April 10, 2014
Determination of the Amount of Stock Option-based Remuneration for Directors and Details
ThereofStar Micronics Co., Ltd. has announced that at a meeting of the Board of Directors held today, theCompany resolved to make a proposal concerning the determination of the amount of stock
option-based remuneration for Directors and details thereof (“the Proposal”) at the 89th Ordinary
General Meeting of Shareholders scheduled for May 22, 2014. Details are as follows.
The amount of remuneration, etc., for the Company’s Directors was approved at the 82nd Ordinary
General Meeting of Shareholders held on May 24, 2007, with the amount of remuneration forDirectors not to exceed 130 million yen per annum, and the amount of bonuses for Directors not toexceed 100 million yen per annum. Furthermore, Stock Options (so-called Ordinary Stock Options
with a paid-in amount per share determined based on fair value, for each share that can be granted
due to the exercise of Stock Acquisition Rights (“SARs”)) are granted to Directors as remuneration,
after approval by the General Meeting of Shareholders on a case by case basis.Separately from theabovementioned remuneration amounts, the Company hereby requests approval for allotting thefollowing two types of SARs to the Company’s Directors (excluding Outside Directors), within ascope not to exceed 100 million yen per annum: 1) Ordinary Stock Options and 2) Stock
Compensation-type Stock Options (stock options with a paid-in amount of 1 yen per share, for eachshare that can be granted due to the exercise of SARs). The purpose of these Stock Options is tofurther increase the resolve and enthusiasm of Directors for improving business results and corporate
value over the medium and long terms.
The amount of stock option-based remuneration shall be calculated by multiplying the fair value per
SAR to be allotted by the number of SARs to be allotted.
If a proposal to elect Directors that will be made separately is approved at the 89th Ordinary General
Meeting of Shareholders scheduled for May 22, 2014, the number of Directors will be six (including
one Outside Director).
Furthermore, after the Proposal has been approved, SARs shall be issued within the scope of theProposal by resolution of the Company’s Board of Directors.
The reasons for allotting SARs to the Company’s Directors (excluding Outside Directors) as Stock
Compensation-type Stock Options and Ordinary Stock Options along with the specific details of theSARs are set forth as follows. The particulars of the SARs and other details thereof shall be
determined by the Company’s Board of Directors.
I. SARs as Stock Compensation-type Stock Options
1. Reason for Issuing SARs as Remuneration to Directors
The reason for issuing SARs to the Company’s Directors (excluding Outside Directors) is to further
increase their resolve and enthusiasm for improving business results and corporate value over thelong term. This will be accomplished by aligning the interests of Directors and shareholders byhaving the Directors share the benefits of an increase in the stock price as well as the risk of adecrease in the stock price.
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2. Details of the SARs
(1) Class and Number of Shares Underlying the SARs
The maximum number of shares of the Company’s common stock that may be granted due to theexercise of SARs issued on any day within one year of the day of the Ordinary General Meeting ofShareholders for each fiscal year shall be 120,000.
In the event that the Company conducts a stock split or stock consolidation after the day on which
the SARs are allotted (“the allotment date”) or in other cases that require the adjustment of thenumber of shares, the Company shall be able to adjust the number of shares within a scope deemed
rational under the circumstances.
(2) Total number of SARs
The maximum number of SARs to be issued on any day within one year of the day of the Ordinary
General Meeting of Shareholders for each fiscal year shall be 1,200 (100 shares of common stock perSAR).
(3) Amount to be paid in upon exercise of SARs
The amount to be paid in per SAR shall be determined by the Board of Directors based on the fairvalue of the SARs computed using impartial calculation methods such as the Black-Scholes model
upon allocation of SARs.
The persons who have received an allocation of SARs (“SAR Holders”) shall offset the amount to be
paid in with monetary compensation receivable from the Company, in lieu of payment.
(4) Total amount to be invested upon exercise of SARs
The total amount to be invested upon exercise of SARs shall be the amount to be paid-in per share,for each share that can be granted due to the exercise of SARs (“the exercise price”), which shall be
1 yen, multiplied by the number of shares granted.
(5) Exercise period for SARs
The Company’s Board of Directors shall determine the exercise period within a period not to exceed
30 years from the allotment date.
(6) Conditions for issuing SARs
If the Company posts a consolidated net loss in the fiscal year preceding a given fiscal year, theCompany shall not issue SARs for one year from the day of the Ordinary General Meeting ofShareholders for the given fiscal year.
(7) Conditions for exercising SARs
SAR Holders who have lost their position as a Director of the Company during the period stipulatedin (5) above may exercise their SARs in a lump-sum within 10 days from the day after the day theylose their position (if the 10th day falls on a Company holiday, the following business day). Other
conditions on exercising SARs shall be determined by the Company’s Board of Directors.
(8) Limits on acquisition of SARs via assignment
Approval of the Board of Directors of the Company shall be required for the acquisition of SARs via
assignment.

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II. SARs as Ordinary Stock Options
1. Reason for Issuing SARs as Remuneration to Directors
The reason for issuing SARs to the Company’s Directors (excluding Outside Directors) is to further
increase their resolve and enthusiasm for improving business results and corporate value over themedium term.
2. Details of SARs
(1) Class and Number of Shares Underlying the SARs
The maximum number of shares of the Company’s common stock that may be granted due to theexercise of SARs issued on any day within one year of the day of the Ordinary Annual General
Meeting of Shareholders for each fiscal year shall be 140,000.
In the event that the Company conducts a stock split or stock consolidation after the allotment date,or in other cases that require the adjustment of the number of shares, the Company shall be able toadjust the number of shares within a scope deemed rational under the circumstances.
(2) Total number of SARs
The maximum number of SARs to be issued on any day within one year of the day of the Ordinary
General Meeting of Shareholders for each fiscal year shall be 1,400 (100 shares of common stock per
SAR).
(3) Amount to be paid in upon exercise of SARs
No payment shall be required in exchange for the SARs. The SARs are granted as incentive-based
remuneration. Accordingly, the fact that the payment of money is not required does not mean that theSARs are issued on advantageous terms.
(4) Total amount to be invested upon exercise of SARs
The total amount to be invested upon the exercise of SARs shall be the exercise price, which shall be
the exercise price, multiplied by the number of shares granted. The exercise price shall be an amount1.05 times the average of the prices of the Company’s common stock on the Tokyo Stock Exchange
as at the closing of regular trading for each day in the month prior to the month in which theallotment date falls (except on dates where there was no trading) and the amount shall be rounded up
to the nearest 1 yen. However, where that amount is less than the closing price of the Company’scommon stock at the end of regular trading on the Tokyo Stock Exchange on the allotment date(where there was no trading on that day, the closing price on the last day of trading prior to that date),
the amount shall be the closing price on that date.
In cases where a change in the exercise price is necessary, such as a stock split, stock consolidationor other comparable event conducted after the allotment date, the Company shall be able to adjust theexercise price within a scope deemed rational under the circumstances.
(5) Exercise period for SARs
The Company’s Board of Directors shall determine the exercise period within a period not less than 2years after the day that the Company’s Board of Directors decides upon the subscription terms of theSARs to no more than 10 years after the day of this decision.
(6) Conditions for issuing SARs
If the Company posts a consolidated net loss in the fiscal year preceding a given fiscal year, the3/4

Company shall not issue SARs for one year from the day of the Ordinary General Meeting ofShareholders for the given fiscal year.
(7) Conditions for exercising SARs
(1) SAR Holders shall, at the time of exercising the SARs, be Directors of the Company.
However, this paragraph shall not apply to SAR Holders who have lost their position as
Directors or ceased to hold office due to the expiration of their term of office or as a result ofactions taken at the Company’s discretion.
(2) Upon the death of an SAR Holder, this right may not pass by way of succession.
(3) SARs are non-negotiable instruments and may not be pledged or transferred in any form
whatsoever.
(8) Limits on acquisition of SARs via assignment
Approval of the Board of Directors of the Company shall be required for the acquisition of SARs via
assignment.
Note: The foregoing shall be subject to the approval of the proposal “Determination of Amount ofStock Option-based Remuneration for Directors and Details Thereof” at the 89th Ordinary General
Meeting of Shareholders scheduled for May 22, 2014.
End.

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