March 26, 2015
SymBio Pharmaceuticals Limited
Fuminori Yoshida
Representative Director
President and Chief Executive Officer

Notice Concerning the Issuance of Stock Acquisition Rights (Stock Option) toEmployees

SymBio Pharmaceuticals Limited (“the Company”) announces that at a Board of Directors’ meeting
held today, it has decided to issue stock acquisition rights as stock options to the Company’s
employees pursuant to Articles 236, 238 and 240 of the Companies Act in Japan.

1.

Purpose for Issuing of Stock Acquisition Rights (“Stock Option”)
The Company will grant the Stock Option to the Company’s employees as the compensation
aiming to enhance their motivations and morale towards improved performance.

2.

Subscription Guidelines(1) Stock Option allotment recipients and the number of recipients
Sixty-two (62) employees of the Company(2) Type and number of shares upon exercise of the Stock Option, or the method to calculate thenumber of shares
The number of shares to be issued upon exercise of one unit of the Stock Option shall be 100
shares of the Company’s common stock.
In the event that the Company makes a stock split or stock consolidation, the number of sharessubject to unexercised Stock option shall be adjusted using the formula set forth below, and any
fractions less than one share resulting therefrom shall be rounded down.
Number of shares after adjustment= Number of shares before adjustment x Ratio of split or consolidation
In addition to aforementioned cases, in the event it is necessary to adjust the number of sharesto which the Stock Option have not been exercised, the Company may make reasonableadjustments.

(3) Total number of the Stock Option for subscription
4,450
The above is the number of the Stock Option scheduled to be allotted to the Company’semployees. In cases where the total number of the Stock Option actually allotted does not reachthe number, e.g. when some employees did not apply for subscription, the number of the StockOption actually allotted shall be the final total number of the Stock Option to be issued.
(4) Amount to be paid for the Stock Option and allotment date
The amount to be paid shall be the fair value of the Stock Option on the allotment date of theStock Option as calculated using the Black-Scholes Model. The person who receives theallotment of the Stock Option shall set off his/her claims for compensation against theCompany in lieu of payment of monies for the Stock Option allotted.
(5) Value of property to be contributed upon exercise of the Stock Option and its calculation
methodThe value of property to be contributed upon exercise of the Stock Option shall be determinedby multiplying the exercise price per share to be issued, set as one (1) yen, by the number ofshares allotted.
(6) Period during which the Stock Option can be exercised
From March 27, 2018 to March 26, 2025
(7) Terms and conditions for the exercise of the Stock Option(a) Any fraction less than one (1)Stock Option may not be exercised.
(b) Upon exercise of rights, the person who is allotted the Stock Option (“the Allottee”) must
hold the position of Director, or Employee of the Company or an affiliate of the Company.
However, this shall not apply in the cases where:i) A Director of the Company or an affiliate of the Company has retired upon expirationof term of office.
ii) An employee has retired at mandatory retirement age.
iii) The Board of Directors has resolved that a Director, or employee retired from or left
the Company or an affiliate of the Company amicably.
(c) In the case where, before the start of the period in which the stock options can be exercised,
an absorption-type merger or an incorporation-type merger to make the Company thenon-surviving company, an absorption-type company split or an incorporation-typecompany split that will result in the split of the Company, or a stock exchange or stocktransfer to make the Company a wholly owned subsidiary of another company (hereinafterreferred to collectively as “corporate reorganization”) is approved by a resolution of theCompany’s general meeting of shareholders (includes the case where a resolution of thegeneral meeting of shareholders is regarded as having been made in accordance withArticle 319 of the Company Law, hereinafter the same) or by a resolution of theCompany’s Board of Directors (only in the case where a resolution of the general
meeting of shareholders is not required for such corporate reorganization), irrespective of
the provisions of Section 5 above, the Allottee may exercise the stock options in theperiod from the date of approval to the day before the date on which such corporate
reorganization takes effect.
(d) In the case where the Allottee has died, heirs of such Allottee shall succeed to the right toexercise the Stock Option (“the Successors”) held by such Allottee based on the StockOption Allotment Agreement concluded between the Company and the Allottee. However,in the case where the Successors have died, heirs of such Successors shall not be entitledto exercise the Stock Option.
(e) Other conditions relating to exercise of the Stock Option shall be determined based on theStock Option Allotment Agreement entered between the Company and the Allottee.
(8) Matters concerning the paid-in capital and capital reserve to be increased due to the issuanceof shares upon exercise of the Stock Option
The amount of paid-in capital to be increased due to the issuance of shares upon exercise of
the Stock Option shall be half of the maximum amount of paid-in capital increase and others
which is calculated in accordance with Article 17, Section 1 of the Corporation Accounting
Regulations, and any fraction less than one (1) yen arising therefrom shall be rounded up to
the nearest one (1) yen. The amount of capital reserve to be increased due to the issuance ofshares upon exercise of the Stock Option shall be an amount determined by subtracting theamount of paid-in capital to be increased from the maximum amount of increase in paid-incapital.
(9) Matters concerning acquisition of the Stock Option
In case where the Shareholders’ meeting of the Company approves proposals (i), (ii), (iii), (iv),or (v) below (or where the Board of Directors of the Company approves them if a resolution
by the Shareholders’ meeting is not required), the Company may acquire the Stock Option
without consideration on the date specified separately by the Board of Directors of theCompany.
(i) Proposal for approval of a merger agreement under which the Company shall be absorbed
by another company(ii) Proposal for approval of a split agreement or a split plan under which the Company shallbe split(iii) Proposal for approval of a share exchange agreement or a share exchange plan underwhich the Company shall become a wholly-owned subsidiary(iv) Proposal for approval of a change in the Articles of Incorporation which stipulates that, asa feature of all shares the Company issues, the Company’s approval shall be required forthe acquisition of such shares by transfer.
(v) Proposal for approval of a change in the Articles of Incorporation which stipulates that, asa feature of shares subject to the Stock Option, the Company’s approval shall be required
for the acquisition of such shares by transfer or the Company shall acquire all such sharesby the resolution of Shareholders’ meeting.
(10) Limitations on transfer of Stock Option
The approval from the Company’s Board of Directors shall be required to acquire proposed
Stock Option by transfer.
(11) Issuance of the Stock Option in case of corporate reorganization
Upon reorganization of the Company, the Stock Option of the company defined in Article 236,Section 1, Item 8 (i) to (v) of the Companies Act (hereinafter “the company subject toreorganization”) shall be issued to the Allottee of the remaining Stock Option (hereinafter “theremaining Stock Option”) as of the day immediately before the effective date of thereorganization in accordance with the following terms. In this case, the remaining StockOption shall be extinguished and the company subject to reorganization shall newly issue its
Stock Option.
However, this shall be limited to the case where it is prescribed in the absorption-type merger
agreement, incorporation-type merger agreement, absorption-type company split agreement,
incorporation-type company split agreement, share exchange agreement or share transfer planthat the company subject to reorganization shall issue new Stock Option in accordance withthe following terms.

(a) Number of the Stock Option of the company subject to reorganization
The company subject to reorganization shall issue the same number of its Stock Option toeach Allottee of the remaining Stock Option as the number of Stock Option he/she holds.
(b) Class of stocks underlying the Stock Option
It shall be common stocks of the company subject to reorganization.
(c) Number of shares underlying the Stock Option issued by the company subject toreorganization
It shall be determined in compliance with (2) above, by taking the conditions ofreorganization into account.
(d) Value of property to be contributed when such Stock Option are exercised
The value of property to be contributed upon exercise of the Stock Option shall be theamount calculated by multiplying the following exercise price after reorganization, by thenumber of shares underlying the Stock Option issued by the company subject toreorganization as determined by (c) above. The exercise price after reorganization shallbe one (1) yen per share of the company subject to reorganization which is granted upon
the exercise of each Stock Option.
(e) The period during which such Stock Option can be exercised
It shall be the period from the first day of the period during which the Stock Option canbe exercised as prescribed in (6) above or the effective date of the reorganization,
whichever the later, to the last day of the period during which the Stock Option can beexercised as prescribed in (6) above.
(f) Matters regarding the capital and capital reserves to be increased in cases where shares
will be issued by the company subject to reorganization as a result of the exercise of such
Stock Option
It shall be determined in compliance with (8) above.
(g) Restriction on acquisition of the Stock Option by transfer
Acquisition of the Stock Option by transfer shall require the approval of the Board ofDirectors’ meeting of the company subject to reorganization (the approval of
Shareholders’ meeting, where the company subject to reorganization is not a Company
with Board of Directors).
(h) Terms and conditions for exercise of the Stock Option
They shall be determined in compliance with (7) above.
(i) Issuance of the Stock Option in case of reorganization
It shall be determined in compliance with (11).
(12) Allotment date of the Stock Option
April 10, 2015

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