TRANSLATION FOR REFERENCE PURPOSE ONLYThis notice has been translated from the original Japanese text of the timely disclose statement and is forreference purpose only. In the event of any discrepancy between the original Japanese and this translation, theJapanese text shall prevail.

May 11, 2015
To whom it may concern:
Company Name: Asahi Holdings, Inc.
Representative: Mitsuharu Terayama, President & CEO(Code: 5857, First Section of the Tokyo Stock Exchange)
Contact:

Katsuya Murashima, Corporate Planning &Communications Department Manager(Phone: +81-3-6270-1833)

Notification of the adoption of a performance-based stock compensation plan for executives
At the Board of Directors meeting held on May 11, 2015, Asahi Holdings resolved to adopt a new performance-based
stock compensation plan and placed the proposed adoption of the new plan on the agenda for the 6th Annual General
Meeting of Shareholders scheduled to be held on June 16, 2015. At the same time, in Asahi Holdings subsidiaries (AsahiPretec Corp., Japan Waste Corp., and Asahi Americas Holdings, Inc., etc.; hereinafter referred to as "participatingsubsidiaries," together with Asahi Holdings, they comprise the "participating companies"), the Board of Directors of eachparticipating subsidiary resolved to adopt the new performance-based stock compensation plan (the newperformance-based stock compensation plan to be adopted by Asahi Holdings and participating subsidiaries, hereinafterreferred to as "the plan ") and placed the proposed adoption of the plan on the agenda of each respective participating
subsidiary's Annual General Meeting of Shareholders scheduled for mid-June 2015. (The Annual General Meetings ofShareholders of Asahi Holdings and participating subsidiaries are hereinafter referred to as "the General Meetings ofShareholders.") Notification of these matters is hereby given, as follows.
Details
1. Adoption of the plan
(1) Asahi Holdings will adopt the plan with the aim of raising to an even higher level the motivation of directors(excluding outside directors, part-time directors, and audit committee members; below as well) of each participatingcompany (hereinafter, "participating directors") to contribute to improving the performance of the Asahi HoldingsGroup and increasing its corporate value. It is an executive compensation plan strongly linked to company
performance and is highly transparent and objective.
(2) Adoption of the plan is contingent upon agreement thereto in the General Meetings of Shareholders of theparticipating companies.
(3) The plan shall utilize a mechanism called a Board Incentive Plan Trust (BIP Trust). A BIP Trust is an executive
incentive plan created with hints from the USA's performance share and restricted stock compensation plan. It is anexecutive compensation scheme in which participating directors receive Asahi Holdings stock as compensationaccording to their rank and achievement of performance goals.
(4) When the term of the trust established to implement the plan ("the trust") expires, contingent upon approval of a
proposal to continue the trust in the Annual General Meeting of Shareholders of each participating company threeyears later, Asahi Holdings shall extend the target period and the trust term in accordance with the scope of theapproval of this Annual General Meeting of Shareholders resolution, and the plan shall remain in effect.

1

(Reference)[Overview of trust agreement](1) Type of trust

Monetary trust other than a specified solely
administered monetary trust (Third Party Beneficiary
Trust)(2) Purpose of trust

Providing incentives to the Directors of Asahi Holdings,Inc.

(3) Trustor

Asahi Holdings, Inc.

(4) Trustee

Mitsubishi UFJ Trust and Banking Corporation(planned)(Joint trustee: The Master Trust Bank of Japan, Ltd.
(planned))(5) Beneficiary

Directors who meet the criteria for beneficiaries(6) Trust administrator

Third party that has no interest in Asahi Holdings (CPA)(7) Trust indenture dateFebruary 2016 (planned)(8) Trust period

February 2016 (planned) to August 2018 (planned)(9) Plan launch dateFebruary 2016 (planned)(awarding of points to start on March 31, 2016)(10) Exercise of voting rights

Not to be exercised(11) Type of stock acquired

Asahi Holdings’ common shares(12) Maximum amount of513 million yen (planned) (including Trust fees and Trust

funds for contributionexpenses)(13) Rights holder

Asahi Holdings, Inc.

(14) Remaining assets

Asahi Holdings as the rights holder shall be entitled toreceivable assets remaining after deductions for stock
purchases from the funds within the scope of the fundreserved for expenses for trust assets.

[Overview of details of business associated with the Trust and stock](1) Trust-related business

It is planned that Mitsubishi UFJ Trust and Banking
Corporation and Master Trust Bank of Japan, Ltd., willbe the trustees of the Trust to handle trust-relatedbusiness.

(2) Stock-related business

It is planned that Mitsubishi UFJ Morgan Stanley
Securities will handle business related to transferring
Asahi Holdings’ shares to beneficiaries on an outsourcing
agreement basis.

2