【開示様式例（上場会社の決定事実・発生事実・決算情報以外の開示様式例）】


May 19, 2015

Company name:

ANA HOLDINGS INC.

Representative:

Shinya Katanozaka, President &CEO

(Code No: 9202 TSE 1st Section)

Inquiries:

Yuzo Hara, Director of

Corporate Communication office

General Administration & CSR Promotion

(Tel. 03-6735-1001)

Notification of the Partial Amendments to the Articles of Incorporation

ANA HOLDINGS INC. ("Company") resolved in its meeting of the board of directors held on May 19,
2015 to propose an item of business concerning the Partial Amendment to the Articles of Incorporation for approval at the 70th Ordinary General Meeting of Shareholders to be held on June 29, 2015. Details are as follows.
1. Reason for amendment to the Articles of Incorporation
Pursuant to the Act for Partial Amendment to the Companies Act (Act No.90 of 2014) enacted as of May 1, 2015, directors other than executive directors, etc. and corporate auditors other than external corporate auditors were also allowed to enter into an agreement with respect to limitation of liability. Accordingly, certain amendments are made to Article 29, Paragraph 2 and Article 35, Paragraph 2 of the Company's Articles of Incorporation in order to enable the directors and corporate auditors who were newly allowed to enter into such agreements to fully perform their expected roles. Please note that consent from each corporate auditor concerning the amendment to Article 29, Paragraph 2 of the Articles of Incorporation has been obtained.
2. Details of amendment
Please see Exhibit for details of the amendments.
3. Schedule

Date of general meeting of shareholders for the

amendment to the Articles of Incorporation:

June 29, 2015 (Monday) (as scheduled)

Effective date of amended Articles of Incorporation:

June 29, 2015 (Monday) (as scheduled)

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END

This document has been translated from the original Japanese version for reference purposes only. In the event of any discrepancy between this translated document and the original Japanese version, the latter shall prevail in all respects.

Exhibit

(Amended sections are underlined)

Current Articles of Incorporation

Proposed amendment

Article 29.(Exemption from Directors' Liability)

The Company may, by a

resolution of the Board of Directors, exempt directors (including a person who was a director) from their liabilities for their acts stipulated under Article

423, paragraph 1 of the Company Law to the extent permitted by law, in accordance with the provision under Article 426, paragraph 1 of the Company

Law.

Article 29.(Exemption from Directors' Liability)

(As is)

(2) The Company may enter into an agreement with external directors with respect to limitation of liability for their acts stipulated under Article 423, paragraph 1 of the Company Law in accordance with the provision under Article 427, paragraph 1 of the Company Law, provided, however, that the limitation of liability under such agreement shall be limited to the extent permitted by law.

(2) The Company may enter into an agreement with directors (excludingthose who are executive directors, etc.) with respect to limitation of liability for their acts stipulated under Article 423, paragraph 1 of the Company Law in accordance with the provision under Article 427, paragraph 1 of the Company Law, provided, however, that the limitation of liability under such agreement shall be limited to the extent

permitted by law.

Article 35. (Exemption from Corporate

Auditors' Liability)

The Company may, by a resolution of the Board of Directors, exempt auditors (including a person who was an auditor before) from their liabilities for their acts stipulated under Article 423, paragraph 1 of the Company Law to the extent permitted by law in accordance with the provision of Article

426, paragraph 1 of the Company Law.

Article 35. (Exemption from Corporate

Auditors' Liability) (As is)

(2) The Company may enter into an agreement with external corporateauditors which limits liability for their acts stipulated under Article 423, paragraph 1 of the Company Law in accordance with the provision of Article 427, paragraph 1 of the Company Law; provided, however, that the limitation of liability under such agreement shall be limited to the extent permitted by law.

(2) The Company may enter into an agreement with corporate auditors which limits liability for their acts stipulated under Article 423, paragraph 1 of the Company Law in accordance with the provision of Article 427, paragraph 1 of the Company Law; provided, however, that the limitation of liability under such agreement shall be limited to the extent permitted by law.

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