NOTICE OF THE 89TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

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1 (Note) This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. Securities Code: 3861 June 4, 2013 NOTICE OF THE 89TH ORDINARY GENERAL MEETING OF SHAREHOLDERS Dear Shareholder: You are cordially invited to attend the 89th Ordinary General Meeting of Shareholders of Oji Holdings Corporation (the ), which will be held on Thursday, June 27, 2013, at 10:00 a.m., Japan Standard Time, at its Headquarters, 7-5, Ginza 4-chome, Chuo-ku, Tokyo, Japan. If you are unable to attend the meeting in person, you may exercise your voting rights in writing or online. In this case, please review the attached Reference Documents for the General Meeting of Shareholders (pages 3 through 12), and exercise your voting rights by either of the following methods by 5:00 p.m., Japan Standard Time, on Wednesday, June 26, To exercise your voting rights in writing: Please indicate whether you are for or against for each agenda item listed on the enclosed voting form, and return it by post to reach us by the above deadline. To exercise your voting rights online: Please make sure to read Instruction for Exercising Voting Rights (pages 13 through 14) first and then access the designated Shareholder Voting Website ( from your personal computer. Login by entering the voter code and password, which are given on the enclosed voting form, and enter whether you are for or against for each agenda item by the above deadline, following the on-screen instructions. Handling of multiple voting: If you exercise your voting rights both in writing and online, the latter will prevail, no matter which reached the first. If you exercise your voting rights online more than once, the last exercise of your voting rights will prevail. Sincerely yours, Kiyotaka Shindo, President and Chief Executive Officer Oji Holdings Corporation 7-5, Ginza 4-chome, Chuo-ku, Tokyo, Japan 1

2 MEETING AGENDA Items to Be Reported: 1. The business report and consolidated financial statements for the 89th term (from April 1, 2012 to March 31, 2013); and report on auditing results of the consolidated financial statements by the Accounting Auditor and the Audit & Supervisory Board 2. The non-consolidated financial statements for the 89th term (from April 1, 2012 to March 31, 2013) Items to Be Resolved: < Proposal (Items 1 through 3) > Item 1: Election of Twelve (12) Directors Item 2: Election of Three (3) Audit & Supervisory Board Members Item 3: Payment of Retirement Benefits to Audit & Supervisory Board Members and Final Payment of Retirement Benefits upon Abolition of Retirement Benefits Plan for Audit & Supervisory Board Members < Shareholder Proposal (Item 4) > Item 4: Dismissal of Directors from Office Please refer to the attached Reference Documents for the General Meeting of Shareholders for the details of the above shareholder proposal (Item 4). 1. Pursuant to the provisions of applicable laws and regulations and Article 15 of the Articles of Incorporation, of the documents to be provided with this notice, Notes to Consolidated Financial Statements and Notes to Non-consolidated Financial Statements are not provided in this notice because they have been provided to shareholders on the website of Oji Holdings Corporation ( The Notes to Consolidated Financial Statements and the Notes to Non-consolidated Financial Statements are a portion of the financial statements audited by each Audit & Supervisory Board Member, the Audit & Supervisory Board and the Accounting Auditor in the course of the preparation of their audit reports. 2. When attending the meeting in person, please present the enclosed voting form at the reception desk. 3. Please note that we may adjust the air conditioning and lighting in the venue of the Ordinary General Meeting of Shareholders on the day to save electricity. Please also note that the s Officers and staff will be dressed in light clothing (Cool Biz style). 4. If circumstances arise whereby revisions should be made to the contents of the Reference Documents for the General Meeting of Shareholders and other attached documents separately prepared, the will notify the revised version on the s website ( 2

3 REFERENCE DOCUMENTS FOR THE GENERAL MEETING OF SHAREHOLDERS Agenda Items and References < Proposal (Items 1 through 3) > Items 1 through 3 are proposals made by the. Item 1: Election of Twelve (12) Directors The terms of office for all the current fourteen (14) Directors will expire at the conclusion of this General Meeting of Shareholders. Therefore, the hereby requests the election of twelve (12) Directors. The candidates for Director are as follows: No. Name (Date of birth) Brief history, positions and responsibilities in the and significant concurrent positions Number of the shares owned Special interest in the 1 Kazuhisa Shinoda (November 15, 1946) April 1969 June 2001 June 2003 June 2005 June 2006 April 2012 October 2012 Joined the Corporate Officer, the Executive Officer, the Managing Director, the Representative Director, President and CEO, the Representative Director and Chairman, the Representative Director and Chairman of the Board, the (to the present) 120,000 N/A 2 Kiyotaka Shindo (March 27, 1952) April 1975 April 2007 June 2009 April 2012 October 2012 Joined the Corporate Officer, the Director and Executive Officer, the Representative Director, President and CEO, the Representative Director of the Board, President and CEO, the (to the present) 29,000 N/A 3

4 No. Name (Date of birth) Brief history, positions and responsibilities in the and significant concurrent positions Number of the shares owned Special interest in the 3 Susumu Yajima (May 11, 1951) April 1975 June 2006 April 2007 April 2009 June 2009 April 2012 Joined the former Honshu Paper Co., Ltd. Corporate Officer, the Corporate Officer and General Manager, Corporate Planning Division, the Corporate Officer, General Manager, Corporate Planning Division and General Manager, Corporate Administration Division, the Director and Executive Officer, the Representative Director and Executive Vice President, the October 2012 Representative Director of the Board and Executive Vice President, the (to the present) (Significant concurrent positions) President and Representative Director, Oji Management Office Inc. 63,200 N/A April 1973 Joined the former Honshu Paper Co., Ltd. 4 Takeshi Azuma (April 11, 1949) April 2007 April 2010 June 2011 April 2012 Corporate Officer, the Executive Officer, the Director and Executive Officer, the Director and Senior Executive Officer, the October 2012 Director of the Board and Senior Executive Officer, the (to the present) (Significant concurrent positions) President and Representative Director, Oji Functional Materials Progressing Center Inc. Director, Oji F-Tex Co., Ltd. Director, Oji Imaging Media Co., Ltd. 47,000 N/A 4

5 No. Name (Date of birth) Brief history, positions and responsibilities in the and significant concurrent positions Number of the shares owned Special interest in the 5 Ryoji Watari (February 2, 1953) April 1975 April 2007 April 2011 June 2012 Joined the Corporate Officer, the Executive Officer, the Director and Executive Officer, the October 2012 Director of the Board and Executive Officer, the (to the present) (Significant concurrent positions) President and Representative Director, Oji Packs Partners Co., Ltd. President and Representative Director, Oji Container Co., Ltd. Director, Mori Shigyo Co., Ltd. 49,830 N/A 6 Kazuo Fuchigami (July 22, 1951) April 1974 April 2008 April 2011 June 2012 Joined the former Honshu Paper Co., Ltd. Corporate Officer and General Manager, Newsprint Business Division, the Executive Officer and General Manager, Newsprint Business Division, the Director and Executive Officer, the October 2012 Director of the Board and Executive Officer, the (to the present) (Significant concurrent positions) Director and Executive Vice President, Oji Paper Co., Ltd. 38,436 N/A April 1975 Joined the former Nippon Pulp Industry Co., Ltd. 7 Gemmei Shimamura (January 1, 1953) April 2008 April 2011 June 2012 Corporate Officer and General Manager, Strategic Resource Management Division, the Executive Officer and General Manager, Strategic Resource Management Division, the Director and Executive Officer, the October 2012 Director of the Board and Executive Officer, the (to the present) (Significant concurrent positions) Director, Oji Green Resources Co., Ltd. Director, Oji Forest & Products Co., Ltd. Chairman, Pan Pac Forest Products Ltd. 35,048 N/A 5

6 No. 8 Name (Date of birth) Yoshiki Koseki (August 8, 1954) Brief history, positions and responsibilities in the and significant concurrent positions April 1977 June 2007 April 2009 June 2009 April 2010 April 2011 April 2012 Joined the former Honshu Paper Co., Ltd. Deputy General Manager, Gifu Mill, Oji Paperboard Co., Ltd. (present Oji Materia Co., Ltd.) Corporate Officer and Deputy General Manager, Technology Division, Oji Paperboard Co., Ltd. Director and General Manager, Technology Division, Oji Paperboard Co., Ltd. Corporate Officer, the Corporate Officer and General Manager, Tomakomai Mill, the Executive Officer and General Manager, Technology Division, the Number of the shares owned Special interest in the 10,000 N/A 9 *Hidehiko Aoyama (January 23, 1954) June 2012 Director and Executive Officer, the October 2012 Director of the Board and Executive Officer, the (to the present) (Significant concurrent positions) Representative Director, President and CEO, Oji Engineering Co., Ltd. Director, Oji Materia Co., Ltd. April 1976 April 2008 October 2009 April 2010 April 2012 October 2012 Joined the former Kanzaki Paper Co., Ltd. Corporate Officer, Deputy General Manager, Paper Business Division and General Manager, Printing Paper Department, the Corporate Officer, Deputy General Manager, Paper Business Division and General Manager, Paper Planning and Administration Department, the Corporate Officer, the Executive Officer, the Executive Officer, the (to the present) (Significant concurrent positions) President and Representative Director, Oji Logistics Co., Ltd. 16,596 N/A 6

7 No Notes: Name (Date of birth) *Masatoshi Kaku (January 2, 1956) Yoh Takeuchi (September 24, 1939) Osamu Akiyama (November 21, 1940) Brief history, positions and responsibilities in the and significant concurrent positions April 1978 April 2008 June 2009 April 2010 April 2011 April 2012 October 2012 Joined the former Nippon Pulp Industry Co., Ltd. Deputy General Manager, Tomakomai Mill and General Manager, Facility Department, the Deputy General Manager, Technology Division and General Manager, Technology Department, the Advisor, General Manager, Yonago Mill and Deputy General Manager, Paper Business Division, the Corporate Officer, the Executive Officer, the Executive Officer, the (to the present) (Significant concurrent positions) President and Representative Director, Oji F-Tex Co., Ltd. Senior Managing Director, Oji Functional Materials Progressing Center Inc. April 1966 June 1994 June 2007 April 1963 August 2002 August 2004 June 2007 Registered as an attorney-at-law Audit & Supervisory Board Member, the Director, the (to the present) Joined the Ministry of International Trade and Industry Director-General, Cabinet Legislation Bureau Retired from office Director, the (to the present) Number of the shares owned Special interest in the 5,620 N/A 0 N/A 0 N/A 1. Persons shown with an asterisk (*) are new candidates for Director. 2. Both Mr. Yoh Takeuchi and Mr. Osamu Akiyama are candidates for outside director as prescribed in Article 2, Paragraph 3, Item 7 of the Ordinance for Enforcement of the Companies Act. The reasons for their selection as candidates for outside director are as follows. [1] With respect to Mr. Yoh Takeuchi, the requests that he be elected as an outside director because the would like to have his rich experience as an attorney and his wide-ranging knowledge reflected in the management of the. Although Mr. Takeuchi does not have experience being directly involved in corporate management other than being an outside director or outside audit & supervisory board member, the judged that he has practical experience in corporate legal affairs as an attorney over many years and that he will be able to duly carry out the duties as an outside director. Mr. Takeuchi is currently an outside director of the, and the term of office as an outside director will be six (6) years as of the conclusion of this Meeting. He retired as an outside audit & supervisory board member as of the conclusion of the Ordinary General Meeting of Shareholders in 2007, and he served in that position for 7

8 thirteen (13) years up to that time. [2] With respect to Mr. Osamu Akiyama, the requests that he be elected as an outside director because the would like to have his rich experience in government and his wide-ranging knowledge reflected in the management of the. Although Mr. Akiyama does not have experience being directly involved in corporate management other than being an outside director, the judged that he has rich experience in government and wide-ranging knowledge, and that he will be able to duly carry out the duties as an outside director. Mr. Akiyama is currently an outside director of the, and the term of office as an outside director will be six (6) years as of the conclusion of this Meeting. 3. The has designated both outside director candidates, Mr. Yoh Takeuchi and Mr. Osamu Akiyama, as independent directors and notified the Tokyo Stock Exchange and Osaka Securities Exchange of such designation in accordance with their regulations. In the event that both individuals are elected as directors, the intends that they remain as independent directors. 4. While Mr. Yoh Takeuchi was serving as an outside audit & supervisory board member at Bridgestone Corporation, the company received a cease and desist order and a payment order from the Japan Fair Trade Commission in February 2008 as well as a notice of determination from the European Commission imposing a fine in January 2009 due to a breach of the Antimonopoly Act regarding certain sales activities. Furthermore, in September 2011, Bridgestone Corporation entered into a plea agreement with the U.S. Department of Justice. In October 2011, the U.S. District Court approved this plea agreement and Bridgestone Corporation paid a fine. While Mr. Takeuchi always strove in audits to ensure the appropriateness of the management of business, following these incidents he has carried out those duties by providing advice from the perspective of compliance with laws and regulations. 5. Pursuant to Article 427, Paragraph 1 of the Companies Act, the has concluded contracts for limitation of liability with both outside director candidates, Mr. Yoh Takeuchi and Mr. Osamu Akiyama, limiting the liability for damage prescribed in Article 423, Paragraph 1 of the same Act. However, the maximum amount of the liability for damage based on said contracts is the amount prescribed in laws and regulations. In the event both individuals are elected, it is anticipated that said contracts will continue to remain in force. 8

9 Item 2: Election of Three (3) Audit & Supervisory Board Members The terms of office for Audit & Supervisory Board Members Kenji Kanda and Hiroshi Tai will expire at the conclusion of this General Meeting of Shareholders. In order to further strengthen the audit system, it has been decided to increase the number of Audit & Supervisory Board Members by one, therefore, the hereby requests the election of three (3) Audit & Supervisory Board Members. The Audit & Supervisory Board has given its consent regarding this item. The candidates for Audit & Supervisory Board Member are as follows: No Notes: Name (Date of birth) *Motokazu Ogata (November 3, 1950) *Satoshi Fukui (August 31, 1953) *Makoto Katsura (February 3, 1948) April 1975 April 2008 May 2009 September 2009 April 2010 October 2012 April 1976 June 2007 April 2010 April 2011 October 2012 April 1971 July 2004 August 2007 May 2011 Brief history, positions in the and significant concurrent positions Joined the Deputy General Manager, New Business & Product Development Center and General Manager, Project Management Office, the Representative Director, New Tac Kasei Co., Ltd. Managing Director, New Tac Kasei Co., Ltd. Advisor, the Managing Director and General Manager, Corporate Administration Division, New Tac Kasei Co., Ltd. (to the present) Joined the former Nippon Pulp Industry Co., Ltd. General Manager, Core Technology Laboratories, Research & Development Division, the Corporate Officer, General Manager, Research & Development Division, General Manager, Advanced Technology Laboratories, and General Manager, New Business & Product Development Center, the Corporate Officer, General Manager, Research & Development Division and General Manager, Advanced Technology Laboratories, the Corporate Officer, General Manager, Research & Development Division and General Manager, Advanced Technology Laboratories, the (to the present) Joined the Ministry of Foreign Affairs Ambassador Extraordinary and Plenipotentiary of Japan to Laos Ambassador Extraordinary and Plenipotentiary of Japan to the Philippines Retired from office Number of the shares owned Special interest in the 4,198 N/A 48,231 N/A 0 N/A 1. Persons shown with an asterisk (*) are new candidates for Audit & Supervisory Board Member. 9

10 2. Mr. Motokazu Ogata will retire as Managing Director of New Tac Kasei Co., Ltd. on June 26, Mr. Makoto Katsura is a candidate for outside audit & supervisory board member as prescribed in Article 2, Paragraph 3, Item 8 of the Ordinance for Enforcement of the Companies Act. The reasons for his selection as candidate for outside audit & supervisory board member are as follows. The requests that Mr. Makoto Katsura be elected as an outside audit & supervisory board member because the would like to have his rich experience as a diplomat and his wide-ranging knowledge reflected in the audits of the. Although Mr. Katsura does not have experience being directly involved in corporate management, the judged that he will be able to appropriately carry out the duties as an outside audit & supervisory board member owing to the reasons stated above. 4. In the event that Mr. Makoto Katsura is elected as an audit & supervisory board member, the intends to designate the outside audit & supervisory board member candidate, Mr. Katsura, as an independent audit & supervisory board member and notify the Tokyo Stock Exchange and Osaka Securities Exchange of such designation in accordance with their criteria. 5. In the event that Mr. Makoto Katsura is elected as an audit & supervisory board member, in accordance with the Articles of Incorporation of the, it is anticipated that the concludes a contract for limitation of liability with the outside audit & supervisory board member candidate, Mr. Katsura pursuant to Article 427, Paragraph 1 of the Companies Act, limiting the liability for damage prescribed in Article 423, Paragraph 1 of the same Act. However, the maximum amount of the liability for damage based on the said contract is the amount prescribed in laws and regulations. 10

11 Item 3: Payment of Retirement Benefits to Audit & Supervisory Board Members and Final Payment of Retirement Benefits upon Abolition of Retirement Benefits Plan for Audit & Supervisory Board Members As the term of office for Audit & Supervisory Board Members Kenji Kanda and Hiroshi Tai will expire at the conclusion of this General Meeting of Shareholders, the would like to pay them a reasonable amount of retirement benefits to reward their service during their term, in accordance with the s internal rules. Therefore, the hereby leaves the decision on the amount, timing and method of payment to the discretion of the Audit & Supervisory Board. Brief histories of the retiring audit & supervisory board members are as follows: Name Kenji Kanda Hiroshi Tai June 2009 June 2009 Brief History Senior Audit & Supervisory Board Member, the (to the present) Audit & Supervisory Board Member, the (to the present) The has decided to abolish its retirement benefits system for Audit & Supervisory Board Members at the conclusion of this Ordinary General Meeting of Shareholders. Accordingly, the would like to pay the two incumbent Audit & Supervisory Board Members a reasonable amount of retirement benefits to reward their service heretofore in accordance with the s internal rules based on their terms of office until the conclusion of this Ordinary General Meeting of Shareholders when they retire from office. Therefore, the hereby leaves the decision on the amount and method of payment to the discretion of the Audit & Supervisory Board. Brief histories of the audit & supervisory board members eligible for the final payment are as follows: Name Hiroyasu Sugihara Kenjiro Ueno June 2006 June 2007 Brief History Audit & Supervisory Board Member, the (to the present) Audit & Supervisory Board Member, the (to the present) 11

12 < Shareholder Proposal (Item 4) > Item 4 is a proposal made by a shareholder. The number of voting rights held by the proposing shareholder (one person) is 1,470. Item 4: Dismissal of Directors from Office - Details of the Proposal Dismissal of the following directors Shinichiro Kondo, Tadashi Watanabe - Reasons for the Proposal While the average stock price has recently been recovering sharply, the stock price of the remains weak. That is because the market does not expect to see an earnings improvement for the. In particular, the planned a paper production and sales business in China about 10 years ago and has made an unprecedentedly huge amount of investment of more than 200 billion yen, but the business has made little progress. In China, the has diverse competitors and the government licensing system and the diplomatic situation are unstable. In addition, the has trouble with neighboring residents of its plant concerning waste pipe work for the business. On the other hand, the has failed to appropriately disclose data that show the operating status (changes in sales, number of employees and labor cost, etc.) and future prospects of the business. It is only natural that the market has judged that the business was a failure. As a result, the s shareholders have been forced to accept not only a sluggish stock price but also a dividend amount that is lower than that of Hokuetsu Kishu Paper by two yen per share. That is a double blow for the shareholders. Therefore, it is proposed that the above-mentioned two Directors, who have directed the Chinese business over the years, take responsibility for the operational mistakes and be dismissed. - Opinion of the Board of Directors Since their assumption of office as Directors, Mr. Shinichiro Kondo and Mr. Tadashi Watanabe have executed their duties loyally in conformity with laws and regulations and the Articles of Incorporation and made efforts towards development and fortification of the business foundation of the Group, and there is no question about the qualification of these Directors. With regard to the paper production and sales business in China mentioned in the Reasons for the Proposal, the is informing the shareholders of the progress of major construction projects and status of operation of production facilities in its reports and interim reports. The by no means believes that its stock price is at a satisfactory level, and will continue to make its utmost efforts towards improving corporate value by pressing on with various initiatives which it is implementing for transforming business structure. With regard to the dividends, the s basic policy is to maintain stable dividends to shareholders as much as possible while thoroughly considering the business results for each business year and the internal reserves necessary in preparation for future management initiatives. Therefore, the Board of Directors opposes the proposal. 12

13 Instruction for Exercising Voting Rights Please read the following if you plan to exercise your voting rights online. 1. The only way to exercise your voting rights online is to use the Shareholder Voting Website ( In order to vote online, you will need the voter code and password mentioned on the right edge of the voting form. Please note that a dedicated website for access via mobile phone is not available. 2. If you use the Shareholder Voting Website, your provider may charge for connection fees, and your telecommunications carrier may charge you for communication (telephone) fees, but these fees must be borne by the shareholder. Passwords 1. Passwords are a means for confirming that the person casting the vote is the shareholder. Please store it with care until the close of this Meeting. Please note that we cannot give out passwords over the telephone. 2. If you enter your password incorrectly a certain number of times, the site will become locked and unusable. If this happens, please follow the on-screen instructions. 3. This password is only valid for this Meeting. System requirements for using Shareholder Voting Website 1. You must have Internet access. 2. You must have a monitor capable of a resolution of at least dots (WxH) (SVGA). 3. You must have the following software installed. (i) Microsoft Internet Explorer Ver SP2 or later (ii) Adobe Acrobat Reader Ver. 4.0 or later, or Adobe Reader Ver. 6.0 or later (Necessary to read notice of convocation and reference documents for the general meeting of shareholders) Notes: * Microsoft and Internet Explorer are trademarks or registered trademarks of Microsoft Corporation in the United States and other countries. * Adobe Acrobat Reader and Adobe Reader are trademarks or registered trademarks of Adobe Systems Incorporated in the United States and other countries. * This software is available free of charge from the respective company s website. If you access the site from a corporate setting, your Internet access may be restricted by firewalls or other security settings. If you have trouble accessing the site, please check with your system administrator. About the electronic voting platform Nominal shareholders (including standing proxies) of trust and custody banks and the like who have applied beforehand to use a voting platform operated by Investor Communications Japan (ICJ), a joint venture established by the Tokyo Stock Exchange and others, can vote electronically in our general meeting of shareholders via this platform, in addition to the abovementioned online voting site. 13

14 For computer operating instructions or other questions 1. Please call the number below with any questions about how to vote on this site from a personal computer. Dedicated Phone Line of Stock Transfer Agency Web Support Sumitomo Mitsui Trust Bank, Limited. Telephone: 0120 (652) 031 (toll free, Japan only) (Calling hours: 9:00 a.m. to 9:00 p.m.) 2. Please call the number below to check your registered address, number of voting shares, etc. Stock Transfer Agency Operation Center Sumitomo Mitsui Trust Bank, Limited. Telephone: 0120 (782) 031 (toll free, Japan only) (Calling hours: 9:00 a.m. to 5:00 p.m., weekends and holidays excluded) 14

15 Consolidated Financial Statements Consolidated Balance Sheets Assets As of March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) As of March 31, 2012 (Ref.) Comparison (Ref.) Current assets Cash and deposits 50,621 43,881 6,739 Notes and accounts receivable trade 269, ,384 7,753 Short-term investment securities 7, ,589 Merchandise and finished goods 84,877 81,394 3,483 Work in process 17,655 15,479 2,175 Raw materials and supplies 60,554 57,462 3,092 Deferred tax assets 12,035 14,417 (2,381) Short-term loans receivable 7,862 8,925 (1,062) Accounts receivable other 19,386 14,937 4,449 Other 9,294 7,075 2,218 Allowance for doubtful accounts (3,071) (4,304) 1,233 Total current assets 535, ,207 34,292 Noncurrent assets Property, plant and equipment Buildings and structures 203, ,398 2,965 Machinery, equipment and vehicles 375, ,352 34,489 Tools, furniture and fixtures 6,258 4,952 1,305 Land 236, ,530 2,561 Forests 90,367 16,573 73,794 Standing timber 103,488 39,090 64,397 Lease assets 5,314 5, Construction in progress 69,918 41,407 28,510 Total property, plant and equipment 1,090, , ,079 Intangible assets Leasehold right 1,620 1, Goodwill 14,806 15,427 (620) Other 9,333 9,874 (541) Total intangible assets 25,760 26,411 (650) Investments and other assets Investment securities 150, ,648 (25,353) Long-term loans receivable 2,029 4,510 (2,481) Long-term prepaid expenses 14,937 13,138 1,798 Deferred tax assets 3,171 16,161 (12,990) Other 10,934 17,893 (6,958) Allowance for doubtful accounts (2,022) (2,545) 522 Total investments and other assets 179, ,807 (45,462) Total noncurrent assets 1,295,751 1,133, ,966 Total assets 1,831,251 1,634, ,259 15

16 Liabilities As of March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) As of March 31, 2012 (Ref.) Comparison (Ref.) Current liabilities Notes and accounts payable trade 210, ,781 (5,860) Short-term loans payable 307, ,532 (28,690) Current portion of bonds 20, ,000 Accounts payable other 20,107 15,430 4,676 Accrued expenses 46,032 46,432 (399) Income taxes payable 5,371 9,232 (3,861) Other 17,692 9,625 8,066 Total current liabilities 628, ,195 (6,068) Noncurrent liabilities Bonds payable 140, ,320 19,840 Long-term loans payable 362, ,707 35,236 Deferred tax liabilities 43,583 18,900 24,682 Deferred tax liabilities for land revaluation 9,554 9,713 (159) Provision for retirement benefits 53,232 50,398 2,833 Provision for directors retirement benefits 1,580 1,724 (144) Provision for environmental measures 1,723 1, Provision for special repairs Provision for loss on litigation 4,361 4,361 Long-term deposits received 2,646 2,761 (114) Other 4,078 4,133 (55) Total noncurrent liabilities 623, ,497 86,498 Total liabilities 1,252,122 1,171,692 80,429 Net assets Shareholders equity Stated capital 103, ,880 Capital surplus 112, ,012 (81) Retained earnings 320, ,432 15,653 Treasury stock (43,140) (43,363) 223 Total shareholders equity 493, ,961 15,794 Accumulated other comprehensive income Valuation difference on available-for-sale securities 16,100 6,675 9,424 Deferred gains or losses on hedges (252) 186 (438) Revaluation reserve for land 4,875 5,063 (188) Foreign currency translation adjustment (8,997) (41,579) 32,582 Total accumulated other comprehensive income 11,726 (29,653) 41,379 Subscription rights to shares (110) Minority interests 73,410 14,644 58,765 Total net assets 579, , ,829 Total liabilities and net assets 1,831,251 1,634, ,259 16

17 Consolidated Statements of Income Fiscal year ended March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) Fiscal year ended March 31, 2012 (Ref.) Comparison (Ref.) Net sales 1,241,471 1,212,912 28,559 Cost of sales 963, ,999 17,900 Gross profit 277, ,912 10,659 Selling, general and administrative expenses 225, ,132 12,056 Operating income 52,383 53,780 (1,397) Non-operating income Interest and dividends income 3,920 3, Equity in earnings of affiliates 1,447 3,974 (2,527) Miscellaneous income 15,571 4,933 10,637 Total non-operating income 20,938 12,211 8,727 Non-operating expenses Interest expenses 11,783 10,318 1,465 Miscellaneous loss 6,972 7,297 (324) Total non-operating expenses 18,756 17,615 1,140 Ordinary income 54,565 48,375 6,190 Extraordinary income Gain on sales of investment securities 1,117 1, Gain on sales of noncurrent assets 1, Gain on negative goodwill (271) Other (29) Total extraordinary income 2,723 2, Extraordinary loss Loss on partly abolishment of retirement benefit plan 8,820 8,820 Loss on retirement of noncurrent assets 3,104 2, Special retirement expenses 1,815 2,024 (208) Impairment loss 1, ,039 Business structure improvement expenses 1,253 2,971 (1,717) Loss on subsidiary status change from equity method to consolidated subsidiary Other 2,036 3,353 (1,317) Total extraordinary losses 19,356 11,145 8,210 Income before income taxes and minority interests 37,932 39,885 (1,952) Income taxes current 12,133 14,194 (2,061) Income taxes deferred (3,729) 3,453 (7,182) Income before minority interests 29,528 22,237 7,291 Minority interests in income 3, ,868 Net income 25,600 22,177 3,422 17

18 Consolidated Statement of Changes in Net Assets (Fiscal year ended March 31, 2013) (Millions of yen, with fractions less than one million yen discarded) Shareholders equity Stated capital Balance at the beginning of current period 103,880 Balance at the end of current period 103,880 Capital surplus Balance at the beginning of current period 113,012 Disposal of treasury stock (81) Total changes of items during the period (81) Balance at the end of current period 112,930 Retained earnings Balance at the beginning of current period 304,432 Dividends from surplus (9,884) Net income 25,600 Change of scope of consolidation (251) Reversal of revaluation reserve for land 188 Total changes of items during the period 15,653 Balance at the end of current period 320,086 Treasury stock Balance at the beginning of current period (43,363) Purchase of treasury stock (36) Disposal of treasury stock 246 Purchase of treasury stock by equity method affiliates (4) Change in equity-treasury stock 17 Total changes of items during the period 223 Balance at the end of current period (43,140) Total shareholders equity Balance at the beginning of current period 477,961 Dividends from surplus (9,884) Net income 25,600 Purchase of treasury stock (36) Disposal of treasury stock 164 Purchase of treasury stock by equity method affiliates (4) Change in equity-treasury stock 17 Change of scope of consolidation (251) Reversal of revaluation reserve for land 188 Total changes of items during the period 15,794 Balance at the end of current period 493,756 18

19 (Millions of yen, with fractions less than one million yen discarded) Accumulated other comprehensive income Valuation difference on available-for-sale securities Balance at the beginning of current period 6,675 Net changes of items other than shareholders equity 9,424 Total changes of items during the period 9,424 Balance at the end of current period 16,100 Deferred gains or losses on hedges Balance at the beginning of current period 186 Net changes of items other than shareholders equity (438) Total changes of items during the period (438) Balance at the end of current period (252) Revaluation reserve for land Balance at the beginning of current period 5,063 Net changes of items other than shareholders equity (188) Total changes of items during the period (188) Balance at the end of current period 4,875 Foreign currency translation adjustment Balance at the beginning of current period (41,579) Net changes of items other than shareholders equity 32,582 Total changes of items during the period 32,582 Balance at the end of current period (8,997) Total accumulated other comprehensive income Balance at the beginning of current period (29,653) Net changes of items other than shareholders equity 41,379 Total changes of items during the period 41,379 Balance at the end of current period 11,726 Subscription rights to shares Balance at the beginning of current period 346 Net changes of items other than shareholders equity (110) Total changes of items during the period (110) Balance at the end of current period 235 Minority interests Balance at the beginning of current period 14,644 Net changes of items other than shareholders equity 58,765 Total changes of items during the period 58,765 Balance at the end of current period 73,410 19

20 (Millions of yen, with fractions less than one million yen discarded) Total net assets Balance at the beginning of current period 463,299 Dividends from surplus (9,884) Net income 25,600 Purchase of treasury stock (36) Disposal of treasury stock 164 Purchase of treasury stock by equity method affiliates (4) Change in equity-treasury stock 17 Change of scope of consolidation (251) Reversal of revaluation reserve for land 188 Net changes of items other than shareholders equity 100,034 Total changes of items during the period 115,829 Balance at the end of current period 579,128 20

21 Non-consolidated Financial Statements Non-consolidated Balance Sheets Assets As of March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) As of March 31, 2012 (Ref.) Comparison (Ref.) Current assets Cash and deposits 12,728 6,271 6,456 Notes receivable trade 693 (693) Accounts receivable trade ,974 (58,826) Merchandise and finished goods 26,598 (26,598) Real estate for sale Raw materials 18,221 (18,221) Work in process 5,363 (5,363) Supplies 41 4,925 (4,883) Deferred tax assets 1,881 7,963 (6,082) Short-term loans receivable 83, ,428 (109,996) Accounts receivable other 12,668 24,688 (12,020) Operating accounts receivable 9,262-9,262 Other 1,485 2,611 (1,126) Allowance for doubtful accounts (1,090) (9,017) 7,927 Total current assets 120, ,738 (220,166) Noncurrent assets Property, plant and equipment Buildings 17,424 70,785 (53,361) Structures ,688 (20,097) Machinery and equipment ,677 (141,318) Vehicles 1 54 (53) Tools, furniture and fixtures 1,160 1,980 (819) Land 46,551 84,224 (37,672) Forests 15,616 15,609 7 Standing timber 22,915 23,010 (94) Lease assets 2 12 (9) Construction in progress Total property, plant and equipment 105, ,392 (253,372) Intangible assets Software 23 1,969 (1,945) Other (233) Total intangible assets 75 2,254 (2,178) 21

22 Investments and other assets As of March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) As of March 31, 2012 (Ref.) Comparison (Ref.) Investment securities 74,306 67,954 6,352 Stocks of subsidiaries and affiliates 501, , ,217 Investments in capital (170) Investments in capital of subsidiaries and affiliates 6, ,157 (123,082) Long-term loans receivable 370,672 52, ,542 Long-term prepaid expenses 1,173 1,676 (503) Deferred tax assets 3,132 4,832 (1,699) Other 1,162 12,029 (10,867) Allowance for doubtful accounts (1,315) (150) (1,165) Total investments and other assets 956, , ,624 Total noncurrent assets 1,061, , ,072 Total assets 1,181,911 1,259,005 (77,093) Liabilities Current liabilities Accounts payable trade 60 89,442 (89,381) Current portion of bonds 20,000-20,000 Short-term loans payable 327, ,796 (5,896) Accounts payable other 3,960 4,583 (622) Accrued expenses 5,055 18,586 (13,531) Income taxes payable (340) Other 1,105 2,922 (1,817) Total current liabilities 358, ,863 (91,590) Noncurrent liabilities Bonds payable 140, ,000 20,000 Long-term loans payable 319, ,467 8,734 Long-term accounts payable other (132) Lease obligations 1 5 (4) Provision for retirement benefits 4,318 22,873 (18,554) Provision for directors retirement benefits Provision for environmental measures (893) Long-term deposits received 4 72 (67) Provision for special repairs 107 (107) Total noncurrent liabilities 463, ,669 8,995 Total liabilities 821, ,533 (82,595) 22

23 Net assets As of March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) As of March 31, 2012 (Ref.) Comparison (Ref.) Shareholders equity Stated capital 103, ,880 Capital surplus Capital reserve 108, ,640 Other capital surplus 1,425 1,515 (90) Total capital surplus 110, ,155 (90) Retained earnings Retained earnings reserve 24,646 24,646 Reserve for advanced depreciation of noncurrent assets 12,357 14,710 (2,352) Reserve for overseas investment loss (72) General reserve 101,729 98,518 3,211 Retained earnings brought forward 28,399 26,998 1,400 Reserve for timber price adjustments 2,800 (2,800) Reserve for retirement allowance for employees 411 (411) Total retained earnings 167, ,791 (1,024) Treasury stock (35,453) (35,671) 218 Total shareholders equity 346, ,157 (896) Valuation and translation adjustments Valuation difference on available-for-sale securities 13,478 6,968 6,509 Deferred gains or losses on hedges 0 (0) Total valuation and translation adjustments 13,478 6,969 6,509 Subscription rights to shares (110) Total net assets 359, ,472 5,501 Total liabilities and net assets 1,181,911 1,259,005 (77,093) 23

24 Non-consolidated Statements of Income Fiscal year ended March 31, 2013 (Millions of yen, with fractions less than one million yen discarded) Fiscal year ended March 31, 2012 (Ref.) Comparison (Ref.) Net sales 213, ,400 (245,335) Operating revenue 20,426-20,426 Operating revenue 233, ,400 (224,908) Cost of sales 167, ,412 (189,073) Gross profit 45, ,988 (56,262) Selling, general and administrative expenses 45,599 93,194 (47,594) Operating expenses General and administrative expenses 9,079 9,079 Other 1,316 1,316 Operating income 10,156 8,794 1,362 Non-operating income Interest and dividends income 7,506 17,951 (10,444) Miscellaneous income 7,273 11,442 (4,168) Total non-operating income 14,779 29,393 (14,613) Non-operating expenses Interest expenses 8,534 9,595 (1,060) Miscellaneous loss 5,034 5,979 (944) Total non-operating expenses 13,569 15,574 (2,004) Ordinary income 11,366 22,612 (11,246) Extraordinary income Reversal of allowance for doubtful accounts 1,426 1,722 (296) Gain on sales of investment securities 1,133 1, Gain on sales of noncurrent assets (282) Total extraordinary income 2,924 3,385 (461) Extraordinary loss Loss on liquidation of subsidiaries 2, ,120 Special retirement expenses 1,071 1,580 (508) Loss on retirement of noncurrent assets 582 1,031 (449) Other 1,656 4,840 (3,183) Total extraordinary losses 5,663 7,684 (2,021) Income before income taxes 8,627 18,313 (9,686) Income taxes current (4,365) 64 (4,430) Income taxes deferred 3,994 2,887 1,106 Net income 8,999 15,362 (6,363) 24

25 Non-consolidated Statement of Changes in Net Assets (Fiscal year ended March 31, 2013) (Millions of yen, with fractions less than one million yen discarded) Shareholders equity Stated capital Balance at the beginning of current period 103,880 Balance at the end of current period 103,880 Capital surplus Capital reserve Balance at the beginning of current period 108,640 Balance at the end of current period 108,640 Other capital surplus Balance at the beginning of current period 1,515 Disposal of treasury stock (90) Total changes of items during the period (90) Balance at the end of current period 1,425 Total capital surplus Balance at the beginning of current period 110,155 Disposal of treasury stock (90) Total changes of items during the period (90) Balance at the end of current period 110,065 Retained earnings Retained earnings reserve Balance at the beginning of current period 24,646 Balance at the end of current period 24,646 Other retained earnings Reserve for timber price adjustments Balance at the beginning of current period 2,800 Transfer to general reserve (2,800) Total changes of items during the period (2,800) Balance at the end of current period Reserve for retirement allowance for employees Balance at the beginning of current period 411 Transfer to general reserve (411) Total changes of items during the period (411) Balance at the end of current period Reserve for advanced depreciation of noncurrent assets Balance at the beginning of current period 14,710 Provision of reserve for advanced depreciation of noncurrent assets 334 Reversal of reserve for advanced depreciation of noncurrent assets (570) Reversal of reserve for advanced depreciation of noncurrent assets resulting from company split (2,117) Total changes of items during the period (2,352) Balance at the end of current period 12,357 25

26 (Millions of yen, with fractions less than one million yen discarded) Reserve for overseas investment loss Balance at the beginning of current period 705 Reversal of reserve for overseas investment loss (72) Total changes of items during the period (72) Balance at the end of current period 633 General reserve Balance at the beginning of current period 98,518 Transfer from reserve for timber price adjustments and reserve for retirement allowance for employees 3,211 Total changes of items during the period 3,211 Balance at the end of current period 101,729 Retained earnings brought forward Balance at the beginning of current period 26,998 Reversal of reserve for timber price adjustments 2,800 Reversal of reserve for retirement allowance for employees 411 Provision of reserve for advanced depreciation of noncurrent assets (334) Reversal of reserve for advanced depreciation of noncurrent assets 570 Reversal of reserve for advanced depreciation of noncurrent assets resulting from company split 2,117 Reversal of reserve for overseas investment loss 72 Reversal of general reserve (3,211) Dividends from surplus (10,023) Net income 8,999 Total changes of items during the period 1,400 Balance at the end of current period 28,399 Total other retained earnings Balance at the beginning of current period 144,145 Dividends from surplus (10,023) Net income 8,999 Total changes of items during the period (1,024) Balance at the end of current period 143,120 Total retained earnings Balance at the beginning of current period 168,791 Dividends from surplus (10,023) Net income 8,999 Total changes of items during the period (1,024) Balance at the end of current period 167,766 Treasury stock Balance at the beginning of current period (35,671) Purchase of treasury stock (36) Disposal of treasury stock 254 Total changes of items during the period 218 Balance at the end of current period (35,453) 26

27 (Millions of yen, with fractions less than one million yen discarded) Total shareholders equity Balance at the beginning of current period 347,157 Dividends from surplus (10,023) Net income 8,999 Purchase of treasury stock (36) Disposal of treasury stock 164 Total changes of items during the period (896) Balance at the end of current period 346,260 Valuation and translation adjustments Valuation difference on available-for-sale securities Balance at the beginning of current period 6,968 Net changes of items other than shareholders equity 6,509 Total changes of items during the period 6,509 Balance at the end of current period 13,478 Deferred gains or losses on hedges Balance at the beginning of current period 0 Balance at the end of current period Total valuation and translation adjustments Balance at the beginning of current period 6,969 Net changes of items other than shareholders equity 6,509 Total changes of items during the period 6,509 Balance at the end of current period 13,478 Subscription rights to shares Balance at the beginning of current period 346 Net changes of items other than shareholders equity (110) Total changes of items during the period (110) Balance at the end of current period 235 Total net assets Balance at the beginning of current period 354,472 Dividends from surplus (10,023) Net income 8,999 Purchase of treasury stock (36) Disposal of treasury stock 164 Net changes of items other than shareholders equity 6,398 Total changes of items during the period 5,501 Balance at the end of current period 359,974 27

28 Report on Audits Certified Copy of the Accounting Auditor s Report REPORT OF INDEPENDENT AUDITORS To the Board of Directors of Oji Holdings Corporation May 10, 2013 Ernst & Young ShinNihon LLC Designated and Engagement Partner Certified Public Accountant Kenji Murayama (Seal) Designated and Engagement Partner Certified Public Accountant Tetsu Shimamura (Seal) Pursuant to Article 444, Paragraph 4 of the Companies Act, we have audited the consolidated financial statements, that is, the consolidated balance sheet, the consolidated statement of income, the consolidated statement of changes in net assets, and the notes to consolidated financial statements of Oji Holdings Corporation, formerly Oji Paper Co., Ltd., (the ) applicable to the fiscal year from April 1, 2012 to March 31, Responsibility of the s management for consolidated financial statements The s management is responsible for preparing and properly presenting consolidated financial statements in accordance with accounting standards generally accepted in Japan. This includes establishing and operating internal control determined as necessary by the management for the preparation and proper presentation of consolidated financial statements that are free of material misstatement caused by fraud or error. Responsibility of independent auditors Our responsibility is to independently express an opinion on the consolidated financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in Japan. Those auditing standards require that we plan and perform the audit to obtain reasonable assurance as to whether the consolidated financial statements are free of material misstatement. An audit entails performing procedures to gain evidence of audit with regard to the amounts and presentation of the consolidated financial statements. Based on our judgment, we select and apply the auditing procedures in consideration of the assessment of risks associated with the material misstatement of consolidated financial statements caused by fraud or error. The purpose of the audit is not to express an opinion on the effectiveness of internal control; however, in conducting risk assessment, we will consider internal control relating to the preparation and proper presentation of consolidated financial statements to formulate relevant auditing procedures depending on the conditions. An audit also includes examining the assessment of the accounting policies, the methods of application thereof, and significant estimates made by the management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that we have obtained adequate and appropriate audit evidence as the basis for our opinion. Audit opinion As a result of our audit, it is our opinion that the above consolidated financial statements properly present in all material respects the s financial position and the results of operations of the corporate group comprising Oji Holdings Corporation, formerly Oji Paper Co., Ltd., and its consolidated subsidiaries applicable to the year ended March 31, 2013 in accordance with accounting standards generally accepted in Japan. Conflict of interest Our firm and engagement partners have no interest in the that must be disclosed pursuant to the provisions of the Certified Public Accountants Act. The above represents a translation, for convenience only, of the original report issued in the Japanese language. 28

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