(Note) This document has been translated from the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail.

April 28, 2017
Company name: Tokuyama Corporation
Representative: Hiroshi Yokota,President and Representative Director(Code No. 4043, First Section TSE)
Contact: Taro Kobayashi, General Manager
Corporate Communications & Investor Relations Dept.
TEL: +81-3-5207-2552

Notice concerning Change in Number of Shares in One Unit of Shares, Share Consolidation and Partial
Amendments to the Articles of Incorporation

Tokuyama Corporation (hereinafter referred to as the “Company,” “Tokuyama” or “we”) hereby announcesthat the Board of Directors of the Company, at its meeting held on April 28, 2017, made a resolution for achange in number of shares in one unit of common shares and partial amendments to the Articles ofIncorporation as follows, and made a resolution to submit proposals for consolidation of common share andfor partial amendments to the Articles of Incorporation at the Ordinary General Meeting of Shareholders(hereinafter referred to as “Ordinary General Meeting of Shareholders”) and the General Meeting of ClassShareholders of Common Shares (hereinafter referred to as “General Meeting of Class Shareholders”) to beheld in late June 2017 as explained in the following.

1. Change in Number of Shares in One Unit of Shares(1) Reasons for the change
Japan’s securities exchanges aim to standardize the trading unit (number of shares in one unit of shares) for
common shares of listed companies in Japan at 100 shares per unit by October 1, 2018, based on the “Action
Plan for Consolidating Trading Units.”
As the Company is listed on the Tokyo Stock Exchange, it has determined to change the number of shares in
one unit of common shares of the Company from one thousand (1,000) shares to one hundred (100) shares, inaccordance with the above.

(2) Details of the change
The number of shares in one unit of common shares of the Company shall be changed from one thousand(1,000) shares to one hundred (100) shares.

1(3) Scheduled date of the change
October 1, 2017(4) Conditions for the change
The change is conditional upon the approval of the proposal concerning the following “2. Share Consolidation”
at the Ordinary General Meeting of Shareholders and General Meeting of Class Shareholders.
Partial amendments to the Articles of Incorporation on this matter are to be made by a resolution of the Boardof Directors in accordance with the provision of Article 195, Paragraph 1 of the Companies Act.

2. Share Consolidation(1) Purpose of the share consolidation
In changing the number of shares in one unit of common shares of the Company from one thousand (1,000)
shares to one hundred (100) shares as described in the above “1. Change in Number of Shares in One Unit ofShares,” the Company determined to execute a share consolidation (every five (5) shares will be consolidated
into one (1) share) in order to adjust the investment unit to an appropriate level.

(2) Details of share consolidation-Type of shares for share consolidation
Common shares-Ratio of share consolidation
As of October 1, 2017, the share consolidation shall be executed at a ratio of one (1) share for each five (5)shares held by shareholders recorded in the last shareholder register as of September 30, 2017 (substantially
September 29, 2017).
-Number of shares to be decreased due to share consolidation
Total number of issued common shares before share consolidation

349,671,876 shares(as of March 31, 2017)
Number of common shares to be decreased due to share consolidation

279,737,501 shares

Total number of issued common shares after share consolidation

69,934,375 shares(Note) “Number of common shares to be decreased due to share consolidation” and “Total number of issued
common shares after share consolidation” are theoretical numbers calculated based on “Total numberof issued shares before share consolidation” and the ratio of share consolidation.

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(3) Number of shareholders to be decreased due to share consolidation
The composition of shareholders with common shares that are subject to the share consolidation based on theshareholder register as of March 31, 2017 is as follows:
Number of shareholders (Ratio)
All shareholders
Less than five(5) shares
Five (5) sharesor more21,703 shareholders (100.00%)

Number of shares held (Ratio)
349,671,876 shares(100.00%)(1.37%)

477 shares(0.00%)

21,405 shareholders (98.63%)

349,671,399 shares(99.99%)298 shareholders

If the share consolidation is executed on the assumption of the above shareholder composition, 298shareholders who hold less than five (5) shares (total number of shares held by the shareholders: 477 shares)
will lose their status as shareholders.
Prior to the effective date of the share consolidation, these shareholders may ask the Company to purchasethe shares constituting less than one share unit in accordance with the provision of Article 192, Paragraph 1of the Companies Act, or to sell an amount of shares that will constitute the number of shares in one unit ofshares when added to the shares of less than one share unit held by the shareholder in accordance with theprovisions of Article 194, Paragraph 1 and Article 10 of the Company’s Articles of Incorporation.

(4) Handling of fractions less than one (1) share
If any fraction less than one (1) share arises as a result of the share consolidation, such fractional shares will
be disposed of together in accordance with the provisions of the Companies Act, and proceeds from thedisposal will be distributed to shareholders who held the fractional shares in proportion to the number offractional shares.

(5) Total number of authorized shares as of effective date
As of the effective date, the total number of authorized shares and the total number of authorized commonshares will both be 200,000,000 shares.

(6) Conditions for share consolidation
The share consolidation is conditional upon the approval of the proposal on the share consolidation at theOrdinary General Meeting of Shareholders and General Meeting of Class Shareholders, and the proposal
taking effect.

33. Partial Amendments to the Articles of Incorporation
The Articles of Incorporation of the Company shall be amended as of October 1, 2017 as follows, conditional
upon the approval of the proposal concerning the above “2. Share Consolidation.”(Amendments are underlined.)
Current Articles of Incorporation

Proposed Revisions

Article 6. Total Number of Authorized Shares

Article 6. Total Number of Authorized Shares

The total number of authorized shares of theThe total number of authorized shares of theCompany shall be 700 million (700,000,000) sharesCompany shall be 200 million (200,000,000) sharesand the total number of authorized class shares ofand the total number of authorized class shares ofcommon shares shall be 700 million (700,000,000)

common shares shall be 200 million (200,000,000)

shares, the total number of authorized class sharesshares, the total number of authorized class sharesof Class A Shares shall be twenty thousandof Class A Shares shall be twenty thousand(20,000) shares, the total number of authorized(20,000) shares, the total number of authorizedclass shares of Class B Shares shall be fourclass shares of Class B Shares shall be fourthousand and four hundred (4,400) shares, and thethousand and four hundred (4,400) shares, and thetotal number of authorized class shares of Class C

total number of authorized class shares of Class C

Shares shall be twenty thousand (20,000) shares.

Shares shall be twenty thousand (20,000) shares.

Article 8. Number of Shares in One Unit of Shares

Article 8. Number of Shares in One Unit of Shares

The number of shares in one (1) unit of shares of

The number of shares in one (1) unit of shares of

the Company shall be one thousand (1,000) shares

the Company shall be one hundred (100) shares forfor common shares and one (1) share for Class A

common shares and one (1) share for Class A

Shares, Class B Shares and Class C Shares.

Shares, Class B Shares and Class C Shares.

4. Schedule
Resolution of the Board of Directors

April 28, 2017

Resolution of the Ordinary General Meeting ofLate June, 2017 (planned)

Shareholders and General Meeting of Class Shareholders
Effective date of change in number of shares in one unit ofOctober 1, 2017 (planned)

common shares, share consolidation and partial
amendments to the Articles of Incorporation
As described above, the effective date of the change in the number of shares in one unit of common sharesand the share consolidation will be October 1, 2017, but the trading unit will be changed from one thousand(1,000) shares to one hundred (100) shares on the Tokyo Stock Exchange effective on September 27, 2017
due to the share transfer procedures.

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