Abstract An X-ray source, Suzaku J1305$-$4931, was discovered in the south-west arm of a nearby Seyfert II galaxy, NGC4945, at 0.5-10keV flux of $2.2 \times 10^{-12}$ergcm$^{-2}$s$^{-1}$ during a Suzaku observation conducted on 2006 January 15-17. It was undetectable in a shorter observation on 2005 August 22-23, with an upper limit of $1.7 \times 10^{-14}$ergcm$^{-2}$s$^{-1}$. At a distance of 3.7Mpc, the bolometric luminosity of the source became $L_{\rm bol} = 4.4 \times 10^{39} \alpha$ergs$^{-1}$, where $\alpha = ({\rm\cos} 60^\circ \!/ \cos i)$ and $i$ is the disk inclination. The time-averaged X-ray spectrum of the source is described by a multi-color disk model, with an innermost disk temperature of $T_{\rm in} = 1.69_{-0.05}^{+0.06}$keV. It varied by a factor of $2$ in intensity, following a clear correlation of $L_{\rm bol} \propto T_{\rm in}^4$. The innermost disk radius is inferred to stay constant at $R_{\rm in} = 79_{-3.9}^{+4.0} \alpha^{1/2}$ km, suggesting the presence of a standard accretion disk. Relating $R_{\rm in}$ with the last stable orbit around a non-rotating black hole yields a rather low black-hole mass, $\sim 9 \alpha^{1/2}$ solar masses, which would imply that the source is shining at a considerable super-Eddington luminosity. These results can be better interpreted by invoking sub-Eddington emission from a rapidly spinning black hole with 20-130 solar masses.