Dated: 14th August 2025
NOTICE OF THE MEETING OF THE BOARD OF DIRECTORS OF
METRO COMPUTER BANGLADESH Co., Ltd.
Notice is hereby given to all members of the Board of Directors of METRO COMPUTER BANGLADESH Co., Ltd. that a Meeting of Board of Directors of the Company will be held on 4th September 2025 at 10.00 AM at its registered office at Mt-107, 8th floor of A. R. Tower, 24 Kemal Ataturk Avenue, Banani C/A, Dhaka-1213, Bangladesh to consider the following agenda:
To confirm the minutes of the last Board Meeting;
To consider and approve the proposal for increasing the paid-up capital of the company;
To consider the issuance of new shares and the proportion of allotment to the existing shareholders;
Any other matters with the permission of the Chair.
All members of the Board of Directors are requested to attend the meeting.
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_____________
Risa Yamanaka
Managing Director
METRO COMPUTER BANGLADESH Co., Ltd.
Copy to: All members of the Board
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF
METRO COMPUTER BANGLADESH Co., Ltd.
The Board Meeting of METRO COMPUTER BANGLADESH Co., Ltd. was held on 4th September 2025 at 10.00 A. M. at its registered office Mt-107, 8th floor of A. R. Tower, 24 Kemal Ataturk Avenue, Banani C/A, Dhaka-1213, Bangladesh.
The following Director/Persons were presented:
Sl.
No.
Name
Designation
Signature
01
Takashi Kawasaki
Chairman
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02
Risa Yamanaka
Managing Director
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03
Takiko Honda
Director
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Mr. Takashi Kawasaki, the chairman of the Company presided over the meeting.
Being satisfied with the attendance required for a quorum for holding of Board Meeting the Chairman called the meeting to order.
Proceeding:
Then 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 and approve the proposal for increasing the paid-up capital of the company:
The Chairman informed the Board that the company needs to increase the paid-up capital to support the company's short-term and long-term capital requirements. After discussion, it was unanimously:
“RESOLVED THAT, pursuant to the provisions of the Companies Act, 1994, and subject to the approval of the shareholders of the company and any other regulatory authorities as may be required, the paid-up capital of the company be and is hereby increased from BDT 9,365,900.00 to BDT- 13,443,500.00 by increasing paid-up capital by issuing 40,776 (BDT 40,77,600.00/-) ordinary shares of Tk. 100/- each.”
Agenda No- 03. To consider the issuance of new shares and the proportion of allotment to the existing shareholders as per the rules of Share Capital Increase in accordance with The Companies Act 1994, Section 155 (1):
The Board considered the issuance of new shares and the proportion of allotment to the existing shareholders.
“RESOLVED THAT, the ordinary shares be issued to the existing shareholders in the proportion of their current shareholding, as per the provisions of the Articles of Association of the company and in accordance with the rules of Share Capital Increase as per The Companies Act 1994, Section 155 (1), and the Rights offer will be made to the existing shareholders of the company as under:”
Right offer:
Name of shareholder’s
Existing shares
Newly Issued Share
Right offer Newly Issued Share
Mr. Takashi Kawasaki
90,695
40,776
39486.00
Ms. Risa Yamanaka
5,80
252.00
Ms. Takiko Honda
2,384
1038.00
Total
93,659
40,776
40,776
“RESOLVED FURTHER THAT, all shareholders are requested to confirm within 15 (Fifteen) days whether they are willing to purchase the shares or not as per the notice of right offer.”
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.
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________________
Takashi Kawasaki
Chairman of the Company