FUJIFILM : Notice of Convocation

[Translation: For reference only]

Disclaimer: Please note that the following purports to be an accurate translation from the original Notice of Convocation of the 125th Ordinary General Meeting of Shareholders of FUJIFILM Holdings Corporation prepared for the convenience of shareholders outside Japan with voting rights, just for reference. In case of any discrepancy between this translation and the Japanese original, the latter shall prevail. Please also be advised that certain expressions for domestic voting procedures that are not applicable to the aforesaid shareholders are omitted or modified to avoid confusion.

FUJIFILM Holdings Corporation

Stock Exchange Code: 4901

26-30, Nishiazabu 2-chome,

Minato-ku, Tokyo, Japan

June 8, 2021

To Our Shareholders:

NOTICE OF CONVOCATION OF

THE 125TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

Dear Shareholders:

We are pleased to announce the 125th Ordinary General Meeting of Shareholders (the "Meeting") of FUJIFILM Holdings Corporation (the "Company"). The Meeting will be held as described in the "PARTICULARS."

In order to prevent the novel coronavirus infection, we strongly request that all shareholders regardless of their health status refrain from coming to the venue on the day of the Meeting and instead exercise their voting rights in advance by mail or via the Internet.

Please review the "REFERENCE DOCUMENTS CONCERNING THE GENERAL MEETING OF SHAREHOLDERS" as attached and exercise your voting rights prior to 5:40 p.m. on Monday, June 28, 2021 (JST)either by mailing the Voting Right Exercise Form so as to reach the Company prior to said deadline or via the Internet.

If exercising your voting rights both by mail and via the Internet, the last voting shall prevail. However, if a mailed vote and a vote via the Internet reach the Company on the same day, the vote via the Internet shall prevail.

Yours very truly,

Kenji Sukeno

President, Representative Director &

Chief Operating Officer

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[Translation: For reference only]

	PARTICULARS
1. Date and Time:	Tuesday, June 29, 2021 at 10:00 a.m. (JST)
	(Reception desk opens at 9 a.m.)
2. Venue:	Hall A, Tokyo Midtown Hall
	Tokyo Midtown East B1, 7-2, Akasaka 9-chome,Minato-ku, Tokyo,
	Japan

3. Agenda:

Matters for Reporting:

1. Report on the Business Report, the Consolidated Accounting Documents and the Results on the Audits of the Consolidated Accounting Documents by the Independent Auditor and the Audit & Supervisory Board for the 125th Business Term (from April 1, 2020 to March 31, 2021).
2. Report on the Non-Consolidated Accounting Documents for the 125th Business Term (from April 1, 2020 to March 31, 2021).

Matters for Resolution:
First Proposition:	Appropriation of Surplus for the 125th Business Term
Second Proposition:	Election of Eleven (11) Directors
Third Proposition:	Election of One (1) Audit & Supervisory Board Member
Fourth Proposition:	Determination of Remuneration for Directors (excluding Outside
	Directors) Under Share-Based Remuneration Plan with
	Restricted Share-Based Remuneration and Medium-Term
	Performance-LinkedShare-Based Remuneration
Fifth Proposition:	Presentation of Special Bonuses

• If attending the Meeting in person, please submit the Voting Right Exercise Form enclosed herewith to the receptionist at the place of the Meeting.
• If any amendments have been made to the Reference Documents Concerning the General Meeting of Shareholders, the Business Report, the Consolidated Accounting Documents and the Non-Consolidated Accounting Documents, please be informed that such amendments will be posted on the Company's website as below.

The Company's website:

https://ir.fujifilm.com/en/investors/stock-and-shareholder/shareholders-meeting.html

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[Translation: For reference only]

REFERENCE DOCUMENTS CONCERNING

THE GENERAL MEETING OF SHAREHOLDERS

First Proposition:

Appropriation of Surplus for the 125th Business Term

The Company's dividends are to be determined by reflecting consolidated performance and considering such factors as the level of cash required for M&A, capital and R&D investments needed to support future business expansion as well as other measures aimed at increasing the Company's corporate value in the future. The Company will flexibly buy back shares in consideration of the situation of cash flows and the stock price. With regard to shareholder return policy, the Company has set a target of 25% or more for a dividend payout ratio, putting more emphasis on cash dividends.

Accordingly, we propose the appropriation of surplus for the 125th Business Term as follows:

Matters related to the year-end dividend

1. Type of dividend assets: Cash
2. Matters related to the allocation of dividend assets and total amount of such allocation:

1. 52.5 yen per share of common stock of the Company The total amount of dividend: 20,989,630,253 yen

   Since an interim dividend in the amount of 47.5 yen per share was paid in December 2020, the annual dividend amounts to 100 yen per share.

2. Date on which the dividends from surplus will take effect: June 30, 2021

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[Translation: For reference only]

Second Proposition:

Election of Eleven (11) Directors

The terms of office of all 11 directors will expire at the close of the Meeting. Accordingly, the Company proposes to elect 11 directors.

The candidates are as follows:

No.	Name	Current Position and Responsibility in the	Attribute of Candidate
Company
1.	Kenji Sukeno	President, Representative Director & Chief	To be	Male
Operating Officer	reelected
2.	Teiichi Goto	Director	To be	Male
reelected
3.	Kouichi Tamai	Director & Senior Executive Vice President	To be	Male
reelected
4.	Takashi Iwasaki	Director, Corporate Vice President & Chief	To be	Male
Technical Officer	reelected
5.	Takatoshi Ishikawa	Director	To be	Male
reelected
6.	Junji Okada	Director	To be	Male
reelected
			To be
7.	Tatsuo Kawada	Outside Director	reelected	Outside	Independent
			Male
			To be
8.	Kunitaro Kitamura	Outside Director	reelected	Outside	Independent
			Male
			To be
9.	Makiko Eda	Outside Director	reelected	Outside	Independent
			Female
			To be
10.	Takashi Shimada	Outside Director	reelected	Outside	Independent
			Male
11.	Masayuki Higuchi	Corporate Vice President	To be newly	Male
elected

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[Translation: For reference only]

	Name, Date of Birth,			Number of
		and
No.		Brief Career Summary, Position and Responsibility in the	Shares of the
Attendance at Board
	Company and Significant Concurrent Positions	Company
	of Directors
			Owned
		Meetings
				Apr. 1977	Joined the Company
				Jun. 2012	Corporate Vice President of the Company
					Director of FUJIFILM Corporation
				Jun. 2013	Director of the Company
				Jun. 2016	President, Representative Director & Chief
					Operating Officer of the Company (to present)
					President, Representative Director & Chief	8,800
					Operating Officer of FUJIFILM Corporation (to
	Kenji Sukeno		present)	(common
			stock)
	(Oct. 21, 1954)	Significant Concurrent Positions
				President, Representative Director & Chief Operating Officer of
		Reelected
				FUJIFILM Corporation
	Attendance at
	Director of FUJIFILM Business Innovation Corp.
	Board of Directors
1
	Meetings
	12/12 (100%)

Mr. Kenji Sukeno has a wide range of knowledge in finance and accounting developed over many years through his work in accounting and corporate planning in Japan and overseas, and as the Chief Financial Officer at the Americas regional headquarters. Also, he has played a central role in the formulation of the Fujifilm Group's management strategy, exercised strong leadership, and stably executed policies including capital policy and policy of shareholder return. After his appointment as President, Representative Director & Chief Operating Officer of the Company in 2016, he has promoted the enhancement of corporate value by strengthening the healthcare and highly functional materials business fields, actively promoting M&A, accelerating the Fujifilm Group's globalization, focusing utmost efforts on efficient management, and enhancing group governance. Given his ample experience and wide range of knowledge, the Company deems that he will contribute to the sustainable growth of the Fujifilm Group, and thereby requests for his reelection as director.

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