Dated: 2nd June 2026
NOTICE OF THE MEETING OF THE BOARD OF DIRECTORS OF
ERESI BD LTD.
Notice is hereby given to all members of the Board of Directors of ERESI BD LTD. that a Meeting of Board of Directors of the Company will be held on 23rd June 2026 at 10.00 A. M. at its registered office at House No-04 (2nd Floor), Road No.-12, Nikunja-02, Dhaka-1229, Bangladesh to consider the following agenda:
To confirm the minutes of the last Board Meeting.
To consider the issuance of total 61992 ordinary shares.
To consider the Appointment of Mr. Kenneth Steen Vorstrup Berntsen as the Nominee of BERNTSEN PROD.CONS.COMPANY APS in the Board.
Any other matters with the permission of the Chair.
All members of the Board of Directors are requested to attend the meeting.
🗸
______________________________
Kenneth Steen Vorstrup Berntsen
Chairman
ERESI BD LTD.
Copy to: All members of the Board
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF
ERESI BD LTD.
The Board Meeting of ERESI BD LTD. was held on 23rd June 2026 at 10.00 A.M. at its registered office at House No-04 (2nd Floor), Road No.-12, Nikunja-02, Dhaka-1229, Bangladesh.
The following Director/Persons were presented:
Sl.
No.
Name
Designation
Signature
01
Mr. Kenneth Steen Vorstrup Berntsen
Nominee of ERESI Solar ApS
Chairman
🗸
02
Md. Nasir Uddin
Representative of Sadma Fashion Wear
Limited
Director
🗸
Mr. Kenneth Steen Vorstrup Berntsen has been elected as the chairman of the meeting and presided over the meeting.
Being satisfied with the attendance required for a quorum for holding of Board Meeting, the meeting’s Chairman called the meeting to order.
The meeting’s Chairman read out the agenda and explained the purpose of the meeting. He informed the Board that the Company had received a total amount of BDT 49,89,822 (BDT Forty-Nine Lac Eighty-Nine Thousand Eight Hundred Twenty-Two) from ERESI SOLAR APS, a Denmark-based company, and BDT 12,09,408.00 (BDT Twelve Lac Nine Thousand Four Hundred Eight Only) from BERNTSEN PROD. CONS. COMPANY APS, also a Denmark-based company. The said amounts were received on different dates as equity investment for purchasing shares of the Company.
The meeting’s Chairman stated that, as per applicable laws and regulations, the Company must now allot 49,898 (Forty-Nine Thousand Eight Hundred Ninety-Eight) ordinary shares to ERESI SOLAR APS and 12,094 (Twelve Thousand Ninety-Four) ordinary shares to BERNTSEN PROD. CONS. COMPANY APS against the money already received.
Proceeding:
The notice of the meeting was read out and the agenda was taken up for consideration:
Agenda No. 01. To discuss and consider the Minutes of the last Board Meeting:
The minutes of the last Board Meeting were read out and approved unanimously.
Agenda No. 02. To consider the issuance of total 61,992 ordinary shares;
The meeting’s Chairman informed the Board that the Company had received a total amount of BDT 49,89,822 (BDT Forty-Nine Lac Eighty-Nine Thousand Eight Hundred Twenty-Two Taka) from ERESI SOLAR APS, a Denmark-based company and BDT 12,09,408.00 (BDT Twelve Lac Nine Thousand Four Hundred Eight Taka Only) from BERNTSEN PROD. CONS. COMPANY APS, as share capital.
He further stated that the matter now needs to be regularized in accordance with applicable laws and regulations. The Board was requested to consider the issuance of ordinary shares against the deposited amount.
After discussion, the Board unanimously adopted the following resolution:
“RESOLVED THAT, a total sum of BDT 61,99,230 (BDT Sixty One Lac Ninety Nine Thousand Two Hundred Thirty Taka) has been received from ERESI SOLAR APS, and BERNTSEN PROD. CONS. COMPANY APS, the amount has been converted into share capital by issuing 49,898 (Forty Nine Thousand Eight Hundred Ninety Eight) ordinary shares to ERESI SOLAR APS and 12,094 (Twelve Thousand Ninety Four) ordinary shares to BERNTSEN PROD.CONS.COMPANY APS.”
After Allotment the shares will be as follows:
Name of Shareholder’s
Existing Shares
Newly Issued Share
After Allotment
ERESI Solar ApS
Represented By Mr. Kenneth Steen Vorstrup Berntsen
10,000
49,898
59,898
Sadma Fashion Wear Limited
Represented By Md. Nasir Uddin
8,182
-
8,182
BERNTSEN PROD. CONS. COMPANY APS
Represented By Mr. Kenneth Steen Vorstrup Berntsen
-
12,094
12,094
Total
18,182 Shares
61,992
Shares
80,174
Shares
Agenda No. 03: To consider the Appointment of Mr. Kenneth Steen Vorstrup Berntsen as the Nominee of BERNTSEN PROD. CONS. COMPANY APS in the Board.
The meeting’s Chairman informed the Board that BERNTSEN PROD. CONS. COMPANY APS, has nominated Mr. Kenneth Steen Vorstrup Berntsen to act as its representative on the Board of Directors of ERESI BD LTD.
The Board reviewed the nomination and, after due consideration, unanimously adopted the following resolution:
“RESOLVED THAT, Mr. Kenneth Steen Vorstrup Berntsen is hereby appointed as the Nominee Director of BERNTSEN PROD. CONS. COMPANY APS as well as Director of ERESI BD LTD., with immediate effect.
Agenda No. 04. Any other matters with the permission of the Chair:
There being no other business to transact, the Meeting ended with vote of thanks to the Chair.
√
_____________________________
Kenneth Steen Vorstrup Berntsen
Chairman
ERESI BD LTD.