Date: 3rd December 2025
NOTICE OF THE MEETING OF THE BOARD OF DIRECTORS OF
K2 LOGISTICS BANGLADESH LTD.
Notice is hereby given to all the members of the Board of Directors of K2 LOGISTICS BANGLADESH LTD. that a Meeting of the Board of Directors of the Company will be held on 25th December 2025 at 11:00 A.M. at House No. 131, (5th Floor), Road No. 13/C, Block No. E, Banani, Dhaka - 1213, Bangladesh to consider the following agenda:
To discuss and consider the Minutes of the last Board Meeting.
To discuss and consider the share transfer of Mr. Ryoma Mitani 8,000 (Eight Thousand) to KEN 2 Co., Ltd. (Represented by Mr. Hiromi Mitani).
To discuss the appointment of Mr. Hiromi Mitani (Representative of KEN 2 Co., Ltd.) as the Nominee Director of K2 LOGISTICS BANGLADESH LTD.
Any other matters with the permission of the Chair.
All Members are requested to attend the meeting.
√
______________
Hiromi Mitani
Managing Director
K2 LOGISTICS BANGLADESH LTD.
Copy to: All Members are requested to attend the meeting.
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MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF
K2 LOGISTICS BANGLADESH LTD.
The Board Meeting of K2 LOGISTICS BANGLADESH LTD. was held on 25th December 2025 at 11:00 A.M. at House No. 131, (5th Floor), Road No. 13/C, Block No. E, Banani, Dhaka - 1213, Bangladesh.
The following Members/Directors were present in the Meeting:
Sl. No.
Name
Designation
Signature
01
Kenji Mitani
Chairman
🗸
02
Hiromi Mitani
Managing Director
🗸
Mr. Kenji Mitani, Chairman of the company elected as Chairman of the meeting and the chairman presided over the Meeting.
Being satisfied with the attendance required for quorum to hold Board Meeting the meeting Chairman called the meeting to order and started the proceedings of the meeting.
Proceeding:
The notice of the meeting was read out, and the agendas were 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 discuss and consider the share transfer of Mr. Ryoma Mitani 8,000 (Eight Thousand) to KEN 2 Co., Ltd. :
The Chairman informed that existing shareholders provided the notice for the sale of Mr. Ryoma Mitani 8,000 (Eight Thousand) ordinary shares of Tk. 100 each. But existing shareholders were not interested in purchasing this offering.
The meeting Chairman also informed the Board that, the existing shareholders of the Company expressed their inability to purchase a total of 8,000 shares through letters. They have also issued written consent “no objection” regarding offering of these 8,000 numbers of ordinary shares to the outsider.
KEN 2 Co., Ltd. (Representated by Mr. Hiromi Mitani) outsider of the Company has expressed their interest in purchasing these shares i.e., 8,000 ordinary shares of Tk. 100 each as follows:
Thus, the acceptance of the right share position stands as under:
SL. No.
Name
No. of Shares of Tk. 100 each
Amount (TK.)
1.
KEN 2 Co., Ltd.
Representated by Mr. Hiromi Mitani
8,000
8,00,000.00
Total
8,000
8,00,000.00
Mr. Ryoma Mitani, 8,000 (Eight Thousand) ordinary shares to KEN 2 Co., Ltd. (Represented by Mr. Mr. Hiromi Mitani) an outsider of the Company, and KEN 2 Co., Ltd. agrees to buy the said 8,000 (Eight Thousand) shares from the said transferors on consideration of the face value of the said shares.
After the discussion, the Board of Directors approved the transfer of 8,000 ordinary shares of Tk. 100 each by sale to KEN 2 Co., Ltd an outsider of the Company and it was resolved as under:
“RESOLVED THAT; Transfer of 8,000 ordinary shares each from Mr. Ryoma Mitani 8,000 (Eight Thousand)shares to KEN 2 Co., Ltd. (Represented by Mr. Hiromi Mitani) by way of purchase is hereby approved and accepted.”
Details regarding the shares transferred are shown below:
Sl. No.
Name of Transferor
Name of Transferee
No. of Shares Transferred
Distinctive
No.
Face value of each share
Total value of shares
01.
Mr. Ryoma Mitani
KEN 2 Co., Ltd. (Represented by Mr. Hiromi Mitani)
8000
1- 8000
100/-
8,00,000/-
Total :
8000
Shares
Taka 8,00,000/-
The Board of Directors requested the Transferors and Transferee to complete all the formalities, including completing the Instruments of Share Transfer in Form No. -117 and Affidavits, so that necessary action may be taken by the Company to register the transfer of shares and modify the shareholding position.
Agenda- No-03: To discuss the appointment of Mr. Hiromi Mitani (Representative of KEN 2 Co., Ltd.) as the Director of K2 LOGISTICS BANGLADESH LTD.
The Chairman informed the Board that, KEN 2 Co., Ltd. has appointed Mr. Hiromi Mitani as the nominee Director and proposed to appoint him as the Director of K2 LOGISTICS BANGLADESH LTD.
The board discussed the matter thoroughly, and finally, it was resolved unanimously:
“RESOLVED THAT; Mr. Hiromi Mitani has been appointed as Nominee Director of KEN 2 Co., Ltd. as well as Director of K2 LOGISTICS BANGLADESH LTD., and it has been accepted and approved.”
Agenda No- 04: Any other matters with the permission of the Chair:
Since there was no other matter for discussion, the meeting ended with a vote of thanks to the chair.
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_____________
Kenji Mitani
Chairman
K2 LOGISTICS BANGLADESH LTD.