NOC from Existing Shareholder

Date: 1st December 2025 The Board of DirectorsBangladesh NAXIS Co. Ltd.Jaigir, Dollah Bazaar, Singair,Manikganj-1820, Bangladesh Subject: No Objection Certificate for Debt–Equity Swap and Share Allotment to NAXIS HOLDING CO., LTD., Japan. Dear Sir, We, NAXIS HOLDING CO., LTD., a shareholder of Bangladesh NAXIS Co. Ltd., hereby acknowledge that the Company has decided to undertake a debt–equity swap by converting the outstanding short-term loan provided by NAXIS CO., LTD., Japan amounting to BDT 58,765,000.00 into equity. We have been informed that, as part of this debt–equity conversion, Bangladesh NAXIS Co. Ltd. will allot 587,650 (Five Hundred Eighty-Seven Thousand Six Hundred Fifty) ordinary shares of BDT 100.00 each in favor of NAXIS CO., LTD., Japan, against the converted loan amount. After reviewing the proposed debt–equity swap and its effect on the Company’s capital structure, we hereby issue our full consent and No Objection to the following: The conversion of the outstanding loan into equity through a debt–equity swap; The allotment of 587,650 new ordinary shares to NAXIS CO., LTD., Japan; The resulting increase in paid-up capital of Bangladesh NAXIS Co. Ltd.; Updating the Company’s Share Register, Members Register, and other statutory records; Filing of all required documents with the Registrar of Joint Stock Companies and Firms (RJSC); Issuance of share certificate(s) to NAXIS CO., LTD., Japan. We confirm that we have no objection whatsoever to the above actions and authorize the Company to proceed accordingly. This No Objection Certificate is issued at the request of Bangladesh NAXIS Co. Ltd. for official documentation and regulatory compliance. For and on behalf of NAXIS HOLDING CO., LTD. 🗸 ____________ XYZ Director NAXIS HOLDING CO., LTD.