May 27, 2009

To: All Concerned Parties
Company Name: Tokuyama Corporation
Representative Name: Kazuhisa Kogo,
President and Representative Director(Code No. 4043, First Section TSE)
Contact: Yoshifumi Matsumoto, General Manager
Corporate Communications & Investor Relations Dept.
TEL: +81-3-3499-8023

Notice Regarding Partial Amendments to the Articles of Incorporation
Tokuyama Corporation (“the Company”) hereby announces that by resolution of the Boardof Directors at its meeting held on May 25, 2009, it was determined to propose the “PartialAmendments to the Articles of Incorporation” on the agenda at the 145th Ordinary GeneralShareholders’ Meeting to be held on June 25, 2009. The details of the amendments are asfollows.
1. Reasons for the amendments
In accordance with the enforcement of the “Act for Partial Amendments to the Act
Concerning Book-Entry Transfer of Corporate Bonds and Other Securities for the Purposeof Streamlining the Settlement of Trades of Stocks and Other Securities” (Act No. 88, 2004,
hereafter referred to as the “Settlement Streamlining Act”), the Company proposes to amend
the current Articles of Incorporation as stated below:(1) The Company is deemed to have adopted a resolution to amend the Articles ofIncorporation to abolish the provision of the Articles of Incorporation on the issuance ofshare certificates on and from January 5, 2009, the enforcement date for thedematerialization of share certificates, pursuant to Article 6 of the Supplementary
Provisions of the Settlement Streamlining Act. Accordingly, the Company intends todelete Article 7 (Issuance of Share Certificates) of the Articles of Incorporation of theCompany and make necessary deletions and amendments of the wording on sharecertificates.
(2) Following the abolishment of the “Act on Custody and Transfer of Share Certificate, etc.,”
the Company proposes to delete and amend the wording on beneficial shareholders andthe beneficial shareholders’ registry among the provisions of the Articles of Incorporationof the Company.
(3) The registry of lost share certificates is required to be prepared and retained for one year
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from the day following the date of the enforcement of the Settlement Streamlining Act.
Thus, the Company intends to add necessary stipulations to the SupplementaryProvisions.
(4) Besides, the Company proposes to add necessary stipulations, delete and add words andphrases and make necessary changes.
2. Details of the amendments
The details of the proposed amendments are stated in the Attached document.
3. Schedule:
Date of the Ordinary General Shareholders’ Meeting for the amendments to the Articles ofIncorporation: June 25, 2009
Effective date for the amendments to the Articles of Incorporation: June 25, 20092

Attached document[ Details of the amendments]
The following amendments are made to the current Articles of Incorporation.
(Underlined parts are amended.)
Proposed Amendments(Deleted)

Current Articles of Incorporation(Issuance of Share Certificates)
Article 7. The Company shall issue sharecertificates representing the Company’s shares.

(Acquisition of Own Shares)(Acquisition of Own Shares)
Article 8. The Company may, by resolution ofArticle 7. The Company may, by resolution of
the Board of Directors, acquire thethe Board of Directors, acquire theCompany’s own shares through market trading
Company’s own shares through market trading
etc. pursuant to Article 165, Paragraph 2 ofetc. pursuant to Article 165, Paragraph 2 of
the Companies Act.
the Companies Act.
(Number of Shares Constituting One Unit of(Number of Shares Constituting One Unit ofStock and Non-Issuance of Share CertificatesStock)
representing Shares Less Than One Unit ofStock)
Article 9. The number of shares constituting
Article 8. The number of shares constituting
one unit of stock shall be one thousand
one unit of stock shall be one thousand(1,000).
(1,000).
(Deleted)
2. Notwithstanding Article 7, the Company shallnot issue share certificates representing sharesconstituting less than one unit of stock;
provided, however, that this provision shallnot apply to the matters otherwise provided forin the Share Handling Regulations.
(Rights with Respect to Shares Constituting Less
Than One Unit)
Article 10. A shareholder (including a beneficialshareholder; hereinafter the sameinterpretation shall apply) may not exercise
rights with respect to shares constituting lessthan one unit other than those specified in thefollowing sections:(1) Right specified in each item of Article 189,
Paragraph 2 of the Companies Act;
(2) Right to make requests to the Company
provided for in Article 166, Paragraph 1 ofthe Companies Act;
(3) Right to receive allotment of sharesubscription or to receive allotment of shareoptions in accordance with the number ofshares held by the shareholder; and(4) Right to make a request to the Company
provided for in the following article.

(Rights with Respect to Shares Constituting Less
Than One Unit)
Article 9. A shareholder may not exercise rights
with respect to shares constituting less than
one unit other than those specified in thefollowing sections:(1) Right specified in each item of Article 189,
Paragraph 2 of the Companies Act;
(2) Right to make requests to the Company
provided for in Article 166, Paragraph 1 ofthe Companies Act;
(3) Right to receive allotment of sharesubscription or to receive allotment of shareoptions in accordance with the number ofshares held by the shareholder; and(4) Right to make a request to the Company
provided for in the following article.

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Current Articles of Incorporation
Proposed Amendments(Request for Sale of Shares Constituting Less
(Request for Sale of Shares Constituting Less
Than One Unit)
Than One Unit)
Article 11. A shareholder holding shares
Article 10. A shareholder holding sharesconstituting less than one unit may request theconstituting less than one unit may request theCompany to sell to him/her such amount ofCompany to sell to him/her such amount ofshares which will, when added together withshares which will, when added together withthe shares constituting less than one unit,
the shares constituting less than one unit,
constitute one unit of stock.
constitute one unit of stock.
(Transfer Agent)
Article 12. The Company shall appoint atransfer agent.
2. The transfer agent and its business office shallbe designated by resolution of the Board of
Directors of the Company and public notice
thereof shall be issued by the Company.
3. Preparation and retention of, and any otherbusiness with respect to, the registry ofshareholders (including the registry of
beneficial shareholders; hereinafter the sameinterpretation shall apply), the ledger of shareoptions and the registry of lost sharecertificates of the Company shall be entrusted
to the transfer agent and shall not be handled
by the Company.

(Transfer Agent)
Article 11. The Company shall appoint atransfer agent.
2. The transfer agent and its business office shallbe designated by resolution of the Board of
Directors of the Company and public notice
thereof shall be issued by the Company.
3. Preparation and retention of, and any otherbusiness with respect to, the registry ofshareholders and the ledger of share optionsof the Company shall be entrusted to thetransfer agent and shall not be handled by theCompany.

(Share Handling Regulations)
Article 13. The business and handling charges
pertaining to shares of the Company shall begoverned by, in addition to laws andregulations or these Articles of Incorporation,
the Share Handling Regulations adopted oramended by resolution of the Board ofDirectors of the Company.

(Share Handling Regulations)
Article 12. The business, handling charges andother matters pertaining to shares or shareoptions of the Company shall be governed by,in addition to laws and regulations or theseArticles of Incorporation, the Share Handling
Regulations adopted or amended by resolutionof the Board of Directors of the Company.

Article 14. to 47.

Article 13. to 46.

(Omitted)(New)(Unchanged)

SUPPLEMENTARY PROVISIONS
Article 1. The registry of lost share certificatesof the Company shall be retained in thebusiness office of the transfer agent, andbusiness with respect to the registration orrecording to the registry of lost sharecertificates of the Company shall be entrusted
to the transfer agent and shall not be handled
by the Company.
Article 2. The registration or recording to theregistry of lost share certificates of theCompany shall be governed by, in addition tolaws and regulations or these Articles ofIncorporation, the Share Handling
Regulations adopted or amended by resolutionof the Board of Directors of the Company.
4Current Articles of Incorporation

Proposed Amendments
Article 3. Articles 1 through 3 of theSupplementary Provisions shall be deleted on
January 6, 2010.

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