Minutes of Meeting of the Promoters of
BANGLADESH NAXIS CO., LTD. (Proposed)
A General Meeting of the promoters was held on 15th June 2019 at Unit 19-30, 18/F., Corporation Park, 11 On Lai Street, Shatin, N.T., Hong Kong.
The following promoters/representatives were present in the Meeting.
Sl. No.
Name of the Members /Representatives
Signature
01.
Nakamura Taiho
Representatives of NAXIS CO., LTD.
02.
Matsuda Takayuki
Representatives of NAXIS HOLDING CO., LTD.
03.
Chan Chi Wa
Representatives of NAXIS HOLDING CO., LTD.
Being appointed as Chairman, Mr. Nakamura Taiho presided over the meeting and passed following resolutions:
“RESOLVED THAT; a new company to 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 “BANGLADESH NAXIS CO., LTD. (Proposed)”
“RESOLVED THAT; the Authorized share capital of the company shall be BDT 63,000,000 (Six Crore Thirty Lac Taka) divided into 630,000 ordinary shares of BDT 100 each.”
“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:
Sl. No.
Name of the Shareholder
No. of Shares
Share Distinctive No.
Amount (in BDT)
01.
NAXIS HOLDING CO., LTD.
Represented by
Mr. Chan Chi Wa
262,800 Shares
001-262800
26,280,000
02.
NAXIS CO., LTD.
Represented by
Mr. Nakamura Taiho
29,200 Shares
262801-292000
2,920,000
Total
292,000 Shares
29,200,000
The above amount of BDT 29,200,000 shall be the paid up capital of the company.”
“RESOLVED THAT; Tokyo Consulting Firm Limited of Rupsha Tower, Flat # 13/A, House # 7, Road # 17, Kemal Ataturk Avenue, Banani, Dhaka - 1213 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.”
“RESOLVED THAT; Company will open non-operative bank account at Prime Bank Limited, Banani Branch, Dhaka, Bangladesh which Swift code is PRBLBDDH020, in the name of “BANGLADESH NAXIS CO., LTD.” as proposed for the registration purpose as per name clearance certificate obtained from the Registrar of Joint Stock Companies and Firms (RJSC). The initial capital of the company will be remitted to this non-operative account. Mr. Chan Chi Wa, Mr. Nakamura Taiho and Mr. Matsuda Takayuki who are the nominee director, is authorized to do all things including the registration and opening of account in Bangladesh for that purpose. His signature is attested below. This account will be transferred to the company account after its incorporation. For the signatory and power of signatory of operative account, it will be discussed and decided by another board meeting.”
Signature:
________________________
Chan Chi Wa
assigned director
________________________
Nakamura Taiho
assigned director
________________________
Matsuda Takayuki
assigned director
Since there being no other matter for discussion the meeting ended with a vote of thanks to the Chairman.
__________________________
Nakamura Taiho
Chairman of the Meeting