Notice of the Results of the 72nd Ordinary General Meeting of Shareholders

Dear Shareholders:

The 72nd Ordinary General Meeting of Shareholders of the HOYA CORPORATION was held on Friday, June 18, 2010, at 10:00 a.m. at Chinzan-so, Tokyo, Japan and the following matters were reported and resolved.
We really appreciate your cooperation for the proxy voting. From this time, we decided to disclose the results of exact number of the voting proxy in order to enhance the quality of the disclosure regarding the meeting.

Yours very truly,

1.Matters reported:

1. The business report and consolidated financial statements for the 72nd fiscal year (from April 1, 2009 to March 31, 2010) and the audit reports of the consolidated financial statements for the fiscal year by the Independent Auditor and the Audit Committee.

2. Reports on financial statements for the 72nd fiscal year (from April 1, 2009 to March 31,2010).
(Please refer to the accompanying business report for the 72nd fiscal year for details of the reports stated above.)

The above two matters were reported.
The year-end dividend for the 72nd business year was yen 35 per share. Consequently, the dividend throughout the 72nd business year, including the interim dividend of yen 30 per share already paid, amounted to yen 65 per share. As the board of Directors of HOYA CORPORATION can decide the dividend, pursuant to the Company Law, without the resolution at the Ordinary General Meeting of Shareholders, and so pay the year-end dividend immediately after the Board of Directors' meeting in May. This year, we mailed relevant documents on June 1, and began to pay from June 2.

2.Matters resolved:

Matters proposed by the Company (Propositions No. 1 and No. 2)

Proposition No.1 : Election of 8 Directors.
The proposition was approved in its original form.
Messrs. Takeo Shiina, Yuzaburo Mogi, Eiko Kono, Yukiharu Kodama, Itaru Koeda, Hiroshi Suzuki, Hiroshi Hamada, and Kenji Ema were re-elected and they inaugurated as Directors.

Proposition No.2 : Issuance of stock acquisition rights as stock options
The proposition was approved in its original form.
It was approved that the Company issues stock acquisition rights, not exceeding 5,000 rights(equivalent to 2,000,000 shares to be issued upon exercise), to its employees of the Company and the Directors and employees of its subsidiaries as stock options, and that authority for decisions on the detailed terms and conditions for stock acquisition rights is delegated to the Board of Directors.

Matters proposed by a shareholder (Propositions No. 3 to No. 17)

Proposition No. 3: Election of 9 Directors
Among the nine directorial candidates included in its original form, six of them (Mr. Balamurali K. Ambati, Mr. Paul Ashton, Mr. Cardinal Warde, Mr.Akira Mizobuchi, Ms. Motoko Hirotsu and Mr. Yohei Suda) were rejected. Three of them (Mr. Hiroshi Hamada, Ms. Eiko Kono and Mr. Itaru Koeda), who are also included in the Company’s proposition No.1, were re-elected and they inaugurated as Directors.

Proposition No. 4: Partial amendment to the Articles of Incorporation
(Amendment to increase to 4,000 characters the amount of explanatory text permitted for shareholder propositions)

Proposition No. 5: Partial amendment to the Articles of Incorporation
(Secret ballot)

Proposition No. 6: Partial amendment to the Articles of Incorporation
(Restriction on the number of corporate insiders’ seats on the Board of Directors)

Proposition No. 7: Partial amendment to the Articles of Incorporation
(Cumulative vote)

Proposition No. 8: Partial amendment to the Articles of Incorporation
(Prohibition of interlocking directors)

Proposition No. 9: Partial amendment to the Articles of Incorporation
(Restriction on the number of positions assumed by Outside Directors at other
companies)

Proposition No. 10: Partial amendment to the Articles of Incorporation
(Restriction to 10 of the number of times that an Outside Director may be reappointed)

Proposition No. 11: Partial amendment to the Articles of Incorporation
(Disclosure of remuneration to directors who have resigned)

Proposition No. 12: Partial amendment to the Articles of Incorporation
(Obligation to hold meetings not involving Executive Officers)

Proposition No. 13: Partial amendment to the Articles of Incorporation
(Obligation to create guidelines defining Independent Directors)

Proposition No. 14: Partial amendment to the Articles of Incorporation
(Individual disclosure of remuneration)

Proposition No. 15: Partial amendment to the Articles of Incorporation
(Disclosure of positions held at public-interest corporations)

Proposition No. 16: Partial amendment to the Articles of Incorporation
(Prior notice and disclosure of sales of shares by directors and their families)

Proposition No. 17: Partial amendment to the Articles of Incorporation
(Prohibition of hedging by stock option holders)

Each of the above 14 propositions was rejected.

*Propositions No. 3 to No. 17 are proposals made by one of our shareholders (number of voting rights: 380).

3.Results of Voting:

Please see "Notice of the Results of the 72nd Ordinary General Meeting of Shareholders"(PDF) at the bottom of this page for details on the Results of Voting.

4.Note:

The members of the new Board of Committee and Executive Officers (as of June 18, 2010):

Nomination Committee members:
Mr. Takeo Shiina (Chairman), Mr. Yuzaburo Mogi, Ms. Eiko Kono, Mr. Yukiharu Kodama, and Mr. Itaru Koeda

Audit Committee member:
Mr. Yukiharu Kodama (Chairman), Mr. Takeo Shiina, Mr. Yuzaburo Mogi, Ms. Eiko Kono, and Mr. Itaru Koeda

Remuneration Committee member:
Mr. Yuzaburo Mogi (Chairman), Mr. Takeo Shiina, Ms. Eiko Kono, Mr. Yukiharu Kodama, and Mr. Itaru Koeda

(Note) Messrs. Takeo Shiina, Yuzaburo Mogi, Eiko Kono, Yukiharu Kodama, and Itaru Koeda are outside directors as provided for in Article 2, Item 15 of the Company Law.

Executive Officers (＊ indicates Director)
President & CEO：Hiroshi Suzuki ＊
Executive Officer & Chief Operating Officer : Hiroshi Hamada ＊
Executive Officer & Chief Financial Officer : Kenji Ema ＊
Executive Officer, Technology : Taro Hagiwara

• Notice of the Results of the 72nd Ordinary General Meeting of Shareholders
• Notice of the 72nd Ordinary General Meeting of Shareholders
• The 72nd Business Report