THE COMPANIES ACT, 1994
( ACT XVIII OF 1994 )
( A PRIVATE COMPANY LIMITED BY SHARES )
MEMORANDUM OF ASSOCIATION
OF
NAXIS BANGLADESH CO. LTD.
I. The name of the Company is NAXIS BANGLADESH CO. LTD.
II. The registered office of the Company shall be situated in Bangladesh.
III. The Objects for which the company is established are all or any of the following (all the Objects will
be implemented after obtaining necessary permission from the Government /concerned authority
/competent authority before commencement of the business):
1. To import of machine and materials, production and sales of products, including RFID products, using
such imported machines and materials. To import, sales and provision of maintenance services of
machines and consumables for printing purposes. To carry on the business of system development,
operation, implement support and provision of consultation services, provision of consultation service
for production, technical and management support. To undertaking sub-contracted operation
business from third parties. To re-lending of factory space to third parties for designated business.
2. To buy, sell, produce, export, deemed export (sale to direct exporter), import, indent, trading,
distribution, promote and deal with all kinds of tag, sewing thread, collar bone, embroidery thread,
buttons, hooks, plastic clips, chains, labels, printed or plain boxes and any other items those may be
required as raw materials, packing materials and accessories of garments industry both home or
abroad. To carry on the business of designing, manufacturing, dyeing, printing and marketing
readymade woven & knit garments including all kinds of casual ware and Ladies and Gents,
garments and requisites made of both synthetic and nonsynthetic materials produce by mechanized,
semi-mechanized means for importing and exporting from and to countries of the world.
3. To establish and operate Knit composite mills, textile mills, sizing, dyeing or printing mills, finishing
mills both for manufacturing of knit and woven fabrics made of cotton, synthetic, woolen, rayon and
any other fibers for 100% export purpose. To Set up, establish, build, construct, run, manage and
install textile mills, cotton mills, weaving, dyeing and finishing facilities, garments factory and any
other like business of spinning, knitting and otherwise manufacturing, bleaching, merchandising,
cylindering, finishing and selling domestic method or export of cloth, yarns and other like nature of
goods and merchandise.
4. To carry on all or any business of dress makers, export-oriented garments, designers tailors clothing
outstanding outfitters, Glovers dealer in Ready-made Garments, Sweater Factory, Woven, cotton,
nylon, silk, artificial silk, woolen goods, Leather, Plastic, jumpers, rayon, jute goods, textile & jute
industry and knitting of all sorts. To do quality control and testing, inspection, QC of garments and
textile products, accessories, establish quality control laboratories for testing textiles, garments, and
fashion goods, and to do the business of material, machinery, equipment, tools, products, services
related to industry of garments accessories ensuring compliance with industry standards, regulatory
requirements, and customer specifications.
5. To set up a 100% Export oriented ready-made garments factory with embroidery machine
manufacturing wears & children wears of various kinds, sizes and designs made of cotton yarn,
nylon, rayon, polyester silk, artificial silk and other fibrous materials and also to buy, sell import and
otherwise deal of cotton yarn, silk, artificial silk, nylon or fibrous materials and also the products and
by products made thereof. To Establish a research laboratory for R&D and innovation. Develop a new
line of textiles and garments as well as accessories, and material, machinery, equipment, and tools
related to the industry of garments accessories home furnishing items products and materials that
meet the needs of the domestic and global market. This may include process optimization,
troubleshooting, and quality control support.
6. To do the business of advisory and consulting for garments, fashion goods, accessories, and
material, machinery, equipment, tools related to the garment accessories as well as developing,
planning, production, and quality control and offering consultancy and advisory services to textile
manufacturers regarding the selection, application and production operations, sales and marketing.
This may involve providing technical support, conducting audits, and recommending improvements
as well as consultancy for quality control and testing, ensuring compliance with industry standards,
regulatory requirements, and customer specifications. Advisory and servicing for various tests of
material, machinery, equipment, tools, etc.
4/6/26, 11:23 AM RJSC:Memorandum of Association
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7. To set up a garments accessories factory for export, deemed export, and domestic sales, and to set
up buying house, bonded warehouse in Bangladesh as well as to carry on the business of operating a
bonded warehouse facility for storing clothing, apparel and fashion product, including cotton yarn,
nylon, rayon, polyester silk, artificial silk and other fibrous materials, etc. To provide warehousing
services for textile & garment accessories, including storage, handling, labeling, and inventory
management, in compliance with applicable laws and regulations. To offer value-added services such
as blending, repackaging, and quality testing of garments accessories within the bonded warehouse
facility.
8. To attain the business objectives company may enter into Partnership, Joint-venture, take over or
Amalgamate with any other company and also to take Loans from Bank/other Financial Institutions
in such a manner as may company thinks fit.
9. To mortgage the property and assets of the company as securities for loans and/or any credit
facilities to be given to any associate company or companies or third party and also to give
guarantee securing liabilities of such associate company or companies and/or third party.
IV. The liability of the members of the Company is limited by shares.
V. The Authorized Share capital of the Company is Tk. 400000000 ( BDT Forty Crore Only ) divided in 4000000
( Forty Lac ) ordinary shares of Tk. 100 (BDT One Hundred Only ) each.with power to increase or reduce the
capital and to divide the share capital into different classes and to attach thereto any special right or privilege or
condition as regard dividends, repayment of capital, voting or otherwise or to consolidate or sub-divide the
shares.
Please print the bordered section below and then sign on the paper and finally upload the signed
scan copy of MOA and Form-IX as .zip format.
We, the several persons, whose names addresses are subscribed below are desirous of being formed into a Company in
accordance with this MEMORANDUM OF ASSOCIATION / ARTICLES OF ASSOCIATION and we respectively agree to take
the number of shares in the capital of the Company set opposite to our respective names.
Sl. No. Names, Addresses and description of subscribers No. of shares taken
by each subscriber Photo of Subscriber
Signature
of
Subscriber
1.
Name: NAXIS HOLDING CO., LTD.
Address: RM1305 Lijing Garden, Changma Road
Changping twon, Dongguan city, Guangdong Province,
China 523000.
Represented by :Mr. Chongying Liang
Father's Name:
Mother's name:
Date of Birth:
E-mail:
Phone:
Tin:
Nationality:
National Id:
302500 shares
( Three Lac Two
Thousand Five
Hundred )
2.
Name: NAXIS CO., LTD.
Address: 2-27-16-101 Ebisu, Shibuya-ku, Tokyo,
Japan.
Represented by :Mr. Nakamura Taiho
Father's Name:
Mother's name:
Date of Birth:
E-mail:
Phone:
Tin:
Nationality:
National Id:
2722500 shares
( Twenty Seven Lac
Twenty Two Thousand
Five Hundred )
3.
Name: Mr. Chongying Liang Nominee Director of NAXIS
HOLDING CO., LTD.
Address: RM1305 Lijing Garden, Changma Road
Changping twon, Dongguan city, Guangdong Province,
China 523000.
Father's Name: Hongmei Liang
Mother's name: Ruirong Liang
Date of Birth: 02-MAY-82
E-mail: behn@naxisdg.com
Phone: 86 136-3757-6669
Tin: 0000000000
Nationality: Chinese
National Id: ED3798627
0 shares
( Value Nil )
4/6/26, 11:23 AM RJSC:Memorandum of Association
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4.
Name: Mr. Nakamura Taiho Nominee Director of NAXIS
CO., LTD.
Address: 2-27-16-101 Ebisu, Shibuya-ku, Tokyo, Japan
Father's Name: Nakamura Shigeyuki
Mother's name: Nakamura Yoshiko
Date of Birth: 02-AUG-78
E-mail: ntaiho@naxis.co.jp
Phone: 81-90-3654-0291
Tin: 0000000000
Nationality: Japanese
National Id: TS1998442
0 shares
( Value Nil )
5.
Name: Mr. Katsuji Osumi Nominee Director of NAXIS
HOLDING CO., LTD.
Address: 35-1-101 Oyama-cho Shibuya-ku Tokyo,
Japan
Father's Name: Ryuji Osumi
Mother's name: Saeko Osumi
Date of Birth: 12-FEB-72
E-mail: k_ohsumi@naxis.co.jp
Phone: 81-70-2275-2215
Tin: 0000000000
Nationality: Japanese
National Id: TT4119577
0 shares
( Value Nil )
Total
3025000 shares (
Thirty Lac Twenty Five
Thousand )
Witness 1: : Witness 2: :
Name : Mr. Okuno Name : Mr. Fumihiro Abe
Address : 2-6-30-518 Kitamikata, Takatsu-ku,
Kawasaki City, Kanagawa, Japan. Address :
Safura Tower (10th Floor, South), 20
Kemal Ataturk Avenue, Banani C/A,
Dhaka-1213.
Phone : +81-80-6478-8152 Phone : +880 13 3099 2768
National Id : TS2110549 National Id : MJ0098110
4/6/26, 11:23 AM RJSC:Memorandum of Association
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