Mitsubishi Chemical : Notice Regarding Acquisition of Treasury Stock and Share Buyback through Off-Auction Own Shares Repurchase Trading System (ToSTNeT-3)

May 10, 2018

Company name: Representative:Mitsubishi Chemical Holdings Corporation Hitoshi Ochi

Representative Corporate Executive Officer, President & Chief Executive OfficerContact:

TSE code no.:4188, 1st section Hajime Takasaka

Executive Officer, General Manager,

Tel:

Public Relations and Investor Relations Office [+81] (0)3-6748-7120

Notice Regarding Acquisition of Treasury Stock and Share Buyback through Off-Auction Own Shares Repurchase Trading System (ToSTNeT-3)

(Acquisition of Treasury Stock and Share Buyback through Off-Auction Own Shares Repurchase Trading System (ToSTNeT-3) pursuant to the Articles of Incorporation in accordance with the provisions of Article 459, Paragraph 1 of Japan's Companies Act)

Mitsubishi Chemical Holdings Corporation (MCHC) hereby announces that it has resolved at the meeting of the Board of Directors held today to acquire treasury stock in accordance with the provisions of Article 459, Paragraph 1 of Japan's Companies Act and Article 40 of MCHC Articles of Incorporation. The details are outlined below.

• 1. Reason for Acquisition of Treasury Stock

  To implement flexible capital management policies in response to changes in the business environment.

  *MCHC today issued "Notice Regarding Revision to Dividend Forecast for the Fiscal Year Ended March 31, 2018."

• 2. Details of Acquisition

  • (1) Type of stock to be acquired: MCHC Common stock

  • (2) Total number of shares to be acquired: Up to 20,000,000 shares

    (Approximately 1.39% of the total number of issued shares [excluding treasury stock])

  • (3) Total acquisition price for shares: Up to ¥20 billion

  • (4) Acquisition period: May 11 - June 15, 2018

• 3. Method of Acquisition

  Market purchase on the Tokyo Stock Exchange

  (1) Purchase through the off-auction own shares repurchase trading system (ToSTNeT-3)

MCHC will entrust the purchase of its treasury stock at the closing price on May 10, 2018, through the off-auction own shares repurchase trading system of the Tokyo Stock Exchange (ToSTNeT-3) at 8:45 a.m. on May 11, 2018. (No changes in the trading methodor trading time will be made.) This purchase order will be valid only at the trading time mentioned above.

In addition, MCHC will announce the acquisition price after determining today's closing share price.

Details of Acquisition

• 1) Type of stock to be acquired: MCHC Common stock

• 2) Total number of shares to be acquired: Up to 20,000,000 shares

  (Approximately 1.39% of the total number of issued shares [excluding treasury stock])

• 3) Total acquisition price for shares: Up to ¥20 billion

• 4) Acquisition date: May 11, 2018

• 5) Announcement of the result of the acquisition: The result of the stock acquisition will be announced after the close of trading at 8:45 a.m. on May 11, 2018.

Note 1:

The number of shares to be acquired will not be changed. Furthermore, the acquisition may not be implemented, either in part or in full, depending on market trends and other factors.

Note 2:

The purchase is to be made with a sell order equivalent to the number of shares scheduled for repurchase.

(2) Market purchase after the purchase through ToSTNeT-3

MCHC will continue to acquire treasury stock through market purchase on the basis of discretionary trading pertaining to acquisition of treasury stock up to the total number of shares or total acquisition price obtained by subtracting the total number of shares and total acquisition price acquired through the off-auction own shares repurchase trading system of the Tokyo Stock Exchange (ToSTNeT-3) from the total number of shares to be acquired and total acquisition price, in case the total number of shares and total acquisition price through the aforementioned ToSTNeT-3 system did not reach the acquisition limit of either the total number of shares to be acquired or the total acquisition price resolved by the Board of Directors on May 10, 2018.

(Reference)

Treasury Stock as of April 30, 2018

• (1) Total number of issued shares (excluding treasury stock): 1,439,395,640 shares

• (2) Treasury stock:

66,892,467 shares