Letter of Hypothecation by way of Floating Charge

  To

 Bank Asia Limited

Principal Office Branch

111-113, Motijheel C/A,

Dhaka-1000;

(hereinafter referred to as the ‘Bank’ which expression shall where the context so admits, mean and include its representatives, executors, administrators, successors-in-interest and assigns).

 Sir,

We, Lina Papers Mills Limited, a company limited by shares, incorporated under the Companies Act, 1994, being Incorporation No. C-______________________—, having its Office at 21, Hazi Abdur Rashid Lane, Nayabazar, Dhaka-1100, represented by its Managing Director _________________-, do hereby state and declare that:

  1. Pursuant to our request the Bank has sanctioned us Composite Credit Facilities of Tk.12,00,00,000.00 (Taka twelve crore) only, on the terms and conditions set forth in the Sanction Letter No. BA/PO/CR/2007/3856/017 dated 06.11.2007; and
  1. As security, inter alia, for the said credit facilities we created 1st charge by way of letter of hypothecation of all our floating assets both present and future including but not limited to machinery, equipment, vehicles, furniture & fixture, stock of raw materials, yarn, dyes & chemicals, spare parts and any other floating assets in favour of the Bank on pari passu pro rata basis as mentioned in the Letter of Hypothecation (hereinafter referred to as ‘Hypothecated Assets’) by executing a Letter of Hypothecation by way of Floating Charge dated 24.06.2008, and duly registered with the Registrar, Joint Stock Companies and Firms, Dhaka (hereinafter referred to as ‘Hypothecation Deed’); and
  1. Subsequently on our further request the Bank sanctioned aggregate Credit Facilities of Tk.33,00,00,000.00 (Taka thirty three crore) only (hereinafter referred to as the “Loan”) in the form of i) Enhanced the Revolving L/C (BTB & Sight) Limit of from Tk.10,00,00,000.00 to 40,00,00,000.00 (Taka forty crore) only & ii) Enhanced the Overdraft Limit from Tk. 1,00,00,000.00 to Tk.4,00,00,000.00 (Taka four crore) only, vide its Sanction Letter No. BA/PO/CR/2009/6958 dated October 14, 2009, BA/PO/CR/2010/6855 dated November 24, 2010 & BA/PO/CR/2011/1240 dated April 12, 2011, on conditions, inter alia, that we shall grant the Bank further Charge over the Hypothecated Assets and to that effect the Hypothecation Deed shall be amended to reflect this further charge over the Hypothecated Assets covering the entire limit.

 WE, THEREFORE AGREE THAT the security created under Hypothecation Deed shall be continuing security to the Bank on pari passu pro rata basis for securing the aggregate credit facilities of Tk.44,21,10,000.00 (Taka forty four crore twenty one lac ten thousand) only  sanctioned by the Bank to us.

 We further declare that the amendment made herein and our obligations, commitments and rights under the Hypothecation Deed, which have not been modified, shall remain effective and bind our successors, assigns and us.

 IN WITNESS WHEREOF, WE CAUSED THIS 1ST MODIFICATION OF LETTER OF HYPOTHECATION ON THIS THE _________ DAY OF _____________,2011 OF THE CHRISTIAN ERA.

 For & on behalf of:

Amex Knitting and Dyeing Industries Limited

   ___________________________

(Authorized seal & signature)

Sealed, signed and delivered by

Amex Knitting and Dyeing Industries Limited

Mr. Mohammad Hanif, Managing Director

being authorized signatory in terms of Board

Resolution dated ____________,

in the presence of:

 1.

Drafted By:

 (A. M. Masum)

Barrister-at Law

For: “The Lawyers & Jurists”

 2.   Hotel Royal Tower (1st Floor)

 208, Shahid Sayed Nazrul Sarani

Bijoynagar, Dhaka-1000.