Asahi Glass : Notice on the Allotment of Ordinary-Type Stock Options (Stock Acquisition Rights)

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June 7, 2016

Corporate Name: Asahi Glass Co., Ltd. President & CEO: Takuya Shimamura (Code Number: 5201; TSE 1st section)

Contact: Junichi Kobayashi, General Manager, Corporate Communications & Investor Relations,

Corporate Planning Division (Tel: +81-3-3218-5603)

Notice on the Allotment of Ordinary-Type Stock Options (Stock Acquisition Rights)

Asahi Glass Co., Ltd. ("the Company") announced today that the Company reached the decision, at its meeting of the Board of Directors on June 7, 2016, to establish the terms and conditions regarding the offering stock acquisition rights as ordinary-type stock options to employees of the Company, and to solicit subscribers to said stock acquisition rights, in its aim to further enhance the motivation and willingness of employees of the Company to improve the Group's performance and contribute to the enhancement of the Company's corporate value, pursuant to the provisions of Articles 236, 238 and 239 of the Companies Act and the resolution reached at the Company's 91st Ordinary General Meeting of Shareholders on March 30, 2016.

1. Name of the Stock Acquisition Rights:

   "Asahi Glass Co. Ltd. - Stock Acquisition Rights (Ordinary-Type Stock Option) to be issued in July 2016"; (hereinafter referred to as the "Stock Acquisition Rights")

2. Persons Eligible for the Allotment of the Stock Acquisition Rights, and the Number of Persons and the Number of the Stock Acquisition Rights to be Allotted:

   The Company shall allot 380 Stock Acquisition Rights to 82 employees of the Company.

3. Total Number of the Stock Acquisition Rights: 380

   The above number is the total number of the Stock Acquisition Rights that are expected to be allotted and, accordingly, in the event that the total number of application for subscription of the Stock Acquisition Rights does not reach the above-mentioned number or there occurs a reduction in the total number of the Stock Acquisition Rights to be allotted, the total number of the Stock Acquisition Rights shall be equal to the total number of the Stock Acquisition Rights that are actually allotted.

4. Class and Number of Shares Underlying the Stock Acquisition Rights:

   The type of shares underlying the Stock Acquisition Rights shall be ordinary shares in the

   Company, and the number of shares to be issued or transferred upon exercise of one Stock Acquisition Right (hereinafter referred to as the "Number of Granted Shares") shall be 1,000 shares; provided, however, that, when the Company conducts any share split (including any allotment of ordinary shares in the Company free of charge, and the same shall apply hereinafter for any reference to share splits) or any share consolidation for its ordinary shares after the date of allotment of the Stock Acquisition Rights, the Number of Granted Shares shall be adjusted in accordance with the formula set forth below and any fraction less than one whole share arising therefrom shall be rounded down to the nearest one whole share.

   Formula:

   Post-Adjustment Number

   of Granted Shares =

   Pre-Adjustment Number

   of Granted Shares ×

   Share split (or share consolidation) ratio

   Post-Adjustment Number of Granted Shares shall apply from the next day of the base date of the share split in case of share split, and from the effective date of share consolidation in case of share consolidation. However, if the share split shall be conducted on condition that (i) a resolution of the general meeting of shareholders indicating that the amount of surplus will be reduced and capital or capital reserve shall be increased accordingly will be approved and (ii) the base date of such share split will be set prior to the date of completion of such general meeting of shareholders, Post-Adjustment Number of Granted Shares shall, after the next day of completion of such general meeting of shareholders, apply retroactively from the next day of such base date.

   In addition to the above, the Number of Granted Shares shall be adjusted to the extent reasonable in the event there occurs any event that would require such adjustment after the date of allotment of the Stock Acquisition Rights.

   Furthermore, the Company shall, in adjusting the Number of Granted Shares, notify each holder of the Stock Acquisition Rights registered in the Stock Acquisition Rights Register (hereinafter referred to as the "Holders") of the relevant matters by no later than the day immediately preceding the date from which the Post-Adjustment Number of Granted Shares is to be applied; provided, however, that, in the event the Company is unable to give such notice prior to such date, the Company shall promptly give such notice thereafter.

5. Method of Calculation of the Amount of the Property to be Provided as Contribution upon the Exercise of the Stock Acquisition Rights:

   The amount of the property to be provided as contribution upon the exercise of each Stock Acquisition Right shall be the amount calculated by multiplying the amount of exercise price to be paid per share (hereinafter referred to as the "Exercise Price") by the Number of Granted Shares.

   The Exercise Price shall be the average of closing prices (including quotations, hereinafter referred to as the "Closing Price") of the ordinary shares in the Company on the Tokyo Stock

   Exchange on each day during a 30-day trading period (excluding days on which there is no trading) commencing 45 trading days prior to the next day of the date of allotment of the Stock Acquisition Rights (hereinafter referred to as the "Allotment Date"), and any fraction less than one yen arising therefrom shall be rounded up to the nearest one yen; provided, however, that, if such calculated price is lower than the Closing Price on the Allotment Date, then the Exercise Price shall be equal to the amount of the Closing Price on the Allotment Date.

6. Adjustment of the Exercise Price:

1. If any of the events set forth in (i) or (ii) below occurs after the Allotment Date, the Exercise Price shall be adjusted by the following method and formula, and any fraction less than one yen arising therefrom shall be rounded up to the nearest one yen.

2. In the case where the Company conducts any share split or share consolidation for its ordinary shares:

   The Exercise Price shall be adjusted by the following formula:

   Post-Adjustment Exercise Price

   = Pre-Adjustment Exercise Price

   1

   ×

   Share split (or share consolidation) ratio

3. In the case where the Company issues new shares (ordinary shares) or disposes of its treasury shares (ordinary shares) at a price lower than the market price at the time, unless such issuance of new shares or disposal of its treasury shares is made upon any exercise of stock acquisition rights (including those attached to bonds with stock acquisition rights) or in exchange for acquisition by the Company of its bonds with stock acquisition rights:

   The Exercise Price shall be adjusted by the following formula:

   Total number of

   Number of newly

   issued shares ×

   Amount of subscription money per share

   Post-Adjustment Exercise Price

   = Pre-Adjustment ×

   Exercise Price

   issued shares +

   Market price immediately prior to the issuance

   Total number of issued shares + Number of newly issued shares

4. The "Market price immediately prior to the issuance" as used in the above formula shall be the average of the Closing Price of the ordinary shares in the Company on the Tokyo Stock Exchange on each day during a 30-day trading period (excluding days on which there is no trading) commencing 45 trading days prior to the "Application Commencement Date for the Post-Adjustment Exercise Price" as set forth in (2) below (hereinafter referred to as the "Application Commencement Date"); provided, however, that the "average price" shall be calculated to two decimal places and rounded to one decimal place (rounded up if the number is 5 or more, rounded down if the number is less than 5).

5. The "Total number of issued shares" as used in the above formula shall be the number of issued and outstanding ordinary shares in the Company as of the base date or, if there is no such base date, as of the last day of the month immediately preceding the month to which the Application Commencement Date belongs, less the number of ordinary shares held by the Company as treasury shares on the same date.

6. In the case of any disposal of treasury shares, the formula shall be applied by replacing "Number of newly issued shares" with "Number of disposed treasury shares", and "Market price immediately prior to the issuance" with "Market price immediately prior to the disposal".

7. Application Commencement Date for the Post-Adjustment Exercise Price

8. In the case of any share split, the Post-Adjustment Exercise Price as calculated pursuant to

9. (i) above shall apply from the next day of the base date of the share split in case of share split, and from the effective date of share consolidation in case of share consolidation. However, if the share split shall be conducted on condition that (i) a resolution of the general meeting of shareholders indicating that the amount of surplus will be reduced and capital or capital reserve shall be increased accordingly will be approved and (ii) the base date of such share split will be set prior to the date of completion of such general meeting of shareholders, the Post-Adjustment Exercise Price shall, after the next day of completion of such general meeting of shareholders, apply retroactively from the next day of such base date.

   In the case referred to in the proviso above, if any Holder exercises the Stock Acquisition Rights during the period from the day immediately following the base date of the share split until the date of conclusion of the general meeting of shareholders at which a resolution is passed for such capital increase by a reduction in the retained surplus, the number of shares in the Company to be granted (hereinafter referred to as the "Pre-Split Number of Shares") shall be adjusted in accordance with the formula set forth below; provided, however, that any fraction less than one whole share arising therefrom shall be rounded down to the nearest one whole share:

   Formula:

   Number of Shares

   to be increased =

   (Pre-Adjustment Exercise Price － Post-Adjustment Exercise Price) × Pre-Split Numberof

   Shares

   Post-Adjustment Exercise Price

10. The Post-Adjustment Exercise Price as adjusted in accordance with (1) (ii) above shall be applied on and after the date immediately following the subscription payment date of the shares to be newly issued or disposed of (or, if there is a shareholder allotment date, on and after the date immediately following such shareholder allotment date).

11. The Company shall, in adjusting the Exercise Price, notify each Holder of the relevant matters by no later than the day immediately preceding the Application Commencement Date, and in the event the