein, the Purchaser confirmed its decision to go ahead with
the said transaction.
 7

SECTION-III # WITNESSETH:
III. NOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY AGREED
AND DECLARED BY AND BETWEEN THE PARTIES HERETO as follows:-
1. In the premises aforesaid, the Vendor has agreed to sell and transfer to the
Purchaser and the Purchaser has agreed to purchase the Specified Undivided Share
(morefully described in the FOURTH SCHEDULE hereunder written) with the
Pre-conditions and on further terms and conditions hereinafter contained.
2. In consideration for the transaction envisaged herein, the consideration payable by
the Purchaser to the Vendor is a sum of Rs. 24700000/- (Rupees two crores forty
seven lakh) only Rs. 30100000/- (Rupees three crores one lakh) only
Rs.__________ (Rupees ___________) only and it is recorded that the Purchaser
has paid to the Vendor the entirety of the said consideration at or before the
execution hereof (the receipt whereof the Vendor doth hereby as also by the receipt
and memo hereunder written admit and acknowledge). The Confirming Party has
not received any consideration under this Agreement.
3. This agreement for purchase by the Purchaser of the Specified Undivided Share
shall enure the following benefits and entitlements to the Purchaser:
i) The Purchaser shall be entitled to the Purchaser’s Share of Realization as
and when the same arise and in accordance with the terms and conditions to
be agreed with the Developer in a contract supplementary to the
Development Agreement which the Vendor shall cause to be so done and
executed;
ii) The Purchaser shall, unless agreed otherwise hereafter, be joined as party to
the agreements and deeds of conveyance of the Transferable Areas in
favour of the Transferees to confirm the same;
4. The Purchaser agrees and accepts that the Vendor and the Confirming Party have
made out marketable title to the satisfaction of the Purchaser and no requisitions
shall be raised by the Purchaser. However if any defect in title or encumbrance
arises hereafter and is attributable to any act or omission of the Vendor, the Vendor
shall deal with the same at its own costs.
5. The Purchaser acknowledges, accepts and covenants with the other parties hereto
that the rights, benefits and entitlements of the Purchaser under or arising from this
agreement is subject to the Pre-conditions and the other terms and conditions
hereof. The Purchaser is and shall continue to be bound by and observe, fulfil and
perform the Preconditions and also the other terms and conditions hereof and not
act in anyway contrary thereto or inconsistent therewith.
6. The Purchaser accepts the Second Phase Plans as well as the First Phase Plans fully
and in all manner and shall not seek any modification or alteration thereof nor
object to any modification or alteration thereof by the Developer.
7. The Purchaser shall be bound to execute one or more power of attorney in favour of
the Developer for enabling the Developer to sign, execute and/or register any
agreements, deeds and other documents or instruments of or pertaining to Transfer
of any areas in the Second Phase on behalf and as constituted attorney of the
Purchaser and the Purchaser shall not be entitled to revoke and cancel the same.
 8

8. With effect from the date hereof all outgoings and taxes to the extent payable by
the Owners under the Development Agreement shall insofar as the same relates to
the Second Phase Land be paid by the Vendor, the Confirming Party and the
Purchaser proportionately and such proportionate share shall be paid in the ratio of
11:7.5:1.5 as amongst the Vendor, the Confirming Party and the Purchaser
respectively.
9. The Development Agreement shall bind the Purchaser and the Purchaser shall be
bound by all the terms and conditions of the Development Agreement as applicable
to the Owners thereto save only that the Purchaser shall not have any right or
obligation towards the development, transfer and otherwise of the First Phase. The
Vendor shall have no right to claim any division or partition of the Second Phase
Land or any part or share thereof.
10. Nothing contained in this agreement shall affect the rights of the Developer under
the Development Agreement nor affect the transactions, acts, deeds and things done
or to be done in respect of the First Phase. Nothing contained in this agreement
shall affect the planning and development of the building complex at Second Phase
or the Transfers of the Transferable Areas and other aspects pertaining to the
Second Phase
11. The Confirming Party has joined in this agreement to concur and confirm the same.
12. In case the Purchaser commits any breach or default of any of the terms and
conditions of this agreement or acts in any manner contrary to or inconsistent with
the terms and conditions hereof, the Vendor shall, without prejudice to any other
rights or remedies that the Vendor may have, be entitled to sue the Purchaser for
specific performance of the contract and/or damages and/or other relief. The
Vendor may send a notice to the Purchaser to remedy and/or rectify the default or
breach of the Purchaser which the Purchaser agrees and undertakes to comply with
failing which the Vendor may cancel this agreement. In the event of such
cancellation, this agreement shall be rendered ineffective and cancelled from the
date of such cancellation but the Vendor shall be liable to refund to the Purchaser
the consideration paid by the Purchaser to the Vendor after deduction of any losses
or damages suffered by the Vendor owing to any act or omission of the Purchaser
and any amount that may have been received by the Purchaser till then by way of
Purchaser’s Share of Realization. Such refund shall be made by the Vendor from
time to time without any interest and from out of fifty percent of the Vendor’s
Realization Share that may be received thereafter by the Vendor.

13. Notices sent by email duly acknowledged and/or replied shall be sufficient notice
by any party to the other. Save as above, all notices to be served hereunder by any
of the parties on the other shall be deemed to have been served on the 4th day from
the date of despatch of such notice by prepaid registered post with
acknowledgement due at the address of the other party mentioned hereinabove or
hereafter notified in writing and irrespective of any change of address or return of
the cover sent by registered speed post without the same being served. None of the
parties shall be entitled to raise any objection as to service of the notice deemed to
have been served as aforesaid.
14. All disputes and differences between the parties hereto regarding the construction
or interpretation of any of the terms and conditions herein contained or touching
 9

these presents or determination of any liability shall be first attempted to be settled

amicably or through mediation, failing which the same shall be referred to sole
arbitration of a sole arbitrator ________________ failing whom any other sole
arbitrator appointed mutually by the parties hereto or by judicial process and the
same shall be deemed to be a reference within the meaning of in accordance with
the provisions of the Arbitration and Conciliation Act, 1996 or any other statutory
modification or enactment for the time being in force. In connection with the said
arbitration, the parties have agreed and declared as follows:
14.1. The Arbitration Tribunal shall have summary powers and will be entitled to
lay down their own procedure.
14.2. The Arbitration Tribunal will be at liberty to give interim orders and/or
directions.
14.3. The parties agree to abide by all their directions and/or awards and not to
challenge the same in any manner whatsoever or howsoever.
15. Only the Calcutta High Court and those having territorial jurisdiction over the
Subject Property shall have the jurisdiction to entertain try and determine all
actions and proceedings between the parties hereto relating to or arising out of or
under this Agreement or connected therewith including the arbitration as provided
hereinabove.
16. The parties agree that arising or pendency of any dispute or difference between the
parties or any of them or any breach or default by any party, shall not be ground for
stoppage of the any work of development or Transfer in respect of the Larger
Property or the First Phase or the Second Phase in any manner.

THE FIRST SCHEDULE ABOVE REFERRED TO :

(ENTIRE PROPERTY)

ALL THOSE messuages tenements hereditaments dwelling rooms and premises

together with the pieces or parcels of land thereunto belonging whereon or on part whereof
the same are erected and built containing a land area of 14.584 acre (equivalent to 44
Bigha 2 Cottah 5 Chittaks 14 Square feet) more or less situate lying at and being municipal
holding No. 61, Lal Bahadur Sastri Road (formerly Haren Chandra Banerjee Lane), within
Ward No.10 (formerly Ward No.15) of the Konnagar Municipality and comprised in L.R.
Dag Nos. 3033 (5.384 acres out of 6.634 acres), 3034 (5.947 acre out of 6.517 acre), 3035
(1.538 acre), 3033/4099 (0.755 acre) and 3033/4100 (0.960 acre) recorded in L.R. Khatian
No. 12284 in Mouza - Konnagar, Police Station Uttarpara, Additional District Sub-
Registrar, Sreerampur in the District of Hooghly PIN: 712235 in the State of West Bengal.
The Entire Property is delineated in the plan annexed hereto duly bordered thereon in
“BLUE” and butted and bounded as follows:-

On the North : By Others landed properties;

On the South : By Lal Bahadur Sastri Road;
On the East : By Others landed properties; and
On the West : By Lal Bahadur Sastri Road.

OR HOWSOEVER OTHERWISE the same now are or is or heretofore were or

was situated called known numbered described or distinguished. Be it mentioned that the
 10

L.R Dag No. 3035 is recorded with the classification of ‘Pukur’ and the same would be
used as such unless converted.

THE SECOND SCHEDULE ABOVE REFERRED TO:

(LARGER PROPERTY)

ALL THOSE a portion of the Entire Property being messuages tenements

hereditaments dwelling rooms and premises together with the pieces or parcels of land
thereunto belonging whereon or on part whereof the same are erected and built containing
a land area of 13.004 acres or 39 Bighas 06 Cottahs 11 Chittacks 40 Square feet more or
less comprised in portions of the said L.R. Dag Nos. 3033 (portion measuring 4.054 acres
out of 6.634 acres), 3034 (portion measuring 5.697 acre out of 6.517 acre), 3035 (1.538
acre), 3033/4099 (0.755 acre) and 3033/4100 (0.960 acre) recorded in L.R. Khatian No.
12284 in Mouza -– Konnagar, Police Station Uttarpara, lying at and comprised in
Municipal Holding No. 61, Lal Bahadur Sastri Road, within Ward No.10 (formerly Ward
No.15) of the Konnagar Municipality Additional District Sub-Registrar, Sreerampur in the
District of Hooghly PIN: 712235 in the State of West Bengal and delineated in the plan
annexed hereto duly bordered thereon in “RED” and butted and bounded as follows.

On the North : Partly by others landed properties and partly by Lal

Bahadur Sastri Road;
On the South : By Lal Bahadur Sastri Road;
On the East : By Others landed properties; and
On the West : By Lal Bahadur Sastri Road

OR HOWSOEVER OTHERWISE the Larger property or any of them now are or

is or heretofore were or was situated called known numbered described or distinguished.

THE THIRD SCHEDULE ABOVE REFERRED TO:

(SECOND PHASE LAND)
ALL THOSE pieces and parcels of land thereunto belonging whereon or on part
whereof the same are erected and built containing a land area of 7.334 acres or 443 Cottahs
11 Chittacks 14 Square feet (more or less) or 29679.632 square meters comprised in
portions of the L.R. Dag Nos. 3033 (portion measuring 1.632 acres), 3034 (portion
measuring 3.405 acres), 3035 (portion measuring 1.538 acres), 3033/4100 (portion
measuring 0.759 acre) and recorded in L.R. Khaitan No. 12284 in Mouza-Konnagar ,
Police Station Uttarpara, lying situate and comprised in a portion of Municipal Holding
No. 61 Lal Bahadur Sastri Road, within Ward No. 10 (formerly Ward No. 15) of the
Konnagar Municipality under Additional District Sub-Registrar, Sreerampur in the District
of Hooghly PIN- 712235 in the State of West Bengal together with several small dwelling
rooms and structures admeasuring 13340 Square feet more or less thereat.

THE THIRD SCHEDULE ABOVE REFERRED TO:

(SPECIFIED UNDIVIDED SHARE)

ALL THOSE an undivided 7.50% part or share of the Second Phase Land
equivalent to an undivided area of 0.55005 acres or undivided 33 Cottahs 4 Chittacks
20.178 Square feet (more or less) or 2225.972 square meters comprised (a) undivided
 11

0.1224 acre in the said L.R. Dag No. 3033, (b) undivided 0.255375 acre in the said L. R.
Dag No. 3034, (c) undivided 0.11535 acre in the said L.R Dag No. 3035 and (d) undivided
0.056925 acre in the said L.R. Dag No. 3033/4100 recorded in L.R. Khaitan No. 12284 in
Mouza-Konnagar, Police Station Uttarpara, lying situate and comprised in a portion of
Municipal Holding No. 61 Lal Bahadur Sastri Road, within Ward No. 10 (formerly Ward
No. 15) of the Konnagar Municipality under Additional District Sub-Registrar, Sreerampur
in the District of Hooghly PIN- 712235 in the State of West Bengal together with an
undivided 1000 Square feet more or less in the residential dwelling rooms and structures
thereat(with cemented flooring) thereat and constructed for more than 50 years and
delineated in the plan annexed hereto duly bordered thereon in “RED”.

IN WITNESS WHEREOF the parties hereto have hereunto set and subscribed
their respective hands and seals the day month and year first above written.

SIGNED SEALED AND DELIVERED

on behalf of the above named VENDOR
by its Director Mr. Ashok Saraf Director
Mr. ___ pursuant to the Board Resolution
dated ___ at Kolkata in the presence of:

SIGNED SEALED AND DELIVERED

on behalf of the above named
PURCHASER by its Designated Partner
Mr. Sanjay Kumar Thard Director Mr. ___
pursuant to the Board Resolution dated
___ at Kolkata in the presence of:

SIGNED SEALED AND DELIVERED

on behalf of the above named
CONFIRMING PARTY by its
Authorized Signatory Director Mr. Mr.
Bratin Bose _______ pursuant to the
Board Resolution dated __________ at
Kolkata in the presence of:

RECEIPT AND MEMO OF CONSIDERATION

 12

RECEIVED of and from the within named Purchaser the within mentioned sum of Rs.
24700000/- (Rupees two crores forty seven lakh) only Rs._________ (Rupees
______________) only being the consideration in full payable under these presents to the
Vendor as per the memo written hereinbelow:

MEMO OF CONSIDERATION

SL. CHEQUE DATE BANK AND BRANCH AMOUNT

NO. NO.

5 TDS
Total: Rs. 24700000/-

(Rupees two crores forty seven lakh) only

(Rupees ______________ Only)

WITNESSES:
 13

DATED THIS ____ DAY OF ____ _____

__20254

BETWEEN

SUGAM PROMOTERS PRIVATE LIMITED

...VENDOR

AND

KONNAGAR ASHIYANA LLP _____________

PRIVATE LIMITED

... PURCHASER

AND

SHERATOVE NIRMAN PRIVATE LIMITED

... CONFIRMING PARTY

CONVEYANCE
SALE AGREEMENT

DSP LAW ASSOCIATES

Advocates
4D NICCO HOUSE
1B & 2 HARE STREET,
KOLKATA-700001