Shoei : Announcement regarding shareholder benefit program

News Release

To The Shareholders

May 10, 2012

Company Name Hulic Co., Ltd.
Representative President and Chief Executive Officer Saburo Nishiura
Stock Code 3265, First Section, Tokyo Stock Exchange
Contact Executive Officer
Corporate Communications & IR Unit
Shin Ito
(Tel: [phone])

Company Name	Shoei Co., Ltd.
Representative	President and Chief Executive Officer	Eiji Tokita

Stock Code 3003, First Section, Tokyo Stock Exchange
Contact Division Executive
General Affairs Group
Katsumi Ichihara
(Tel: [phone])

Announcement regarding shareholder benefit program

Hulic Co., Ltd. ("Hulic") and Shoei Co., Ltd. ("Shoei," and together with Hulic, the "Companies") envisage, as previously announced, to merge their operations (the "Merger") with an effective date of the Merger of July 1, 2012.
In connection with the Merger, Companies have together discussed regarding shareholder benefit program of the new company ("New Shareholder Benefit Program") and, at this time, announce the outline of New Shareholder Benefit Program as described below.
Shareholders' understanding and continuous support would be very much appreciated.
1. New Shareholder Benefit Program
Outline of New Shareholder Benefit Program is set out as described below, basically succeeding Hulic's current shareholder benefit program.
Hulic's current shareholder benefit program entitles a shareholder with one unit of shares (100 shares) or more to its shareholder benefit program; however, considering that three shares of Shoei (changing its name to Hulic after the Merger) common stock will be allotted for each share of Hulic common stock, a shareholder with three units of shares (300 shares) of the new company shall be an eligible shareholder under the New Shareholder Benefit Program.
Consequently, shareholders with three units of shares (300 shares) or more will be sent below catalogue gift regardless of number of shares held or their holding period.
Furthermore, Shoei's shareholder benefit in return for exercising shareholder's voting right shall be terminated in accordance with Hulic's current program.
[Outline of New Shareholder Benefit Program] (1) Eligible shareholder
Shareholders possessing three units of shares (300 shares) or more who are recorded on the register of shareholder at December 31 each year.
(2) Available benefit
Eligible shareholders were to be sent a shareholder benefit program catalogue and an application form which each eligible shareholder can select an item of choice.
(3) Distribution timing
In principle, after the Annual General Meeting of Shareholders planned to be held every March. (4) Number of distribution
Once a year to those eligible shareholders with reference date of December 31.
2. Shoei's shareholder benefit for the end of June 2012
As mentioned in 1. above, New Shareholder Benefit Program will basically succeed Hulic's current shareholder benefit program and considering that Hulic's shareholder benefit program is an annual program, in order to promptly realize the merger effect, Shoei's shareholder benefit for the end of the interim period (end of June) shall be terminated from this fiscal year, including end of June 2012.