HOYA : Notice of the Results of the 79th Ordinary General Meeting of Shareholders

June 22, 2017

Notice of the Results of the 79th Ordinary General Meeting of Shareholders

Dear Shareholders:

The 79th Ordinary General Meeting of Shareholders of the HOYA CORPORATION was held on Wednesday, June 21, 2017, at the Bellesalle Shinjuku Grand (Event Hall) Tokyo, Japan and the following matters were reported and resolved. We really appreciate your cooperation for the voting.

Yours very truly,

HOYA CORPORATION

6-10-1, Nishi-shinjuku, Shinjuku-ku,Tokyo, Japan Hiroshi Suzuki

President and CEO

1. Matters reported:

2. The business report and consolidated financial statements for the 79th fiscal year (from April 1, 2016 to March 31, 2017) and the audit reports of the consolidated financial statements for the fiscal year by the Independent Auditor and the Audit Committee.

3. Reports on financial statements for the 79th fiscal year (from April 1, 2016 to March 31, 2017). The above two matters were reported.

4. Matters resolved: Proposition : Election of Six (6) Directors.

   This proposition was approved in its original form.

   Messrs. Itaru Koeda, Yukako Uchinaga, Mitsudo Urano, Takeo Takasu, Shuzo Kaihori and Hiroshi Suzuki were re-elected and inaugurated as Directors.

5. Results of Voting:

Proposition	FOR	AGAINST	ABSTAIN	Rate of APPROVAL (%)	RESULTS
Proposition
Mr. Itaru Koeda	3,254,504	27,829	1,824	98.72.％	Approved
Ms. Yukako Uchinaga	3,261,673	20,660	1,824	98.94.％	Approved
Mr. Mitsudo Urano	3,257,777	24,554	1,824	98.82.％	Approved
Mr. Takeo Takasu	3,257,248	25,085	1,824	98.81.％	Approved
Mr. Shuzo Kaihori	3,268,159	14,174	1,824	99.14.％	Approved
Mr. Hiroshi Suzuki	3,270,414	11,920	1,824	99.20.％	Approved

(Notes）

1．Requirements for passage of the proposition are as follows:

・Attendance of shareholders who hold at least one-third of voting rights of shareholders eligible to exercise voting rights, and approval by the majority of the shareholders in attendance,

2．The voting results have come out as a result of aggregating (i) the number of votes indicating approval or

rejection exercised in advance on or before the day prior to the day of this general meeting of shareholders, and (ii) the number of votes of some shareholders who attended the meeting and whose intention to either approve or reject the propositions have been confirmed. Therefore, the results of voting by shareholders who attended the meeting, but for whom an intention to approve or reject propositions, or to abstain from voting, cannot be confirmed, are not included in the count.

3．The process for calculating the rate of approval will include the number of voting rights of shareholders

who attended the meeting (including voting rights exercised in advance and voting rights of those who attended the meeting [including the voting rights of shareholders who left the meeting before it ended]).

4．In calculating the rate of approval, the number of voting rights exercised in advance which indicated

intentions that were deemed invalid are also included in the number of voting rights of attending shareholders.

The members of Committees and Executive Officers (as of June 21, 2017):

Nomination Committee members: Mr. Itaru Koeda (Chairperson),

Ms. Yukako Uchinaga, Mr. Mitsudo Urano, Mr. Takeo Takasu and Mr. Shuzo Kaihori

Remuneration Committee members:

Mr. Mitsudo Urano (Chairperson), Mr. Itaru Koeda,

Ms. Yukako Uchinaga , Mr. Takeo Takasu and Mr. Shuzo Kaihori

Audit Committee members:

Ms. Yukako Uchinaga(Chairperson), Mr. Itaru Koeda,

Mr. Mitsudo Urano, Mr. Takeo Takasu and Mr. Shuzo Kaihori

(Note) Mr. Itaru Koeda, Ms. Yukako Uchinaga, Mr. Mitsudo Urano, Mr. Takeo Takasu and Mr. Shuzo Kaihori are outside directors as provided for in Article 2, Item 15 of the Company Law.

Executive Officers (＊ indicates Executive Officer concurrently appointed as Internal Director) Representative Executive Officer, President & CEO：Mr. Hiroshi Suzuki ＊

Representative Executive Officer, CFO: Mr. Ryo Hirooka

Executive Officer, COO (Information Technology) and CTO : Mr. Eiichiro Ikeda Executive Officer, Vision Care Company President: Mr. Girts Cimermans

Executive Officer, CLO and Head of Corporate Development and Affairs: Mr. Augustine Yee