UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K
                                    --------

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


       Date of Report (Date of earliest event reported): February 23, 2005

                        Bangla Property Management, Inc.
                 -----------------------------------------------
                 (Exact name of registrant specified in charter)


        Colorado                      333-105903                 84-1595829
--------------------------------------------------------------------------------
(State of Incorporation)       (Commission File Number)         (IRS Employer
                                                             Identification No.)

            3540 Albert Street, Regina, Saskatchewan, Canada, S4S 3P5
            ---------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                          CSC Corporate Service Company
                              1275 - 1560 Broadway
                                Denver, CO 80202
                                Tel: 303-860-7052
            ---------------------------------------------------------
           (Name, address and telephone number for Agent for Service)



                                  306-586-6643
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)











                                        1
<PAGE>






ITEM 1.01  Entry into a Material Definitive Contract
----------------------------------------------------

Set forth below is certain  information  concerning  the principal  terms of the
Merger and the business of the Registrant and Wollaston.

Principal Terms of the Merger
-----------------------------

At the Effective Time of the Merger (as defined in the Merger Agreement), Merger
Sub will be merged  with and into the  Registrant.  The  separate  existence  of
Merger Sub will cease and Wollaston will become a wholly owned subsidiary of the
Registrant.  The  Certificate  of  Incorporation  of the  Registrant  in  effect
immediately  prior to the Effective Time of the Merger will be amended to change
the name of the Registrant to China Properties  Developments,  Inc. The officers
and  directors  of the  Registrant  at the  Effective  Time of the Merger  shall
resign,  and  Ping'an  Wu will be Chief  Executive  Officer  of the  Registrant.
Ping'an Wu shall also be elected as the Chairman of its Board of  Directors  and
the new  officers  shall be  Ping'an  Wu as the Chief  Executive  Officer,  Shuo
(Steven)  Lou as  the  Chief  Financial  Officer,  Yingming  Wang  as the  Chief
Operation Officer,  and Xingguo Wang and Mengzhou LI as the Independent Director
of the Registrant.

The Wollaston  stockholders  will have  exchanged all of the shares of Wollaston
for 22,675,000 shares of Registrant's common stock.


Description of the Registrant
-----------------------------

The  Registrant is a Colorado  corporation  incorporated  on June 15, 2001.  The
principal  business of the Registrant  prior to the Effective Time of the Merger
was real estate property management.

An objective of the Registrant  became the  acquisition of an operating  company
with experienced  management and the potential for profitable growth in exchange
for its securities.  Prior to the Effective Time, Shawn Erickson, Mark Christian
and Eddy Granados were directors of the Registrant.

The shares of common  stock of the  Registrant  are  traded on the OTC  Bulletin
Board under the symbol "BGLA".

Following the Merger,  stockholders  of Wollaston  will be  stockholders  of the
Registrant.  Upon  consummation  of the Merger,  Wollaston shall become a wholly
owned subsidiary of the Registrant.


Description of Wollaston and Jiahui
-----------------------------------

Wollaston Industrial Limited ("Wollaston") was incorporated on April 21, 2004 in
British Virgin Islands under the  International  Business  Companies Act. It has
two  directors,  Mr.  Ping'an Wu and Mr.  Shuo Lou.  Its  authorized  capital is
US$50,000  divided  into  50,000  shares of US$1.00  par value with one vote per
share.

Wollaston  owns 90.28% of its  subsidiary,  Xi'an  Jialing  Real Estate Co. Ltd.
formed  under the Company  Law of the  People's  Republic  of China  ("Jiahui").
Jiahui is a  sino-foreign  joint venture  company formed on December 17, 1996 by
Xi'an  Xiangrui  Real Estate Co. Ltd  ("Xiangrui")  and American JHL  Industrial
Limited ("JHL") in Xi'an,  China.  Jiahui's  registered capital was initially 14
million RMB yuan  (approximately US$ 1.7 million).  JHL contributed 87.5% of the
registered  capital and Xiangrui  contributed  12.5% of the  registered  capital
initially.  Jiahui has been  engaging  in real  estate  development  and related
services in China.  In 1998,  JHL invested an additional US$ 500,000 to complete
the construction of Jiahui Tower in Xi'an.  Jiahui currently has four directors,
Yingming Wang, Chuanhua Feng, Ping'an Wu and Rong Wu

Audited  financial  statements for Jiahui for fiscal year 2002-2003 are provided
below as Item 9.01. Audited  consolidated  financial  statements for fiscal year
2003-2004  will  be  provided  within  the  required  time  under  the  relevant
securities laws.



                                        2
<PAGE>






Growth Strategy
---------------

Jiahui  is  mainly  involved  in the  up-scale  realty  market  development  and
management of office  buildings,  commercial  estate,  and high-end  residential
buildings in Xi'an, Shaanxi Province, China. It is located in the second largest
commercial  center of Xi'an- the Xiaozhai  Area. It has developed  Jiahui Office
Building, Oufengyuan Office Building, and Jixiang Garden Residential Project. It
is currently developing Yanming Soho Office Building. It is anticipated that the
reversed merger will enhance Jiahui's business.

Risk Factors
------------

The actual  results of the  combined  company may differ  materially  from those
anticipated   in  these   forward-looking   statements.   The   Registrant   and
Wollaston/JIAHUI will operate as a combined company in a market environment that
is difficult to predict and that involves  significant risks and  uncertainties,
many of which will be beyond the combined  company's  control.  Additional risks
and uncertainties not presently known to us, or that are not currently  believed
to be  important  to you, if they  materialize,  also may  adversely  affect the
combined company.


Risks Related To Wollaston/Jiahui
---------------------------------

The Registrant cannot predict  Wollaston/JIAHUI's  future capital needs, and may
--------------------------------------------------------------------------------
not be able to secure additional financing.
-------------------------------------------

The  Registrant  will  need to  raise  additional  funds in the  future  to fund
Wollaston/JIAHUI's  operations,  to expand its markets and product offerings, to
respond to competitive  pressures or perceived  opportunities.  We cannot assure
you that additional  financing will be available on favorable  terms, or at all.
This could adversely affect the operation results of Wollaston/JIAHUI.

Dependence on Key Employees
---------------------------

Wollaston/JIAHUI's success to date has been, and its continuing success will be,
substantially  dependent on the continued services of its executive officers and
other key personnel,  who generally have extensive experience in the aquaculture
industry and have been employed by us for substantial  periods of time. The loss
of the services of any key employees,  or Wollaston/JIAHUI's  failure to attract
and retain other qualified and experienced  personnel on acceptable terms, could
have an adverse effect on its business and results of operations.


Risks Related To China's Real Estate Industry
---------------------------------------------

Dependence on natural resources and construction materials
----------------------------------------------------------

The major materials of the realty industry are land and construction  materials.
Land supply is strictly  controlled by the Chinese  government.  The  continuous
land  consumption by real estate industry will aggravate the difficulty for real
estate  developers to obtain land and possibly lead to  substantial  increase of
land price, which will in turn increase the developing cost.  Although the costs
of some  construction  materials have declined in recent years, the price of new
materials due to the implementation of the environmental law may still increase.
The dependence on land and construction materials makes the operation results of
Jiahui unpredictable.

Financing risk
--------------

The real estate  developers  typically  receive  financing  through two sources:
equity  (including  unearned  income for commercial  housing  pre-sale) and bank
borrowing,  which is the major funding channel. Pre-sale is a common practice in
China where real estate developers sell the houses and receive income before the
houses are built. In the event that the economic  situation changes in China and
the  industry  policy and the banks' loan policy are  adjusted  ccordingly,  the
pre-sale will not go smoothly and the company may be exposed to financing risks.



                                        3
<PAGE>






Product structure risk
----------------------

The major products  developed by Jiahui in recent years are quality  residential
and office buildings located mainly in the central district of Xi'an. The target
clients are high income city  dwellers.  Due to the change of the real  property
market  structure in the city, the client group has gradually  shifted from high
income class to medium income  white-collars,  so the client's requirements also
changed  accordingly  and they are more sensitive to price.  Jiahui will have to
adjust its  development  strategy and its continued  success  depends to a large
extent on the successful implementation of new strategies.

Insufficient Reserve to Counterbalance Operation Risks
------------------------------------------------------

Jiahui's  revenus from real estate  development  accounts for 70% or more of its
gross income which is not sufficient to balance its operation risks.

Product Liability Risks
-----------------------

Liability  could arise from claims by  residents in the  buildings  developed by
Jiahui if there is any defect in the buildings or accidents. To date, Jiahui has
not experienced any problems associated with claims by residents and purchasers.
Although Jiahui carries the conventional insurance coverage for liabilities,  no
assurance  can be given that it will be adequate  to protect  Jiahui or that the
insurance coverage will continue to be available to Jiahui on reasonable terms.

Investment decision risk
------------------------

Jiahui makes small but diversified investments in estate management, bookstores,
construction  material trading, and entertainment,  etc. Risks inherent in these
industries may also have a material adverse impact on Jiahui's business.

Provide guarantee risk for underwriters' mortgage loan
------------------------------------------------------

In China the down payment for a residential  apartment or house is usually about
30% of the total price.  The  underwriter  will apply for  mortgage  loan to the
bank,  and the developer  will provide  guarantee for the mortgage  loan. If the
underwriter  defaults on repaying  the  mortgage  loan,  the  developer  will be
responsible for repaying loan.  Reliance on the underwriters'  credit may have a
material adverse affect on Jiahui's business.


Risks Related to Chinese Government Regulations
-----------------------------------------------

Government Involvement.
-----------------------

Presently,  the real estate Industry has become one of the leading industries of
China's  national  economy,  but in order to ensure  smooth  development  of the
economy,  Chinese  government  may,  from  time to time,  perform  macro-control
through bank loan and  interest  rates.  China has also begun to increase  entry
barriers for new comers of the real estate  industry,  including  requiring full
cash payment for land purchases,  and enhancing the requirements for pre-sale of
residential  buildings.  All these measures will increase  capital needs for the
real estate developers.

Policy Risks
------------

China's financial policy for real estate enterprises,  especially the changes of
realty project financing and mortgage policy, may affect the company's operation
as well. Being affected by national property Industry policy,  mortgage interest
rate may go up in the  future,  which may  increase  cash  payment  quantity  of
clients with medium and above  income,  therefore  the effect to total number of
clients  will  follow,  and the market  capacity of the whole  property  will be
reduced.  Meanwhile, the increasing  standardization of property mortgage policy
delays the owner's  settlement  speed,  and the decreased speed of bank mortgage
has affected the company's  cash flow of the real estate  project,  resulting in
increase of the project's investment.



                                        4
<PAGE>






Land Use Risks
--------------

China's  restrictions  of land used for  construction,  such as the  payment  of
increment  tax on land value,  the  restrictions  on the  construction  purpose,
requirement  of  municipal  construction,  changes  of  compensation  policy for
removal etc. will affect development cost of the estate development project, and
the development and plan of the project,  accordingly  will affect the operation
of the company and the ability of making profit.

Forward sale risk
-----------------

Forward  sale is a very common  practice  for real estate  developers  in China.
Developers  usually sell the real estate before the  construction  is completed.
The forward sale is a very  important  way to recollect the capital and to lower
the max  accumulative  capital  needs and that is also  helpful  to  develop  in
rolling  phases.  But the  potential  risk is subject to the  completion  of the
project as promised in forward sales.


Risks Related to China Property Developments Industry
-----------------------------------------------------

Risks of Market Irregularity
----------------------------

Although  realty business is much higher in level of the market  principle,  the
company may engage in interregional  estate  development  business in future. In
terms of whole  Industry of the country,  realty  business is still at the early
stage of the development and there are many respects that needs standardization,
such as design organization,  construction contractor, professional construction
company,  supervision  institution,  material supplier,  financial  institution,
intermediary organ, and realty management  company.  All these unavoidably bring
potential risks to the operation of the company.

Risks Relating to Land-Use Right
--------------------------------

In the cause of real estate  project  development,  if the  company  changes the
prior  use of  land  to do  relevant  project  development,  it has to  file  an
application to the relative governmental authority and get approval and may have
to pay more fees on land use. Moreover,  because of the intensive administration
to land used for building, the government imposes unused land tax on vacant land
which exceed rated date while  undeveloped,  or withdraws the use of vacant land
without compensation, which all will cause loss to the investor.

Changes required by national environmental protection or heating policy
-----------------------------------------------------------------------

If the relative  governmental  authority requires the land developers use new or
more  energy-conserving  material  or new  technology,  the  cost  of  company's
products certainly will be increased,  and the purchasing power of consumer will
be affected and will in turn affect the company's revenue.

Foreign Currency Translation Risk
---------------------------------

The Company's Chinese  operation will maintain its books and accounting  records
in Renminbi  ("RMB"),  the PRC's  currency.  Translation  of amounts from RMB in
United  States  dollars  ("US$)  is being  made  currently  at a single  rate of
exchange of approximately  US$1.00:RMB8.27.  No representation  can be made that
RMB amounts  will be  converted  into US Dollars at that rate in the future.  On
January 1, 1994,  the PRC  government  introduced  a single  rate of exchange as
quoted daily by the People's Bank of China (the "unified  Exchange  Rate").  The
quotation of the  exchange  rates does not imply free  convertibility  of RMB to
other foreign  currencies.  All foreign exchange  transactions  continue to take
place either through the Bank of China or other banks authorized to buy and sell
foreign  currencies at the exchange  rates quoted by the People's Bank of China.
Approval of foreign currency payments by the Bank of China or other institutions
requires   submitting  a  payment  application  form  together  with  supplier's
invoices, shipping documents and signed contracts.



                                        5
<PAGE>






Risks regarding Investment in the Registrant's Common Stock
-----------------------------------------------------------

There is no assurance of an established public trading market.
--------------------------------------------------------------

Although the  Registrant's  common stock  trades on the OTC  Bulletin  Board,  a
regular  trading  market for the  securities may not be sustained in the future.
The NASD has enacted  recent  changes that limit  quotations on the OTC Bulletin
Board to  securities of issuers that are current in their reports filed with the
Securities  and Exchange  Commission.  The effect on the OTC  Bulletin  Board of
these rule changes and other proposed changes cannot be determined at this time.
The OTC Bulletin Board is an inter-dealer, Over-The-Counter market that provides
significantly  less liquidity than the NASD's  automated  quotation  system (the
"NASDAQ Stock Market"). Quotes for stocks included on the OTC Bulletin Board are
not listed in the  financial  sections of newspapers as are those for the NASDAQ
Stock Market. Therefore, prices for securities traded solely on the OTC Bulletin
Board may be  difficult  to obtain and holders of common  stock may be unable to
resell  their  securities  at or near their  original  offering  price or at any
price.  Market prices for the Registrant's  common stock will be influenced by a
number of factors, including:

     o    the issuance of new equity  securities  pursuant to this, or a future,
          offering;
     o    changes in interest rates;
     o    competitive developments, including announcements by
          o    competitors of new products or services or significant
          o    contracts, acquisitions, strategic partnerships, joint
          o    ventures or capital commitments;
     o    variations in quarterly operating results;
     o    change in financial estimates by securities analysts;
     o    the depth and liquidity of the market for Registrant's common stock;
     o    investor  perceptions of our company and the  technologies  industries
          generally; and
     o    general economic and other national conditions.

The Registrant's common stock could be considered a "penny stock."
------------------------------------------------------------------

The  Registrant's  common stock could be  considered to be a "penny stock" if it
meets one or more of the  definitions  in Rules 15g-2 through 15g-6  promulgated
under Section 15(g) of the  Securities  Exchange Act of 1934, as amended.  These
include but are not limited to the  following:  (i) the stock  trades at a price
less than $5.00 per  share;  (ii) it is NOT  traded on a  "recognized"  national
exchange;  (iii) it is NOT quoted on the NASDAQ Stock Market, or even if so, has
a price  less than  $5.00  per  share;  or (iv) is issued by a company  with net
tangible  assets less than $2.0  million,  if in business more than a continuous
three  years,  or with  average  revenues of less than $6.0 million for the past
three years.  The principal result or effect of being designated a "penny stock"
is that securities  broker-dealers  cannot recommend the stock but must trade in
it on an unsolicited basis.

Broker-dealer requirements may affect trading and liquidity.
------------------------------------------------------------

Section 15(g) of the Securities Exchange Act of 1934, as amended, and Rule 15g-2
promulgated thereunder by the SEC require broker-dealers dealing in penny stocks
to provide  potential  investors  with a document  disclosing the risks of penny
stocks and to obtain a manually signed and dated written receipt of the document
before effecting any transaction in a penny stock for the investor's account.

Potential  investors  in the  Registrant's  common stock are urged to obtain and
read such disclosure  carefully before  purchasing any shares that are deemed to
be "penny stock." Moreover,  Rule 15g-9 requires  broker-dealers in penny stocks
to approve the account of any investor for  transactions  in such stocks  before
selling  any  penny  stock  to  that  investor.   This  procedure  requires  the
broker-dealer to (i) obtain from the investor information  concerning his or her
financial  situation,  investment  experience  and investment  objectives;  (ii)
reasonably  determine,  based on that  information,  that  transactions in penny
stocks are  suitable  for the  investor  and that the  investor  has  sufficient
knowledge and experience as to be reasonably  capable of evaluating the risks of
penny stock  transactions;  (iii) provide the investor with a written  statement
setting forth the basis on which the  broker-dealer  made the  determination  in



                                        6
<PAGE>






(ii) above;  and (iv) receive a signed and dated copy of such statement from the
investor,  confirming  that it  accurately  reflects  the  investor's  financial
situation,  investment  experience and investment  objectives.  Compliance  with
these  requirements  may make it more difficult for holders of the  Registrant's
common stock to resell their shares to third parties or to otherwise  dispose of
them in the market or otherwise.

Special note regarding forward-looking statements.
--------------------------------------------------

Some of the statements under "Risk Factors" and elsewhere in this Current Report
on Form 8-K constitute  forward-looking  statements.  These  statements  involve
known and unknown  risks,  uncertainties  and other  factors  that may cause our
actual results, levels of activity, performance or achievements to be materially
different  from  any  future  results,  levels  of  activity,   performance,  or
achievements expressed or implied by such forward-looking statements.

In some cases, you can identify  forward-looking  statements by terminology such
as  "may,"   "will,"   "should,"   "could,"   "expects,"   "plans,"   "intends,"
"anticipates," "believes," "estimates," "predicts," "potential" or "continue" or
the negative of such terms or other comparable terminology.

Although  the  Registrant  believe  that  the  expectations   reflected  in  the
forward-looking  statements are reasonable,  it cannot guarantee future results,
levels  of  activity,  performance,  or  achievements.   Moreover,  neither  the
Registrant  nor any other  person  assumes  responsibility  for the accuracy and
completeness of such  statements.  The Registrant is under no duty to update any
of the forward-looking statements after the date of this report.


Management of the Registrant after the Effective Date of the Merger
-------------------------------------------------------------------

Directors and Executive Officers
--------------------------------

In connection with the Merger, Ping'an Wu shall become a Director and President,
Shuo Lou  shall  become  Chief  Financial  Officer,  Yingming  Wang as the Chief
Operation  Officer,  and Xingguo  Wang and  Mengzhou Li shall be an  independent
director.

The following table sets forth the name and position of each of the Registrant's
directors and executive  officers  immediately  after the Effective  Date of the
Merger.

Name                                         Position
----                                         --------
Ping'an Wu                                   Chairman of its Board of Directors,
                                             Chief Executive Officer
Shuo Lou                                     Chief Financial Officer
Yingming Wang                                Chief Operation Officer
Xingguo Wang                                 Independent Director
Shawn Erickson                               Director
Mengzhou Li                                  Independent Director


Business Experience
-------------------

PINGAN WU, Chairman and CEO
---------------------------

Mr.  Pingan Wu was born in January,  1958 in Shaanxi  Province of China.  He was
granted the  certificate  of  Cetified  Economist  in 1993.  He was a manager at
Chunlin No. 5 Brick Factory in Xi'an from 1984-1987. He was the founder of Xi'an
Qi An Advanced  Ceramic  Ornament  Materials  Co.,  Ltd., a ceramic  factory and
served as the CEO from 1987-1990. He founded Xi'an Qi An Group Company in Xi'an,
China and serviced as the CEO from  1990-1997.  He founded Jiahui in 1997and has
been the Chairman of Jiahui through present.  Mr. Wu is a Certified Economist in
China.



                                        7
<PAGE>






SHUO (STEVEN) LOU, Chief Financial Officer
------------------------------------------

Mr. Shuo Lou was born in October,  1961 in  Hangzhou,  China and is  currently a
citizen of the United States.  He received an M.B.A.  in management  information
system option from North Carolina State University,  North Carolina,  USA and an
M.A. in Economic and Statistics from Xiamen University,  Xiamen,  China. He also
received a Bachelor  of  Science  degree in  mathematics  from  Zhejiang  Normal
University.  He worked as a  financial  analyst at the Bank of China's  Hangzhou
Branch from 1983-1984. He then worked as a financial analyst at the Central Bank
of  China's  Hangzhou  Branch  from  1984-1985.  He taught  business  classes at
Hangzhou University,  School of Business and Economics from 1988-1990. He was an
executive at Shuka Industrial,  Inc. in New Jersey from 1994-1996.  He worked at
Wachovia  Securities,  Inc.  (f.k.a.  Prudential  Securities,  Inc.) in Seattle,
Washington,  as a financial  advisor & quantum portfolio manager from 1997-2004.
He has been the CFO of Jiahui from 2004 through present.

YINGMING WANG, Chief Operation Officer
--------------------------------------

Mr. Yingming Wang was born in July,  1963 in Gansu Province,  China. He received
an LL.B.  from  Northwest  University,  School of  Political  Science and Law in
Xi'an, China. He then worked at the same university as an instructor in law from
1987 to 1993.  He worked  with  Shaanxi  Province  Legal  Department  as a legal
counsel  from 1993 to 1997.  He has been the  General  Manager  of  Jiahui  from
November 1997 through present.

XINGGUO WANG, Director
----------------------

Mr. Xingguo Wang was born in Febrary 1965 in Shandong, China and he is currently
a US  citizen.  He  received an M.A.  in  International  Economics  from Nan Kai
University,  Tianjin,  China.  He worked at Zhejiang  Securities  Co.,  Ltd as a
deputy general manager of the investment banking  department from 1992-1994.  He
worked  with  Ameda C.G Inc as a  vice-president  from 1994 to 1996.  He was the
President of Great Ocean  International  Ltd from 1996 to 2000.  He was the Vice
President of Waitex International Ltd from 2000-2002.  He was the Vice President
of Bright Orient (Holding) Ltd. from July 2003 through present.

MENGZHOU LI, Independent Director
---------------------------------

Mr. Mengzhou Li was born in October, 1964 in Henan Province,  China. He attended
a Flight Institute in China and received an Associate's  Degree. He worked as an
officer at the Shaanxi  Branch of the People's  Bank of China from 1987 to 1992.
He was a Department  Manager of Shaanxi Securities Co. from 1992 to 1999. He was
the Branch General  Manager of Western  Securities Co. from 1999 to 2002. He was
the Department Manager of Shanghai Fucheng Securities Co., from 2002 to 2004. He
has been the Deputy  General  Manager of Shaanxi  Baiyu  Group Co. from May 2004
till November 2004.

Related Party Transactions
--------------------------

Wollaston Co., Ltd, a British Virgin Islands limited liability  corporation,  as
the parent and management  company owns 90.28% of Jiahui.  Mr. Ping'an Wu owns a
27.12%  interest  in  Wollaston,  and will own a  proportionate  interest in the
Registrant post-merger.  Mr. Shuo Lou owns a 2.7% interest in Wollaston and will
own a proportionate  interest in the Registrant  post-merger.  Mr. Yingming Wang
owns a 2.7% interest in Wollaston,  and will own a proportionate interest in the
Registrant  post-merger.  Mr. Xingguo Wang owns a 2% interest in Wollaston,  and
will own a proportionate interest in the Registrant post-merger.


ITEM 5.01.  Change in Control of Registrant.
--------------------------------------------

On February 23, 2005, Bangla Property  Management,  Inc., a Colorado corporation
(the "Registrant"),  China Property  Investments,  Inc., a Colorado  corporation
("Merger Sub"), and Wollaston Industrial Limited, ("Wollaston") a British Virgin
Islands  ("BVI")limited  liability  corporation,  as the parent  and  management
company of Xi'an  Jialing  Real Estate Co. Ltd.  formed under the Company Law of
the People's Republic of China  ("Jiahui"),  both  privately-held  corporations,
entered into an Agreement and Plan of Merger (the "Agreement") pursuant to which
the Registrant,  through its wholly-owned  subsidiary,  Merger Sub, will acquire
Wollaston,  and its 90.28%  ownership in its  subsidiary  JIAHUI in exchange for



                                        8
<PAGE>






22,675,000 shares of Registrant's  common stock (the "Merger").  Under the terms
of the  Agreement,  Wollaston  will remain a subsidiary of the  Registrant.  The
transaction  contemplated  by  the  Agreement  is  intended  to be a  "tax-free"
reorganization pursuant to the provisions of Section 351 and 368(a)(1)(A) of the
Internal Revenue Code of 1986, as amended.

The  stockholders of Wollaston,  as of the closing date of the Merger,  will own
approximately  75.6% of the  Registrant's  common  stock  outstanding  as of the
closing date (excluding any additional shares issuable upon outstanding options,
warrants and other securities convertible into common stock).

Under Colorado law, the  Registrant  needs the approval of its  stockholders  to
consummate  the  Merger,  as the number of shares to be issued  pursuant  to the
Merger  exceeds  20% of the  outstanding  prior  to  entering  into  the  Merger
Agreement. A meeting of the Registrant's shareholders has been called to be held
on March 25, 2005.

For accounting  purposes,  this transaction was being accounted for as a reverse
merger,  since the  stockholders  of Wollaston  own a majority of the issued and
outstanding  shares of common stock of the  Registrant,  and the  directors  and
executive  officers of Wollaston became the directors and executive  officers of
the Registrant.

Upon the  effective  time of the Merger,  all officers and the  directors of the
Parent other than director Shawn Erickson shall have resigned and the Registrant
shall have taken all action to cause Ping'an Wu to be elected as the Chairman of
its Board of Directors and its officers to consist of the following:  Ping'an Wu
as the  Chief  Executive  Officer,  Shuo  (Steven)  Lou as the  Chief  Financial
Officer,  Yingming  Wang as the Chief  Operation  Officer,  and Xingguo Wang and
Mengzhou LI as the Independent Director of the Parent.


Securities Ownership of Management and Certain Beneficial Owners
----------------------------------------------------------------

The following table shows the  stockholdings of the current officer and director
and  all  the  proposed  directors  and  executive  officers  of the  Registrant
following the effective time of the Merger,  principal  stockholders  who own or
will own  beneficially  more than five  percent of the  Registrant's  issued and
outstanding  common stock, and all directors and officers of the Registrant as a
group as of February  23,  2005,  after  giving  effect to the Merger,  based on
30,000,000 shares outstanding at the effective time of the Merger.

<TABLE>
<CAPTION>
Title     Name and Address                               Amount of shares    Percent
of        of Beneficial                                  held by             of
Class     Owner of Shares            Position            Owner               Class(1)
--------------------------------------------------------------------------------------
<S>       <C>                        <C>                 <C>                 <C>
common    Shawn Erickson,            President, CEO,              0             0.0%
          3540 Albert St.            CFO and Director
          Regina, Saskatchewan
          Canada, S4S 3P5

          Ping'an Wu                 Chairman, CEO*       7,322,400           27.12%
          No. 119
          Chunlin Village
          Qujiang Xiang
          Yanta District
          Xi'an, Shaanxi, China

          Shuo Lou                   CFO*                   810,000             2.7%
          1120 Spring St. #
          14033
          Seattle, WA, 98104



                                        9
<PAGE>






          Yingming Wang              COO*                   810,000             2.7%
          Chang'an
          South Road 9-2-3-2
          Yanta District
          Xi'an, Shaanxi, China

          Xingguo Wang               Independent          1,080,000               2%
          18 #2A Yanlord Garden      Director*
          Shangcheng Road
          Pudong, Shanghai, China

          Mengzhou LI                Independent                  0             0.0%
          233 Jiefang Road           Director*
          Xinchen district,
          Xian, China

          Shuzhen Yang               >5% Holder*          9,450,000            31.5%
          Chang'an
          South Road 439
          Oufeng Garden
          Xi'an, Shannxi, China

          Lin Wu                     >5% Holder*          2,700,000             9.0%
          Chang'an
          South Road 439
          Oufeng Garden
          Xi'an, Shannxi, China

All Current and Future Executive
Officers as a Group (6 persons)                          10,022,400             33.4

<FN>
*At the Effective Time of the Merger.

(1) The  percentages  listed in the  Percent  of Class  column  are  based  upon
30,000,000 issued and outstanding shares of Common Stock.
</FN>
</TABLE>


ITEM 8.01  Other Events: Change in Fiscal Year.
-----------------------------------------------

Based on the Plan of Merger with Wollaston, the Board of Directors determined to
change  the  Registrant's  fiscal  year end from  March 31 to  December  31. The
Registrant  will file on Form 10-K the report covering the period March 31, 2004
to December 31, 2004.


ITEM 9.01  Exhibits
-------------------

10.1    Agreement and Plan of Merger
99.1    Audited Financial Statements 2003

     (a)  Financial Statements of the Business Acquired:

Audited  Financial  Statements  and notes to the  Financial  Statements of Xi'an
Jiahui Real Estate Ltd. for the Year ended December 31, 2003 and 2002.

Unaudited Financial  Statements and notes to financial statement of Xi'an Jiahui
Real Estate Ltd. for the nine months ended September 30, 2004 and 2003.



                                       10
<PAGE>






     (b)  Pro Forma Financial Information.

Pro-forma  information is not provided because under the merger  agreement,  the
acquired company has no continuing  operations,  and the pro-forma  presentation
would be identical to the financial statements of the acquiring company.


                                   SIGNATURES
                                   ----------

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                                Bangla Property Management, Inc.
                                                --------------------------------


                                                By: /s/ Shawn Erickson
                                                    ----------------------------
                                                    Name:  Shawn Erickson
                                                    Title: President & CEO

Dated:  February 25, 2005






































                                       11
[{"type": "8-K", "sequence": "1", "filename": "bangla8k022505.txt", "description": "BANGLA PROPERTY MGMT. 8K, 02.23.05", "secsgml_size_bytes": 37874}]
{"company-data": {"conformed-name": "BANGLA PROPERTY MANAGEMENT INC", "cik": "0001174741", "assigned-sic": "6531", "irs-number": "841595829", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-50637", "film-number": "05641934"}, "business-address": {"street1": "280 NELSON STREET", "street2": "SUITE 448", "city": "VANCOUVER", "state": "A1", "zip": "V6B 2E2", "phone": "(408) 640-8918"}, "mail-address": {"street1": "280 NELSON STREET", "street2": "SUITE 448", "city": "VANCOUVER", "state": "A1", "zip": "V6B 2E2"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K
                                    --------

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): February 23, 2005

                        Bangla Property Management, Inc.
                 -----------------------------------------------
                 (Exact name of registrant specified in charter)

        Colorado                      333-105903                 84-1595829
--------------------------------------------------------------------------------
(State of Incorporation)       (Commission File Number)         (IRS Employer
                                                             Identification No.)

            3540 Albert Street, Regina, Saskatchewan, Canada, S4S 3P5
            ---------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                          CSC Corporate Service Company
                              1275 - 1560 Broadway
                                Denver, CO 80202
                                Tel: 303-860-7052
            ---------------------------------------------------------
           (Name, address and telephone number for Agent for Service)

                                  306-586-6643
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)

                                        1
ITEM 1.01  Entry into a Material Definitive Contract
----------------------------------------------------

Set forth below is certain  information  concerning  the principal  terms of the
Merger and the business of the Registrant and Wollaston.

Principal Terms of the Merger
-----------------------------

At the Effective Time of the Merger (as defined in the Merger Agreement), Merger
Sub will be merged  with and into the  Registrant.  The  separate  existence  of
Merger Sub will cease and Wollaston will become a wholly owned subsidiary of the
Registrant.  The  Certificate  of  Incorporation  of the  Registrant  in  effect
immediately  prior to the Effective Time of the Merger will be amended to change
the name of the Registrant to China Properties  Developments,  Inc. The officers
and  directors  of the  Registrant  at the  Effective  Time of the Merger  shall
resign,  and  Ping'an  Wu will be Chief  Executive  Officer  of the  Registrant.
Ping'an Wu shall also be elected as the Chairman of its Board of  Directors  and
the new  officers  shall be  Ping'an  Wu as the Chief  Executive  Officer,  Shuo
(Steven)  Lou as  the  Chief  Financial  Officer,  Yingming  Wang  as the  Chief
Operation Officer,  and Xingguo Wang and Mengzhou LI as the Independent Director
of the Registrant.

The Wollaston  stockholders  will have  exchanged all of the shares of Wollaston
for 22,675,000 shares of Registrant's common stock.

Description of the Registrant
-----------------------------

The  Registrant is a Colorado  corporation  incorporated  on June 15, 2001.  The
principal  business of the Registrant  prior to the Effective Time of the Merger
was real estate property management.

An objective of the Registrant  became the  acquisition of an operating  company
with experienced  management and the potential for profitable growth in exchange
for its securities.  Prior to the Effective Time, Shawn Erickson, Mark Christian
and Eddy Granados were directors of the Registrant.

The shares of common  stock of the  Registrant  are  traded on the OTC  Bulletin
Board under the symbol "BGLA".

Following the Merger,  stockholders  of Wollaston  will be  stockholders  of the
Registrant.  Upon  consummation  of the Merger,  Wollaston shall become a wholly
owned subsidiary of the Registrant.

Description of Wollaston and Jiahui
-----------------------------------

Wollaston Industrial Limited ("Wollaston") was incorporated on April 21, 2004 in
British Virgin Islands under the  International  Business  Companies Act. It has
two  directors,  Mr.  Ping'an Wu and Mr.  Shuo Lou.  Its  authorized  capital is
US$50,000  divided  into  50,000  shares of US$1.00  par value with one vote per
share.

Wollaston  owns 90.28% of its  subsidiary,  Xi'an  Jialing  Real Estate Co. Ltd.
formed  under the Company  Law of the  People's  Republic  of China  ("Jiahui").
Jiahui is a  sino-foreign  joint venture  company formed on December 17, 1996 by
Xi'an  Xiangrui  Real Estate Co. Ltd  ("Xiangrui")  and American JHL  Industrial
Limited ("JHL") in Xi'an,  China.  Jiahui's  registered capital was initially 14
million RMB yuan  (approximately US$ 1.7 million).  JHL contributed 87.5% of the
registered  capital and Xiangrui  contributed  12.5% of the  registered  capital
initially.  Jiahui has been  engaging  in real  estate  development  and related
services in China.  In 1998,  JHL invested an additional US$ 500,000 to complete
the construction of Jiahui Tower in Xi'an.  Jiahui currently has four directors,
Yingming Wang, Chuanhua Feng, Ping'an Wu and Rong Wu

Audited  financial  statements for Jiahui for fiscal year 2002-2003 are provided
below as Item 9.01. Audited  consolidated  financial  statements for fiscal year
2003-2004  will  be  provided  within  the  required  time  under  the  relevant
securities laws.

                                        2
Growth Strategy
---------------

Jiahui  is  mainly  involved  in the  up-scale  realty  market  development  and
management of office  buildings,  commercial  estate,  and high-end  residential
buildings in Xi'an, Shaanxi Province, China. It is located in the second largest
commercial  center of Xi'an- the Xiaozhai  Area. It has developed  Jiahui Office
Building, Oufengyuan Office Building, and Jixiang Garden Residential Project. It
is currently developing Yanming Soho Office Building. It is anticipated that the
reversed merger will enhance Jiahui's business.

Risk Factors
------------

The actual  results of the  combined  company may differ  materially  from those
anticipated   in  these   forward-looking   statements.   The   Registrant   and
Wollaston/JIAHUI will operate as a combined company in a market environment that
is difficult to predict and that involves  significant risks and  uncertainties,
many of which will be beyond the combined  company's  control.  Additional risks
and uncertainties not presently known to us, or that are not currently  believed
to be  important  to you, if they  materialize,  also may  adversely  affect the
combined company.

Risks Related To Wollaston/Jiahui
---------------------------------

The Registrant cannot predict  Wollaston/JIAHUI's  future capital needs, and may
--------------------------------------------------------------------------------
not be able to secure additional financing.
-------------------------------------------

The  Registrant  will  need to  raise  additional  funds in the  future  to fund
Wollaston/JIAHUI's  operations,  to expand its markets and product offerings, to
respond to competitive  pressures or perceived  opportunities.  We cannot assure
you that additional  financing will be available on favorable  terms, or at all.
This could adversely affect the operation results of Wollaston/JIAHUI.

Dependence on Key Employees
---------------------------

Wollaston/JIAHUI's success to date has been, and its continuing success will be,
substantially  dependent on the continued services of its executive officers and
other key personnel,  who generally have extensive experience in the aquaculture
industry and have been employed by us for substantial  periods of time. The loss
of the services of any key employees,  or Wollaston/JIAHUI's  failure to attract
and retain other qualified and experienced  personnel on acceptable terms, could
have an adverse effect on its business and results of operations.

Risks Related To China's Real Estate Industry
---------------------------------------------

Dependence on natural resources and construction materials
----------------------------------------------------------

The major materials of the realty industry are land and construction  materials.
Land supply is strictly  controlled by the Chinese  government.  The  continuous
land  consumption by real estate industry will aggravate the difficulty for real
estate  developers to obtain land and possibly lead to  substantial  increase of
land price, which will in turn increase the developing cost.  Although the costs
of some  construction  materials have declined in recent years, the price of new
materials due to the implementation of the environmental law may still increase.
The dependence on land and construction materials makes the operation results of
Jiahui unpredictable.

Financing risk
--------------

The real estate  developers  typically  receive  financing  through two sources:
equity  (including  unearned  income for commercial  housing  pre-sale) and bank
borrowing,  which is the major funding channel. Pre-sale is a common practice in
China where real estate developers sell the houses and receive income before the
houses are built. In the event that the economic  situation changes in China and
the  industry  policy and the banks' loan policy are  adjusted  ccordingly,  the
pre-sale will not go smoothly and the company may be exposed to financing risks.

                                        3
Product structure risk
----------------------

The major products  developed by Jiahui in recent years are quality  residential
and office buildings located mainly in the central district of Xi'an. The target
clients are high income city  dwellers.  Due to the change of the real  property
market  structure in the city, the client group has gradually  shifted from high
income class to medium income  white-collars,  so the client's requirements also
changed  accordingly  and they are more sensitive to price.  Jiahui will have to
adjust its  development  strategy and its continued  success  depends to a large
extent on the successful implementation of new strategies.

Insufficient Reserve to Counterbalance Operation Risks
------------------------------------------------------

Jiahui's  revenus from real estate  development  accounts for 70% or more of its
gross income which is not sufficient to balance its operation risks.

Product Liability Risks
-----------------------

Liability  could arise from claims by  residents in the  buildings  developed by
Jiahui if there is any defect in the buildings or accidents. To date, Jiahui has
not experienced any problems associated with claims by residents and purchasers.
Although Jiahui carries the conventional insurance coverage for liabilities,  no
assurance  can be given that it will be adequate  to protect  Jiahui or that the
insurance coverage will continue to be available to Jiahui on reasonable terms.

Investment decision risk
------------------------

Jiahui makes small but diversified investments in estate management, bookstores,
construction  material trading, and entertainment,  etc. Risks inherent in these
industries may also have a material adverse impact on Jiahui's business.

Provide guarantee risk for underwriters' mortgage loan
------------------------------------------------------

In China the down payment for a residential  apartment or house is usually about
30% of the total price.  The  underwriter  will apply for  mortgage  loan to the
bank,  and the developer  will provide  guarantee for the mortgage  loan. If the
underwriter  defaults on repaying  the  mortgage  loan,  the  developer  will be
responsible for repaying loan.  Reliance on the underwriters'  credit may have a
material adverse affect on Jiahui's business.

Risks Related to Chinese Government Regulations
-----------------------------------------------

Government Involvement.
-----------------------

Presently,  the real estate Industry has become one of the leading industries of
China's  national  economy,  but in order to ensure  smooth  development  of the
economy,  Chinese  government  may,  from  time to time,  perform  macro-control
through bank loan and  interest  rates.  China has also begun to increase  entry
barriers for new comers of the real estate  industry,  including  requiring full
cash payment for land purchases,  and enhancing the requirements for pre-sale of
residential  buildings.  All these measures will increase  capital needs for the
real estate developers.

Policy Risks
------------

China's financial policy for real estate enterprises,  especially the changes of
realty project financing and mortgage policy, may affect the company's operation
as well. Being affected by national property Industry policy,  mortgage interest
rate may go up in the  future,  which may  increase  cash  payment  quantity  of
clients with medium and above  income,  therefore  the effect to total number of
clients  will  follow,  and the market  capacity of the whole  property  will be
reduced.  Meanwhile, the increasing  standardization of property mortgage policy
delays the owner's  settlement  speed,  and the decreased speed of bank mortgage
has affected the company's  cash flow of the real estate  project,  resulting in
increase of the project's investment.

                                        4
Land Use Risks
--------------

China's  restrictions  of land used for  construction,  such as the  payment  of
increment  tax on land value,  the  restrictions  on the  construction  purpose,
requirement  of  municipal  construction,  changes  of  compensation  policy for
removal etc. will affect development cost of the estate development project, and
the development and plan of the project,  accordingly  will affect the operation
of the company and the ability of making profit.

Forward sale risk
-----------------

Forward  sale is a very common  practice  for real estate  developers  in China.
Developers  usually sell the real estate before the  construction  is completed.
The forward sale is a very  important  way to recollect the capital and to lower
the max  accumulative  capital  needs and that is also  helpful  to  develop  in
rolling  phases.  But the  potential  risk is subject to the  completion  of the
project as promised in forward sales.

Risks Related to China Property Developments Industry
-----------------------------------------------------

Risks of Market Irregularity
----------------------------

Although  realty business is much higher in level of the market  principle,  the
company may engage in interregional  estate  development  business in future. In
terms of whole  Industry of the country,  realty  business is still at the early
stage of the development and there are many respects that needs standardization,
such as design organization,  construction contractor, professional construction
company,  supervision  institution,  material supplier,  financial  institution,
intermediary organ, and realty management  company.  All these unavoidably bring
potential risks to the operation of the company.

Risks Relating to Land-Use Right
--------------------------------

In the cause of real estate  project  development,  if the  company  changes the
prior  use of  land  to do  relevant  project  development,  it has to  file  an
application to the relative governmental authority and get approval and may have
to pay more fees on land use. Moreover,  because of the intensive administration
to land used for building, the government imposes unused land tax on vacant land
which exceed rated date while  undeveloped,  or withdraws the use of vacant land
without compensation, which all will cause loss to the investor.

Changes required by national environmental protection or heating policy
-----------------------------------------------------------------------

If the relative  governmental  authority requires the land developers use new or
more  energy-conserving  material  or new  technology,  the  cost  of  company's
products certainly will be increased,  and the purchasing power of consumer will
be affected and will in turn affect the company's revenue.

Foreign Currency Translation Risk
---------------------------------

The Company's Chinese  operation will maintain its books and accounting  records
in Renminbi  ("RMB"),  the PRC's  currency.  Translation  of amounts from RMB in
United  States  dollars  ("US$)  is being  made  currently  at a single  rate of
exchange of approximately  US$1.00:RMB8.27.  No representation  can be made that
RMB amounts  will be  converted  into US Dollars at that rate in the future.  On
January 1, 1994,  the PRC  government  introduced  a single  rate of exchange as
quoted daily by the People's Bank of China (the "unified  Exchange  Rate").  The
quotation of the  exchange  rates does not imply free  convertibility  of RMB to
other foreign  currencies.  All foreign exchange  transactions  continue to take
place either through the Bank of China or other banks authorized to buy and sell
foreign  currencies at the exchange  rates quoted by the People's Bank of China.
Approval of foreign currency payments by the Bank of China or other institutions
requires   submitting  a  payment  application  form  together  with  supplier's
invoices, shipping documents and signed contracts.

                                        5
Risks regarding Investment in the Registrant's Common Stock
-----------------------------------------------------------

There is no assurance of an established public trading market.
--------------------------------------------------------------

Although the  Registrant's  common stock  trades on the OTC  Bulletin  Board,  a
regular  trading  market for the  securities may not be sustained in the future.
The NASD has enacted  recent  changes that limit  quotations on the OTC Bulletin
Board to  securities of issuers that are current in their reports filed with the
Securities  and Exchange  Commission.  The effect on the OTC  Bulletin  Board of
these rule changes and other proposed changes cannot be determined at this time.
The OTC Bulletin Board is an inter-dealer, Over-The-Counter market that provides
significantly  less liquidity than the NASD's  automated  quotation  system (the
"NASDAQ Stock Market"). Quotes for stocks included on the OTC Bulletin Board are
not listed in the  financial  sections of newspapers as are those for the NASDAQ
Stock Market. Therefore, prices for securities traded solely on the OTC Bulletin
Board may be  difficult  to obtain and holders of common  stock may be unable to
resell  their  securities  at or near their  original  offering  price or at any
price.  Market prices for the Registrant's  common stock will be influenced by a
number of factors, including:

     o    the issuance of new equity  securities  pursuant to this, or a future,
          offering;
     o    changes in interest rates;
     o    competitive developments, including announcements by
          o    competitors of new products or services or significant
          o    contracts, acquisitions, strategic partnerships, joint
          o    ventures or capital commitments;
     o    variations in quarterly operating results;
     o    change in financial estimates by securities analysts;
     o    the depth and liquidity of the market for Registrant's common stock;
     o    investor  perceptions of our company and the  technologies  industries
          generally; and
     o    general economic and other national conditions.

The Registrant's common stock could be considered a "penny stock."
------------------------------------------------------------------

The  Registrant's  common stock could be  considered to be a "penny stock" if it
meets one or more of the  definitions  in Rules 15g-2 through 15g-6  promulgated
under Section 15(g) of the  Securities  Exchange Act of 1934, as amended.  These
include but are not limited to the  following:  (i) the stock  trades at a price
less than $5.00 per  share;  (ii) it is NOT  traded on a  "recognized"  national
exchange;  (iii) it is NOT quoted on the NASDAQ Stock Market, or even if so, has
a price  less than  $5.00  per  share;  or (iv) is issued by a company  with net
tangible  assets less than $2.0  million,  if in business more than a continuous
three  years,  or with  average  revenues of less than $6.0 million for the past
three years.  The principal result or effect of being designated a "penny stock"
is that securities  broker-dealers  cannot recommend the stock but must trade in
it on an unsolicited basis.

Broker-dealer requirements may affect trading and liquidity.
------------------------------------------------------------

Section 15(g) of the Securities Exchange Act of 1934, as amended, and Rule 15g-2
promulgated thereunder by the SEC require broker-dealers dealing in penny stocks
to provide  potential  investors  with a document  disclosing the risks of penny
stocks and to obtain a manually signed and dated written receipt of the document
before effecting any transaction in a penny stock for the investor's account.

Potential  investors  in the  Registrant's  common stock are urged to obtain and
read such disclosure  carefully before  purchasing any shares that are deemed to
be "penny stock." Moreover,  Rule 15g-9 requires  broker-dealers in penny stocks
to approve the account of any investor for  transactions  in such stocks  before
selling  any  penny  stock  to  that  investor.   This  procedure  requires  the
broker-dealer to (i) obtain from the investor information  concerning his or her
financial  situation,  investment  experience  and investment  objectives;  (ii)
reasonably  determine,  based on that  information,  that  transactions in penny
stocks are  suitable  for the  investor  and that the  investor  has  sufficient
knowledge and experience as to be reasonably  capable of evaluating the risks of
penny stock  transactions;  (iii) provide the investor with a written  statement
setting forth the basis on which the  broker-dealer  made the  determination  in

                                        6
(ii) above;  and (iv) receive a signed and dated copy of such statement from the
investor,  confirming  that it  accurately  reflects  the  investor's  financial
situation,  investment  experience and investment  objectives.  Compliance  with
these  requirements  may make it more difficult for holders of the  Registrant's
common stock to resell their shares to third parties or to otherwise  dispose of
them in the market or otherwise.

Special note regarding forward-looking statements.
--------------------------------------------------

Some of the statements under "Risk Factors" and elsewhere in this Current Report
on Form 8-K constitute  forward-looking  statements.  These  statements  involve
known and unknown  risks,  uncertainties  and other  factors  that may cause our
actual results, levels of activity, performance or achievements to be materially
different  from  any  future  results,  levels  of  activity,   performance,  or
achievements expressed or implied by such forward-looking statements.

In some cases, you can identify  forward-looking  statements by terminology such
as  "may,"   "will,"   "should,"   "could,"   "expects,"   "plans,"   "intends,"
"anticipates," "believes," "estimates," "predicts," "potential" or "continue" or
the negative of such terms or other comparable terminology.

Although  the  Registrant  believe  that  the  expectations   reflected  in  the
forward-looking  statements are reasonable,  it cannot guarantee future results,
levels  of  activity,  performance,  or  achievements.   Moreover,  neither  the
Registrant  nor any other  person  assumes  responsibility  for the accuracy and
completeness of such  statements.  The Registrant is under no duty to update any
of the forward-looking statements after the date of this report.

Management of the Registrant after the Effective Date of the Merger
-------------------------------------------------------------------

Directors and Executive Officers
--------------------------------

In connection with the Merger, Ping'an Wu shall become a Director and President,
Shuo Lou  shall  become  Chief  Financial  Officer,  Yingming  Wang as the Chief
Operation  Officer,  and Xingguo  Wang and  Mengzhou Li shall be an  independent
director.

The following table sets forth the name and position of each of the Registrant's
directors and executive  officers  immediately  after the Effective  Date of the
Merger.

Name                                         Position
----                                         --------
Ping'an Wu                                   Chairman of its Board of Directors,
                                             Chief Executive Officer
Shuo Lou                                     Chief Financial Officer
Yingming Wang                                Chief Operation Officer
Xingguo Wang                                 Independent Director
Shawn Erickson                               Director
Mengzhou Li                                  Independent Director

Business Experience
-------------------

PINGAN WU, Chairman and CEO
---------------------------

Mr.  Pingan Wu was born in January,  1958 in Shaanxi  Province of China.  He was
granted the  certificate  of  Cetified  Economist  in 1993.  He was a manager at
Chunlin No. 5 Brick Factory in Xi'an from 1984-1987. He was the founder of Xi'an
Qi An Advanced  Ceramic  Ornament  Materials  Co.,  Ltd., a ceramic  factory and
served as the CEO from 1987-1990. He founded Xi'an Qi An Group Company in Xi'an,
China and serviced as the CEO from  1990-1997.  He founded Jiahui in 1997and has
been the Chairman of Jiahui through present.  Mr. Wu is a Certified Economist in
China.

                                        7
SHUO (STEVEN) LOU, Chief Financial Officer
------------------------------------------

Mr. Shuo Lou was born in October,  1961 in  Hangzhou,  China and is  currently a
citizen of the United States.  He received an M.B.A.  in management  information
system option from North Carolina State University,  North Carolina,  USA and an
M.A. in Economic and Statistics from Xiamen University,  Xiamen,  China. He also
received a Bachelor  of  Science  degree in  mathematics  from  Zhejiang  Normal
University.  He worked as a  financial  analyst at the Bank of China's  Hangzhou
Branch from 1983-1984. He then worked as a financial analyst at the Central Bank
of  China's  Hangzhou  Branch  from  1984-1985.  He taught  business  classes at
Hangzhou University,  School of Business and Economics from 1988-1990. He was an
executive at Shuka Industrial,  Inc. in New Jersey from 1994-1996.  He worked at
Wachovia  Securities,  Inc.  (f.k.a.  Prudential  Securities,  Inc.) in Seattle,
Washington,  as a financial  advisor & quantum portfolio manager from 1997-2004.
He has been the CFO of Jiahui from 2004 through present.

YINGMING WANG, Chief Operation Officer
--------------------------------------

Mr. Yingming Wang was born in July,  1963 in Gansu Province,  China. He received
an LL.B.  from  Northwest  University,  School of  Political  Science and Law in
Xi'an, China. He then worked at the same university as an instructor in law from
1987 to 1993.  He worked  with  Shaanxi  Province  Legal  Department  as a legal
counsel  from 1993 to 1997.  He has been the  General  Manager  of  Jiahui  from
November 1997 through present.

XINGGUO WANG, Director
----------------------

Mr. Xingguo Wang was born in Febrary 1965 in Shandong, China and he is currently
a US  citizen.  He  received an M.A.  in  International  Economics  from Nan Kai
University,  Tianjin,  China.  He worked at Zhejiang  Securities  Co.,  Ltd as a
deputy general manager of the investment banking  department from 1992-1994.  He
worked  with  Ameda C.G Inc as a  vice-president  from 1994 to 1996.  He was the
President of Great Ocean  International  Ltd from 1996 to 2000.  He was the Vice
President of Waitex International Ltd from 2000-2002.  He was the Vice President
of Bright Orient (Holding) Ltd. from July 2003 through present.

MENGZHOU LI, Independent Director
---------------------------------

Mr. Mengzhou Li was born in October, 1964 in Henan Province,  China. He attended
a Flight Institute in China and received an Associate's  Degree. He worked as an
officer at the Shaanxi  Branch of the People's  Bank of China from 1987 to 1992.
He was a Department  Manager of Shaanxi Securities Co. from 1992 to 1999. He was
the Branch General  Manager of Western  Securities Co. from 1999 to 2002. He was
the Department Manager of Shanghai Fucheng Securities Co., from 2002 to 2004. He
has been the Deputy  General  Manager of Shaanxi  Baiyu  Group Co. from May 2004
till November 2004.

Related Party Transactions
--------------------------

Wollaston Co., Ltd, a British Virgin Islands limited liability  corporation,  as
the parent and management  company owns 90.28% of Jiahui.  Mr. Ping'an Wu owns a
27.12%  interest  in  Wollaston,  and will own a  proportionate  interest in the
Registrant post-merger.  Mr. Shuo Lou owns a 2.7% interest in Wollaston and will
own a proportionate  interest in the Registrant  post-merger.  Mr. Yingming Wang
owns a 2.7% interest in Wollaston,  and will own a proportionate interest in the
Registrant  post-merger.  Mr. Xingguo Wang owns a 2% interest in Wollaston,  and
will own a proportionate interest in the Registrant post-merger.

ITEM 5.01.  Change in Control of Registrant.
--------------------------------------------

On February 23, 2005, Bangla Property  Management,  Inc., a Colorado corporation
(the "Registrant"),  China Property  Investments,  Inc., a Colorado  corporation
("Merger Sub"), and Wollaston Industrial Limited, ("Wollaston") a British Virgin
Islands  ("BVI")limited  liability  corporation,  as the parent  and  management
company of Xi'an  Jialing  Real Estate Co. Ltd.  formed under the Company Law of
the People's Republic of China  ("Jiahui"),  both  privately-held  corporations,
entered into an Agreement and Plan of Merger (the "Agreement") pursuant to which
the Registrant,  through its wholly-owned  subsidiary,  Merger Sub, will acquire
Wollaston,  and its 90.28%  ownership in its  subsidiary  JIAHUI in exchange for

                                        8
22,675,000 shares of Registrant's  common stock (the "Merger").  Under the terms
of the  Agreement,  Wollaston  will remain a subsidiary of the  Registrant.  The
transaction  contemplated  by  the  Agreement  is  intended  to be a  "tax-free"
reorganization pursuant to the provisions of Section 351 and 368(a)(1)(A) of the
Internal Revenue Code of 1986, as amended.

The  stockholders of Wollaston,  as of the closing date of the Merger,  will own
approximately  75.6% of the  Registrant's  common  stock  outstanding  as of the
closing date (excluding any additional shares issuable upon outstanding options,
warrants and other securities convertible into common stock).

Under Colorado law, the  Registrant  needs the approval of its  stockholders  to
consummate  the  Merger,  as the number of shares to be issued  pursuant  to the
Merger  exceeds  20% of the  outstanding  prior  to  entering  into  the  Merger
Agreement. A meeting of the Registrant's shareholders has been called to be held
on March 25, 2005.

For accounting  purposes,  this transaction was being accounted for as a reverse
merger,  since the  stockholders  of Wollaston  own a majority of the issued and
outstanding  shares of common stock of the  Registrant,  and the  directors  and
executive  officers of Wollaston became the directors and executive  officers of
the Registrant.

Upon the  effective  time of the Merger,  all officers and the  directors of the
Parent other than director Shawn Erickson shall have resigned and the Registrant
shall have taken all action to cause Ping'an Wu to be elected as the Chairman of
its Board of Directors and its officers to consist of the following:  Ping'an Wu
as the  Chief  Executive  Officer,  Shuo  (Steven)  Lou as the  Chief  Financial
Officer,  Yingming  Wang as the Chief  Operation  Officer,  and Xingguo Wang and
Mengzhou LI as the Independent Director of the Parent.

Securities Ownership of Management and Certain Beneficial Owners
----------------------------------------------------------------

The following table shows the  stockholdings of the current officer and director
and  all  the  proposed  directors  and  executive  officers  of the  Registrant
following the effective time of the Merger,  principal  stockholders  who own or
will own  beneficially  more than five  percent of the  Registrant's  issued and
outstanding  common stock, and all directors and officers of the Registrant as a
group as of February  23,  2005,  after  giving  effect to the Merger,  based on
30,000,000 shares outstanding at the effective time of the Merger.
Title     Name and Address                               Amount of shares    Percent
of        of Beneficial                                  held by             of
Class     Owner of Shares            Position            Owner               Class(1)
--------------------------------------------------------------------------------------
common    Shawn Erickson,            President, CEO,              0             0.0%
          3540 Albert St.            CFO and Director
          Regina, Saskatchewan
          Canada, S4S 3P5

          Ping'an Wu                 Chairman, CEO*       7,322,400           27.12%
          No. 119
          Chunlin Village
          Qujiang Xiang
          Yanta District
          Xi'an, Shaanxi, China

          Shuo Lou                   CFO*                   810,000             2.7%
          1120 Spring St. #
          14033
          Seattle, WA, 98104

                                        9
Yingming Wang              COO*                   810,000             2.7%
          Chang'an
          South Road 9-2-3-2
          Yanta District
          Xi'an, Shaanxi, China

          Xingguo Wang               Independent          1,080,000               2%
          18 #2A Yanlord Garden      Director*
          Shangcheng Road
          Pudong, Shanghai, China

          Mengzhou LI                Independent                  0             0.0%
          233 Jiefang Road           Director*
          Xinchen district,
          Xian, China

          Shuzhen Yang               >5% Holder*          9,450,000            31.5%
          Chang'an
          South Road 439
          Oufeng Garden
          Xi'an, Shannxi, China

          Lin Wu                     >5% Holder*          2,700,000             9.0%
          Chang'an
          South Road 439
          Oufeng Garden
          Xi'an, Shannxi, China

All Current and Future Executive
Officers as a Group (6 persons)                          10,022,400             33.4
*At the Effective Time of the Merger.

(1) The  percentages  listed in the  Percent  of Class  column  are  based  upon
30,000,000 issued and outstanding shares of Common Stock.
ITEM 8.01  Other Events: Change in Fiscal Year.
-----------------------------------------------

Based on the Plan of Merger with Wollaston, the Board of Directors determined to
change  the  Registrant's  fiscal  year end from  March 31 to  December  31. The
Registrant  will file on Form 10-K the report covering the period March 31, 2004
to December 31, 2004.

ITEM 9.01  Exhibits
-------------------

10.1    Agreement and Plan of Merger
99.1    Audited Financial Statements 2003

     (a)  Financial Statements of the Business Acquired:

Audited  Financial  Statements  and notes to the  Financial  Statements of Xi'an
Jiahui Real Estate Ltd. for the Year ended December 31, 2003 and 2002.

Unaudited Financial  Statements and notes to financial statement of Xi'an Jiahui
Real Estate Ltd. for the nine months ended September 30, 2004 and 2003.

                                       10
(b)  Pro Forma Financial Information.

Pro-forma  information is not provided because under the merger  agreement,  the
acquired company has no continuing  operations,  and the pro-forma  presentation
would be identical to the financial statements of the acquiring company.

                                   SIGNATURES
                                   ----------

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                                Bangla Property Management, Inc.
                                                --------------------------------

                                                By: /s/ Shawn Erickson
                                                    ----------------------------
                                                    Name:  Shawn Erickson
                                                    Title: President & CEO

Dated:  February 25, 2005

                                       11