[This is an English translation prepared for the convenience of non-resident shareholders. Should there be any
inconsistency between the translation and the official Japanese text, the latter shall prevail.]

Securities Code: 2914
June 6, 2011
To Our Shareholders
Hiroshi Kimura
President, Chief Executive Officer andRepresentative Director

Japan Tobacco Inc.
2-1, Toranomon 2-chome, Minato-ku, TokyoNOTICE OF CONVOCATION OF
THE 26TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
We all express our heartfelt sympathy to our shareholders who were affected by the Great East Japan
Earthquake, and wish the reconstruction of the devastated areas as early as possible.
You are cordially invited to attend the 26th ordinary general meeting of shareholders of Japan Tobacco Inc.
(“JT” or the “Company”) to be held as set forth below.
If you cannot attend the meeting, you may exercise your voting rights in written form or byelectromagnetic means including the Internet. Please see the “Reference Documents for the General
Meeting of Shareholders” hereinafter described and exercise your voting rights by 6:00 p.m., on
Thursday, June 23, 2011, by returning to us by that time the Voting Rights Exercise Form enclosed
herewith indicating whether you are for or against each of the items, or by accessing the web-site
designated by us for the exercise of voting rights (http://www.evote.jp/).
Particulars
1. Date and Time of the Meeting: Friday, June 24, 2011, at 10:00 a.m.
2. Place of the Meeting:Tokyo Prince Hotel
3-1, Shibakoen 3-chome, Minato-ku, Tokyo

3. Purpose of the Meeting:
Matters to be Reported:

1. Report on the Business Report, the Consolidated Financial Statements,
and the Independent Auditors’ Report and JT’s Audit Board Report onthe Consolidated Financial Statements for the 26th Business Term
(From April 1, 2010 to March 31, 2011)
2. Report on the Non-Consolidated Financial Statements for the 26thBusiness Term (From April 1, 2010 to March 31, 2011)

Matters to be Resolved:
Item 1:
Item 2:Item 3:

Appropriation of Surplus
Partial Amendments to the Articles of Incorporation
Election of Four (4) Auditors* For those attending, please present the enclosed Voting Rights Exercise Form at the reception desk onarrival at the meeting.
* If there is any amendment to the “Reference Documents for the General Meeting of Shareholders,”
Business Report (Japanese only), or Non-Consolidated and Consolidated Financial Statements (Japaneseonly), it will be published on our web-site (http://www.jti.co.jp/).

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4. Other Decisions on the Convocation of the Meeting(1) If the voting right is exercised both by return of the Voting Rights Exercise Form and via the Internet,
only the exercise of the voting right via the Internet shall be valid.
(2) If the voting right is exercised more than once via the Internet, only the last exercise of the voting rightshall be valid.

[Instructions for Exercising Your Voting Rights]

1. Exercise of the Voting Rights by post:
Please indicate whether you are for or against each of the items on the Voting Rights Exercise Form
enclosed herewith and return it to us.
2. Exercise of the Voting Rights via the Internet:
Please access the designated web-site for the exercise of voting rights (http://www.evote.jp/) from yourcomputer and indicate whether you are for or against each of the items following the directions on theweb-site using the “Log-in ID” and “Temporary Password” described in the Voting Rights Exercise
Form enclosed herewith. You are requested to refer to “Direction for Exercise of the Voting Rights via
the Internet” (Japanese only).
3. JT participates in the electromagnetic voting rights exercise system (Voting Rights Exercise Platform)
operated and administered by ICJ, Inc.

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REFERENCE DOCUMENTS
FOR THE GENERAL MEETING OF SHAREHOLDERS
Items and Relevant Information
Item 1: Appropriation of Surplus
The surplus is proposed to be appropriated as follows:
Year-end dividends
The year-end dividends on shares of Common Stock for the 26th Business Term are proposed to be paid on
the following terms, for the purpose of making a return to JT’s shareholders while ensuring the internal
reserve fund required for the future business development.
(1) Type of assets to be paid as dividends:
Cash(2) Allotment of assets to be paid as dividends and their aggregate amount:¥4,000 per share of Common Stock of JT

Aggregate amount: ¥38,085,896,000

Together with the interim dividends of ¥2,800 per share paid in December 2010, the annual dividends
for the 26th Business Term will be ¥6,800 per share.
(3) Effective date for distribution of surplus:
June 27, 2011-3-

Item 2: Partial Amendments to the Articles of Incorporation
1. Reasons for amendments(1) It is proposed newly establish provisions permitting exemption of liability of the Directors and theStatutory Auditors to the extent provided by the Companies Act and permitting execution of liability
limitation contracts with Outside Directors and Outside Statutory Auditors in advance, so that they canfully exercise expected roles and the Company may appoint appropriate persons with broader choicewithin and outside the Company. (Articles 23 and 28)
In addition, the Statutory Auditors have unanimously agreed on the proposed provision on exemption ofliability of the Directors. (Article 23)(2) Following the insertion of the provisions described above, Articles 23 to 26 and Articles 27 to 29 will be
renumbered accordingly.
2. Details of amendments
Details of amendments are as follows:(Underlined portions to be amended.)
Current Articles of Incorporation(Newly established)

Proposed Amendments(Limitation of Liability of Directors)
Article 23.In accordance with the provisions ofArticle 426, paragraph 1 of the Companies Act, theCompany may, by resolution of the Board ofDirectors, exempt any Director (including any formerDirector) from the liabilities under Article 423,
paragraph 1 of the Companies Act, to the extent
permitted by laws and ordinances.
2. In accordance with the provision of Article 427,
paragraph 1 of the Companies Act, the Company may
enter into an agreement with Outside Directors tolimit the liability under Article 423, paragraph 1 ofthe Companies Act to the amount provided by lawsand ordinances.

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Current Articles of Incorporation
Article 23. to Article 26. (Provisions omitted)(Newly established)

Proposed Amendments
Article 24. to Article 27. (Same as at present)(Limitation of Liability of Statutory Auditors)
Article 28. In accordance with the provisions ofArticle 426, paragraph 1 of the Companies Act, theCompany may, by resolution of the Board ofDirectors, exempt any Statutory Auditor (includingany former Statutory Auditor) from the liabilities
under Article 423, paragraph 1 of the Companies Act,to the extent permitted by laws and ordinances.
2. In accordance with the provisions of Article 427,
paragraph 1 of the Companies Act, the Company may
enter into an agreement with Outside Statutory
Auditors to limit liability under Article 423,
paragraph 1 of the Companies Act to the amountprovided by laws and ordinances.

Article 27. to Article 29. (Provisions omitted)

Article 29. to Article 31. (Same as at present)-5-Item 3: Election of Four (4) Auditors
The term of office of all four (4) present Auditors will expire at the conclusion of this ordinary general
meeting of shareholders. Accordingly, the election of four (4) Auditors is proposed.
The Board of Auditors has approved this proposition.
The candidates for the office of Auditor are as follows:
Candidate
NumberName(Date of Birth)

Brief Personal History, Positions in the Company,and Significant Concurrent Positions outside the Company
Apr. 1971
Jul. 1997
Jul. 1999
Jan. 2001

Hisao Tateishi
Jul. 2001

1(December 23, 1946)

Jul. 2003
Sep. 2005
Jun. 2007
Apr. 1976
Aug. 1995
Sep. 1999
Gisuke Shiozawa
2(April 18, 1952)

Apr. 2002
Jun. 2003
Jun. 2005
Jun. 2008
Apr. 1967
Apr. 1969
Jun. 2006
Dec. 2006
Jan. 2007
Apr. 2007
Jan. 2009

Koichi Ueda
3Mar. 2009
(December 17, 1943)
Jun. 2009

Joined Ministry of FinanceCommissioner of Kanto Shinetsu Regional
Taxation Bureau, National Tax Agency
Deputy Director-General of Personnel AffairsBureau, Management and Coordination Agency
Deputy Director-General of Personnel Affairs andPension Bureau, Ministry of Internal Affairs andCommunication
Standing Director, Japan Foundation for Regional
Vitalization
Standing Director, Federation of National PublicService Personnel Mutual Aid Associations
Senior Director, Federation of National PublicService Personnel Mutual Aid Associations
Standing Auditor of the Company(Current Position)
Joined the Company (Japan Tobacco and Salt
Public Corporation)
Head of Treasury Division
Assistant to Director in Food Business Planning
Division, Food Business
Senior Manager in Soft Drink Business Division,Food Business
Senior Vice President, Head of Food Business
Planning Division, Food Business
Senior Vice President, Head of Soft Drink
Business Division, Food BusinessStanding Auditor(Current Position)
Judicial Apprentice
Appointed as Public Prosecutor
Superintending Public Prosecutor, the Tokyo High
Public Prosecutors Office
Took mandatory retirement
Registered as an attorney at law
Specially Appointed Professor of Meiji University
Law School (Current Position)
Representative Director, The Resolution andCollection Corporation
President and Representative Director, TheResolution and Collection Corporation(Current Position)
Auditor of the Company(Current Position)(Significant Concurrent Positions outside the Company)
President and Representative Director, The Resolution and Collection
CorporationAttorney at Law, Koichi Ueda Law Office-6-

Number of theCompany'sShares Held25676Candidate
NumberName(Date of Birth)

Brief Personal History, Positions in the Company,and Significant Concurrent Positions outside the Company
Apr. 1968
Jun. 1995
May 2000
Jun. 2003

Yoshinori ImaiJan. 2008

4(December 3, 1944)

Jan. 2011
Apr. 2011

Joined Japan Broadcasting Corporation
Bureau Chief of General Bureau for Europe
Director General, Planning & Broadcasting
Department, Japan Broadcasting Corporation
Executive Editor and Programme Host, JapanBroadcasting Corporation
Executive Vice President, Japan BroadcastingCorporationRetired from Executive Vice President, JapanBroadcasting Corporation
Visiting Professor, Ritsumeikan University(Current Position)

Number of theCompany'sShares Held0(Notes) 1. No conflict of interest exists between the Company and each of the above candidates.
2. Hisao Tateishi, Koichi Ueda, and Yoshinori Imai are candidates for the office of Outside Statutory
Auditor.
3. Relevant matters concerning the candidates for the office of Outside Statutory Auditor are described asfollows:(1) For Hisao Tateishi
We comprensively judged that he is suitable to be an Outside Statutory Auditor considering his
considerable experience and extensive insight obtained from his many years of administrative
practice and execution of his duties at the Federation of National Public Service Personnel MutualAid Associations.
While having not been involved in corporate management, it is judged that he would be able toappropriately execute his duty as Outside Statutory Auditor for the above-mentioned reasons andbased on the fact that he has sufficiently performed his duty as the Company’s Statutory Auditor.
The period during which Hisao Tateishi has held the office of Statutory Auditor is four (4) years asat the conclusion of this ordinary general meeting of shareholders.
(2) For Koichi Ueda
We comprehensively judged that he is suitable to be an Outside Statutory Auditor considering his
considerable experiences and extensive insight obtained from his legal career.
The period during which Koichi Ueda has held the office of Statutory Auditor is two (2) years as at
the conclusion of this ordinary general meeting of shareholders.
(3) For Yoshinori Imai
We comprensively judged that he is suitable to be an Outside Statutory Auditor considering hisabundant experiences and broad insights into global politics and economics gained fromperforming responsibilities as Executive Vice President of Japan Broadcasting Corporation (NHK).
While he has not been involved in corporate management, it is judged that he would be able toappropriately execute his duty as Outside Statutory Auditor for the above-mentioned reasons.
4. Should Item 2 (the partical amendments to the Articles of Incorporation) and the election of Hisao
Tateishi, Koichi Ueda, and Yoshinori Imai be approved at this Ordinary General Meeting ofShareholders, pursuant to the provision of Article 28 of the amended Articles of Incorporation, theCompany intends to enter into an agreement with each of them to limit their liabilities sptipulated inArticle 423, Paragraph 1 of the Companies Act to the extent permitted by the laws and ordinances.
5. Hisao Tateishi, Koichi Ueda, and Yoshinori Imai meet the requirements for independent auditor
provided under the stock exchnage rules.

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