Lot No. C6, Bangladesh Special Economic Zone (BSEZ), Sonpara, Panchrukhi Via Rupganj Araihazar
Narayanganj-1460 Bangladesh Tel: +880255033391
1
Minutes of Meeting of the Promoters of
NICCA BANGLADESH CO., LTD.
A General Meeti ng of the promoters was held on 1 st August 2023 at 10:00 AM in 4-23-1, Bunkyo, Fukui-
City, Fukui Prefecture 910-8670, Japan.
The following promoters/representatives were present in the Meeting.
Sl. No. Name of the Members /Representatives Signature
01. Mr. Yasumasa Emori Nominee Director of
NICCA CHEMICAL CO., LTD.
02. Mr. Atsutaka Kobayashi Nominee Director of
NICCA CHEMICAL CO., LTD.
03. Mr. Kotaro Takeuchi Nominee Director of
NICCA CHEMICAL CO., LTD.
04.
Mr. Yasumasa Emori Representative Director of
HONG KONG NICCA CHEMICAL CO., LTD.
Being appointed as Chairman of the meeting, Mr. Yasumasa Emori presided over the meeting and
passed the following resolutions:
1. “RESOLVED THAT; a new company will be formed and incorporated in the following name &
style with major objects – As per approved Memorandum & Articles of Association. The name &
Style of the proposed Company will be “NICCA BANGLADESH CO., LTD.”
2. “RESOLVED THAT; the Authorized share capital of the company shall be BDT.
1,10,00,00,000.00 (One Hundred Ten Crore Taka) divided into 11,00,00,000 (Eleven
Crore) Ordinary Shares of Taka 10/= (Ten Taka) each.”
3. “RESOLVED THAT; the proposed location of the company will be in “Lot No. C6,
Bangladesh Special Economic Zone (BSEZ), Sonpara, Panchrukhi Via Rupganj Araihazar,
Narayanganj-1460 Bangladesh.”
Lot No. C6, Bangladesh Special Economic Zone (BSEZ), Sonpara, Panchrukhi Via Rupganj Araihazar
Narayanganj-1460 Bangladesh Tel: +880255033391
2
4. “RESOLVED THAT; the following persons shall be the first Shareholders of the company who
have agreed to take the shares in the capital of the company shown against their respective names:
Name, Address and Description
Of the Subscribers
Number of shares
taken by each
subscriber
Photograph of the
Shareholders Signature of
Subscribers
1. NICCA CHEMICAL CO.,
LTD.
Represented By: Mr. Yasumasa
Emori
Address: 4-23-1 Bunkyo, Fukui
City, Fukui Prefecture 910-8670,
Japan.
TEL: 0776-24-0213
5,39,99,000
Ordinary shares
(Five Crore Thirty-
Nine Lac Ninety-
Nine Thousand)
2. HONG KONG NICCA
CHEMICAL CO., LTD.
Represented By: Mr. Yasumasa
Emori
Address: Unit 1608 & 1610,
Profit Industrial Building No. 1-
15, Kwai Fung Crescent
Kwai Chung, N.T., Hong Kong.
TEL: 852-2462-6232
1,000
Ordinary shares
(One Thousand)
The above 5,40,00,000 number of Ordinary shares shall be issued and the equivalent amount of BDT
54,00,00,000.00 (Fifty-Four Crore Taka Only) shall be the paid-up capital of the company.”
5. “RESOLVED THAT; Tokyo Consulting Firm Limited of Safura Tower (10th Floor Southern
Side), 20 Kemal Ataturk Avenue, Banani C/A, Dhaka-1213, Bangladesh is hereby appointed as
Corporate Consultant and be and is hereby authorized to apply for the name clearance of the
proposed company and to perform all the necessary works in connection with the incorporation of
the company.”
6. “RESOLVED THAT; Company will open two non-operative bank accounts (BDT and USD) at
The Hongkong and Shanghai Banking Corporation Limited (HSBC) , Gulshan Branch, South
Breeze Square, Level 13, Holding No. Plot 90 (new), 52 (old), Road no. CES (A), Gulshan
Avenue, Gulshan, Dhaka, Bangladesh, Swift Code: HSBCBDDH , Routing Number:
115261721, in the name of “ NICCA BANGLADESH CO., LTD.” as proposed for the
Lot No. C6, Bangladesh Special Economic Zone (BSEZ), Sonpara, Panchrukhi Via Rupganj Araihazar
Narayanganj-1460 Bangladesh Tel: +880255033391
3
registration purpose. The initial capital of the company will be remitted to the non-operative
account. Mr. Kotaro Takeuchi is authorized to open and operate the account in Bangladesh for
the said purpose. He can sign individually for opening and operating the Bank Account.
However, this account will be transferred to the company’s regular account after its
incorporation. For the signatory and power to operate the account, it will be the same as the non-
operative bank account. The signature of Mr. Kotaro Takeuchi is appended below.”
Signature:
_______________________________
Kotaro Takeuchi
Assigned Bank Signatory
7. “RESOLVED THAT; Mr. Showkat Akber (Representative of Tokyo Consulting Firm Limited)
is hereby authorized for doing all the formalities (Application) for obtaining Trade License,
Taxpayer’s Identification Number (TIN), Business Identification Number (BIN), and other
registration/permission with all competent authority for the requirement of business operation.
This will be valid until otherwise determined by the board of directors of the company.”
Since t h er e was no other m atter for di scussion the mee ti ng end ed wit h a vo te of thanks to th e Chairman.
__________________________
Yasumasa Emori
Chairman of the Meeting