BEFORE THE NOTARY PUBLIC OF BANGLADESH

IRREVOCABLE GENERAL POWER OF ATTORNEY

EXECUTED BY,

Base Technologies Ltd., a private limited company incorporated under the Companies Act,
1994, of Bangladesh with Incorporation No. C-______ dated ______, Trade Licence No. ______,

issued by _________ and E-TIN: ________ of Circle – ____ (Companies), Taxes Zone – ______,

having its office at: 106, Hosna Center (5 th Floor), Bir Uttam Mir Sawkat Sarak,

Gulshan Avenue, Dhaka represented by its Managing Director Mr. Md. Hasan

Shibli, (hereinafter referred to as the “ASSIGNOR”; which expression shall,

unless excluded by or repugnant to the context, mean and include its successors-in-

interest, legal representatives, administrators and Assignee).

IN FAVOUR OF

SOCIAL ISLAMI BANK LIMITED, Head Office at City Center, Level: 19-22,

90/1, Motijheel Commercial Area, Dhaka-1000, Plot No. CWS (A) 1, Gulshan
Avenue, Gulshan-2, Dhaka-1212, with its SOCIAL ISLAMI BANK LIMITED,

along with one of its branch office namely, “Gulshan Branch”, situated at 80,

Gulshan Avenue, Gulshan-1, Dhaka-1212 as our lawful attorney to collect and

receive the bills/cheques/pay-orders directly from the work order Awarding

authority hereinafter referred to as the “ASSIGNEE” (which expression shall,

where the context so admits, mean and include its successors-in-interest,

representatives, executors, administrators and assigns).

WHEREAS, “Teletalk Bangladesh Limited (TBL)” having its address at

_______ (hereinafter referred to as the ‘Employer’), has enlisted the assignor as its

enlisted vendor vide its enlistment letter bearing Ref: ________, dated ______

(hereinafter referred to as the ‘Enlistment’);

AND WHEREAS in pursuance to such employment, the Assignor has requested

the Assignee being in need of financial assistance to fulfill its works being

employed for; thereby approached the Assignee for sanctioning the investment

facility;

Page 2 of 9
AND WHEREAS at the request of the Assignee the Assignor has sanctioned

investment facility funded and non-funded on conditions, inter alia, that the

Assignee being appointed as the lawful attorney to collect and receive the bills,

cheques & pay-orders directly or in relation to any work done for which the

Assignor has been employed by the Employer through the above mentioned

Enlistment.

AND WHEREAS, the Assignor hereby fully empowers the Assignee to collect and

receive all bills, cheques & pay-order against the said any work done for which the

Assignor has been employed by the Employer through the above mentioned

Enlistment; issuing authority in the name of SOCIAL ISLAMI BANK

LIMITED, “Gulshan Branch”,. On account of Base Technologies Ltd., bearing

Account No. 0081330015957, maintained with SOCIAL ISLAMI BANK

LIMITED, “Gulshan Branch”, to secure the investment facility.

Page 3 of 9
AND WHEREAS in terms of the conditions precedents in granting the Investment

Facilities to the Assignor by the Assignees and hence the Assignor has agreed, inter

alia, to execute this Irrevocable Power of Attorney for the benefit and interest of,

the Assignees under the terms and subject to the conditions set forth hereunder.

NOW, THEREFORE, THIS ASSIGNMENT AGREEMENT WITNESSETH AND

1. To collect and receive the bills/cheques/pay-orders against the aforesaid

work order for adjustment of our Investment liability with the ASIGNEE.

2. To collect and receive the cheques directly from Base Technologies Ltd.,

Bangladesh, by its authorized person.

3. To seal, sign and execute any documents and to do any act on our behalf

relating to the aforesaid bills receivables on that account to adjust our

Investment account(s) and/or any other liabilities with the Assignee.

Page 4 of 9
4. To do any act on our behalf relating to the said bills receivables with the

Assignee.

5. The Assignee shall have full authority to apply the proceeds against the

aforesaid Notification Award/ Purchase Order for adjustment of any

Investment Facility as payable by us to the said Assignee.

6. Under this IGPA Obligation, Teletalk Bangladesh Limited (TBL) should

pay the entire proceeds directly to Social Islami Bank Ltd., Gulshan Branch,

Dhaka.

7. In consideration of the grant of the Investment Facilities by the Assignees

to the Assignor; the Assignor, as beneficial owner and having all relevant

rights and entitlements hereby unconditionally and irrevocably assigns all

Page 5 of 9
 that the existing and future work arising out of the above mentioned

enlistment of being a Vendor thereunder and all vested interest, bills,

cheques & pay-orders thereto together with the right to claim payment and

demand performance of, sue for and enforce the same against the Employer.

8. The Assignor has notified the Employer through its Notification of

Assignment of Enlistment Benefits, (as hereinafter attached in the

Annexure-1 of this Irrevocable Power of Attorney), regarding the

assignment and instructed them to pay all the payments, bills, cheques, pay-

orders, receivables and proceeds of the Enlistment to the relevant Proceeds

Accounts as may be claimed and designated by the Assignee.

9. The Assignor has also procured an acceptance and Acknowledgement of

Assignment against such Notification of Assignment of Enlistment

Benefits, by the Employer (as hereinafter attached in the Annexure-2 of this

Irrevocable Power of Attorney).

Page 6 of 9
IN GENERAL TO DO ALL OTHER ACTS, DEEDS, MATTERS AND THINGS

WHATSOEVER IN OR ABOUT THE SAID HYPOTHECATED STOCKS AND

TO REALISE THE AMOUNT FROM SALE OF THE SAME AND TO ADJUST

OUR LIABILITIES TO THE SAID ASIGNEE.

THIS POWER OF ATTORNEY SHALL BE IRREVOCABLE UNTIL OUR

ENTIRE LIABILITIES WITH UP-TO-DATE RATE OF PROFIT WITH THE

ASIGNEE ARE FULLY LIQUIDATED AND THE SAID ASIGNEE RELEASES

US ABSOLUTELY FROM ALL LIABILITIES WHATSOEVER AND WE

SHALL NOT EXECUTE ANY OTHER POWER OF ATTORNEY RELATING

TO THE SAID HYPOTHECATED STOCKS.

Page 7 of 9
WE DO HEREBY UNDERTAKE AND AGREE TO RATIFY WHATSOEVER

THE SAID ASIGNEE SHALL LAWFULLY DO OR CAUSE TO BE DONE

UNDER THESE PRESENTS AND TO INDEMNIFY THE ASIGNEE AGAINST

ALL COST AND EXPENSES INCURRED BY IT.

IN WITNESS WHEREOF, WE HEREUNTO SET MY/OUR SEAL AND

Page 8 of 9
 For & on behalf of
Base Technologies Ltd.,

___________________________
(Authorized seal & signature)
Sealed, signed and delivered by
Base Technologies Ltd.,
Managing Director Mr. Md. Hasan Shibli
being authorized signatory in terms of Board
Resolution dated January 13, 2020.

In the presence of:

Address:
(Arife Billah)
Barrister-at Law, Advocate
Supreme Court of Bangladesh
Membership No. 6250
For: “The Lawyers Alliance”
2. Name & Signature Hotel Royal Tower (10th Floor)
Address: 208, Shahid Sayed Nazrul Sarani
Bijoynagar,Dhaka-1000.

Page 9 of 9