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Notice Regarding Reorganization in the Group Management System

Company Name: Konica Minolta Holdings, Inc.
Representative Name: Masatoshi Matsuzaki, President and CEO
Local Securities Code Number: 4902
Contact: Yuki Kobayashi, General Manager, CSR, Corporate Communications and Branding Division
Tel: (81) 3-6250-2100

Tokyo (October 10, 2012) - Konica Minolta Holdings, Inc. ("the Company") today announced that its Board of Directors determined at a meeting held today that seven companies in the Group, including Konica Minolta Business Technologies, Inc., will be merged with the Company in a reorganization
of management system, that the Company's trade name will be changed from Konica Minolta Holdings, Inc. to Konica Minolta, Inc., and that the Articles of Incorporation will be revised so that the Company will be able to run businesses.

Because the transaction is a simplified absorption-type merger of wholly-owned subsidiaries, some of the matters and contents are omitted from this disclosure.

1. Reorganization in the management system of the Group

(1) Reason and purpose of the reorganization in the management system of the Group

Since the management integration in August 2003, the Group has operated in the framework of splitting businesses under the Company as holding company. Konica Minolta has strived to maximize the synergies from the integration by concentrating the management resources into fields that can take
most advantage of its competitive edges and focusing on the expansion in the portfolio and scale of the Group's core Business Technologies business. Over these years, Konica Minolta has not only gained top-tier position in the overseas color market in the Office segment but also built on the
Production Print segment into 100 billion yen business through prioritized development and enhancement. In addition, in the fields of materials and equipment for industrial use, the Group has fully utilized its advanced technologies in developing and strengthening its unique sectors, such as
thin plain TAC films for LCD polarizers, and expanded the scale of business. Meanwhile the Company made decision to end the Photo Imaging business including cameras and photo-sensitized materials in the fiscal year ended March 2006, followed by the ending of graphic film production and
integration of the remaining graphic-imaging-related divisions into the Business Technologies business in the fiscal year ended March 2011.

This reorganization of the Group's management system will further speed up various initiatives to increase corporate value and is designed to achieve "innovative management capabilities in the Business Technologies business," "strategic and agile utilization of management resources," and
"systems to support efficient operation."

i) Innovative management capabilities in the Business Technologies business
The Business Technologies business, which accounts for about 70 percent of the Group's net sales, will be reorganized into a new structure with direct management involvement by the Company and further strengthen its innovative ability to upgrade the quality of business process and
administrative efficiency so that it will keep transforming the portfolio of business, while driving growth and profitability.

ii) Strategic and agile utilization of management resources
This reorganization will clear a path for a system to align organizations and assign human resources strategically and with higher agility. That will help accelerate growth in emerging and promising fields such as OLED (Organic Light Emitting Diode) lighting, other functional films and
industrial inkjet businesses, as well as stepping up efforts to implement changes in segments that need to drive profitability growth.

iii) Systems to support efficient operation
While keeping merits of the split-business structure, the reorganization will address inefficient process seen in the split businesses and weakened organizational strength from dispersed functions. Corporate functions which support each business across the Group will be further enhanced.

The corporate governance structure based on a "company-with-committees system," that has enabled the Group to ensure transparency and soundness of the management, is to stay. Along with the reorganization in the management system announced today, Konica Minolta will continue generating higher
corporate value and shareholder value.

(2) Summary of reorganization in the management system of the Group
(See Attachment 1: Scope of absorption-type merger)

i) The Company will merge Konica Minolta Business Technologies, Inc. in a simplified absorption-type merger to manage the Business Technologies business and the Group through fusion and enhancement of the organization of the two companies.

ii) Konica Minolta Advanced Layers, Inc., Konica Minolta Optics, Inc., and Konica Minolta Medical & Graphic, Inc. will be merged with the Company in a simplified absorption-type merger. The three companies will become "internal companies" with business promotion functions including
development, production and sales.

iii) Konica Minolta IJ Technologies, Inc. will be merged with the Company in a simplified absorption-type merger and become a business unit.

iv) Two Common Function Companies of the Group, Konica Minolta Technology Center, Inc. and Konica Minolta Business Expert, Inc., will be merged with the Company. The management resources of the two companies will be re-allocated to support technical development and operation of businesses in
the Group.

(3) Summary of the merger

i) Schedule of the merger

Approval by Board of Directors October 10, 2012
(The Company)
Approval by Board of Directors October 11, 2012 (planned)
(Consolidated Subsidiaries)
Execution of Agreement October 11, 2012 (planned)
Effective Date of Merger April 1, 2013 (planned)

Note: The Company will conduct the transaction of merger as simplified merger that does not require approval of the shareholders meeting of the Company under Article 796, paragraph 3 of Companies Act of Japan. The consolidated subsidiaries will conduct the transaction of merger as short form
merger that does not require approval of their shareholders meetings under Article 784, paragraph 1 of Companies Act of Japan.

ii) Method of the merger
The transaction is an absorption-type merger in which the Company is the surviving company.

iii) Allotment of shares relating to the merger
Because the Company owns all issued shares of the seven consolidated subsidiaries subject to the merger, no shares, cash or other assets will be allotted in relation to the merger.

iv) Treatment of stock acquisition rights and bonds with stock acquisition rights as a result of the merger
No changes are expected to the stock acquisition rights or bonds with stock acquisition rights issued by the Company.

(4) Summary of parties in the merger

See Attachment 2.

(5) Conditions of the Company after the merger

1. Trade name: Konica Minolta, Inc.

2. Location of head office: 2-7-2, Marunouchi, Chiyoda-ku, Tokyo

3. Title and name of representative: Masatoshi Matsuzaki, President and CEO (planned)

4. Description of business
- Development, manufacturing and sale of multi-functional peripherals (MFPs), printers, equipment for production print systems and graphic arts, equipment for healthcare systems, measuring instruments for industrial and healthcare applications, inkjet printheads and textile printers for
industrial use, and related consumables and solution services

- Development, manufacturing and sale of electronic materials (including TAC films), lighting source panels, functional films (including heat insulation films), and optical products (including lens units)

5. Capital: YEN37,519 million

6. Fiscal year-end: March 31

(6) Outlook

As the transaction is an absorption-type merger of the wholly-owned subsidiaries, no material impact is expected on the Company's consolidated financial results of the year ending March 31, 2013. Should it become clear that the merger may have material impact on its consolidated financial
results, the Company will notify promptly.

Although Konica Minolta Business Technologies, Inc., Konica Minolta Advanced Layers, Inc. and Konica Minolta Technology Center, Inc. are currently significant subsidiaries, they will no longer be significant subsidiaries when they become extinct through the merger.

2. Change in the trade name

(1) Reasons for the trade name change
Through the merger, the Company will be an operating company, instead of pure holding company. Accordingly the trade name is changed on the date of the merger, April 1, 2013.

(2) New trade name
KONICA MINOLTA, INC.

(3) Planned date to change the trade name
April 1, 2013

(4) The change in the trade name will be implemented after the approval at the extraordinary meeting of shareholders, scheduled on December 11, 2012.

3. Partial revision of Articles of Incorporation

(1) Purpose of change
Through the merger, the Company will be an operating company, instead of pure holding company. Accordingly the Articles of Incorporation will be partially revised on the date of the merger, April 1, 2013.

(2) Revision
See Attachment 3.

(3) Schedule
Extraordinary meeting of shareholders is scheduled on December 11, 2012

(4) Effective date of revision
April 1, 2013

(5) The revision will be implemented after the approval at the extraordinary meeting of shareholders, scheduled on December 11, 2012.

Attachment 1: Scope of absorption-type merger

#

Note: Other than the above, Konica Minolta Holdings, Inc. owns Konica Minolta Holdings U.S.A., Inc. (holding company in the U.S.) and Konica Minolta (CHINA) INVESTMENT Ltd. (holding company in China), as its subsidiaries.

Attachment 2: Overview of the parties in the merger

Company surviving merger
1. Trade name Konica Minolta Holdings, Inc.
2. Location of head office 2-7-2, Marunouchi, Chiyoda-ku, Tokyo
3. Title and name of representative Masatoshi Matsuzaki, President and CEO
4. Description of business Pure holding company (drafting and implementation of group management strategies, as well as supervising, managing and coordinating group management)
5. Capital YEN37,519 million
6. Date of incorporation December 22, 1936
7. Number of shares issued 531,664,337 shares
8. Fiscal year-end March 31
1. Japan Trustee Services Bank, Ltd. (Trust account) 6.8%
9. Major shareholders 2. The Master Trust Bank of Japan, Ltd. (Trust account) 5.5%
(as of March 31, 2012) 3. The Bank of Tokyo-Mitsubishi UFJ, Ltd. 2.6%
4. State Street Bank and Trust Company 505223 2.6%
5. Nippon Life Insurance Company 2.3%
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(consolidated) (consolidated) (consolidated)
Net assets (YEN million) 420,775 428,987 434,987
Total assets (YEN million) 865,797 845,453 902,052
Net assets per share (YEN) 791.28 806.53 817.81
Net sales (YEN million) 804,465 777,953 767,879
Operating income (YEN million) 43,988 40,022 40,346
Ordinary income (YEN million) 40,818 33,155 34,758
Net income (YEN million) 16,931 25,896 20,424
Net income per share (YEN) 31.93 48.84 38.52


Company consolidated through merger (1)
1. Trade name Konica Minolta Business Technologies, Inc.
2. Location of head office 2-7-2, Marunouchi, Chiyoda-ku, Tokyo
3. Title and name of representative Shoei Yamana, Representative Director and President
4. Description of business Manufacturing and sale of multi-functional peripherals (MFP), printers, and equipment for production print systems and graphic arts, and providing related solution services
5. Capital YEN500 million
6. Date of incorporation October 1, 2002
7. Number of shares issued 20,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100%
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(nonconsolidated) (nonconsolidated) (nonconsolidated)
Net assets (YEN million) 130,005 130,459 134,381
Total assets (YEN million) 188,121 193,146 205,702
Net sales (YEN million) 260,502 285,384 268,001
Operating income (YEN million) 19,527 22,447 19,669
Ordinary income (YEN million) 19,251 19,768 18,132
Net income (YEN million) 11,359 11,721 10,374


Company consolidated through merger (2)
1. Trade name Konica Minolta Advanced Layers, Inc.
(Former trade name: Konica Minolta Opto, Inc.) (The trade name was changed on April 1, 2012.)
2. Location of head office 2970 Ishikawa-machi, Hachioji-shi, Tokyo
3. Title and name of representative Yoshitsugu Shiraki, Representative Director and President
4. Description of business Manufacturing and sale of electronic materials (including TAC films), lighting source panels, and functional films (including heat insulating films) (On April 1, 2012, its optical products (including pickup lenses) business was
split and transferred to Konica Minolta Sensing, Inc.)
5. Capital YEN500 million
6. Date of incorporation October 1, 2002
7. Number of shares issued 21,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most 31, 2010 31, 2011 31, 2012
recent fiscal year^*1 (nonconsolidated) (nonconsolidated) (nonconsolidated)
(Former Konica Minolta Opto) (Former Konica Minolta Opto) (Former Konica Minolta Opto)
Net assets (YEN million) 28,414 29,333 34,304
Total assets (YEN million) 108,554 96,209 88,298
Net sales (YEN million) 136,540 129,738 123,411
Operating income (YEN million) 10,286 10,695 13,674
Ordinary income (YEN million) 9,604 9,448 12,982
Net income (YEN million) 4,259 4,865 7,156


*1
Financial figures are before the optical products business was split.

Company consolidated through merger (3)
1. Trade name Konica Minolta Optics, Inc.
(Former trade name: Konica Minolta Sensing, Inc.) (The trade name was changed on April 1, 2012.)
2. Location of head office 3-91, Daisennishi-machi, Sakai-ku, Sakai-shi, Osaka
3. Title and name of representative Toshihiko Karasaki, Representative Director and President
4. Description of business Manufacturing and sale of optical products (including pickup lenses) and measuring instruments for industrial and healthcare applications (On April 1, 2012, optical products (including pickup lenses) was transferred
from Konica Minolta Opto., Inc.)
5. Capital YEN500 million
6. Date of incorporation May 15, 2003
7. Number of shares issued 11,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent 31, 2010 31, 2011 31, 2012
fiscal year^*2 (nonconsolidated) (nonconsolidated) (nonconsolidated)
(Former Konica Minolta Sensing) (Former Konica Minolta Sensing) (Former Konica Minolta Sensing)
Net assets (YEN million) 2,072 2,628 2,897
Total assets (YEN million) 5,214 4,946 5,517
Net sales (YEN million) 5,781 7,088 7,531
Operating income (YEN million) 101 1,004 1,130
Ordinary income (YEN million) 69 1,046 1,163
Net income (YEN million) 30 658 651


*2
Financial figures are before the optical products business was transferred.

Company consolidated through merger (4)
1. Trade name Konica Minolta Medical & Graphic, Inc.
2. Location of head office 1 Sakura-machi, Hino-shi, Tokyo
3. Title and name of representative Atsushi Kodama, Representative Director and President
4. Description of business Manufacturing and sale of consumables and equipment for healthcare systems
5. Capital YEN500 million
6. Date of incorporation October 1, 2002
7. Number of shares issued 10,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(nonconsolidated) (nonconsolidated) (nonconsolidated)
Net assets (YEN million) 34,530 20,853 24,035
Total assets (YEN million) 51,964 45,097 49,966
Net sales (YEN million) 55,532 43,709 40,784
Operating income (YEN million) 1,928 (884) 643
Ordinary income (YEN million) 1,899 (465) 456
Net income (YEN million) 1,549 (12,310) 3,181


Company consolidated through merger (5)
1. Trade name Konica Minolta IJ Technologies, Inc.
2. Location of head office 1 Sakura-machi, Hino-shi, Tokyo
3. Title and name of representative Akiyoshi Ohno, Representative Director and President
4. Description of business Manufacturing and sale of inkjet printheads, inks and textile printers for industrial use
5. Capital YEN10 million
6. Date of incorporation November 1, 2004
7. Number of shares issued 200 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(nonconsolidated) (nonconsolidated) (nonconsolidated)
Net assets (YEN million) 3,939 4,574 5,086
Total assets (YEN million) 6,737 7,298 7,585
Net sales (YEN million) 8,378 8,634 8,485
Operating income (YEN million) 1,079 1,146 855
Ordinary income (YEN million) 1,073 1,076 895
Net income (YEN million) 631 633 513


Company consolidated through merger (6)
1. Trade name Konica Minolta Technology Center, Inc.
2. Location of head office 1 Sakura-machi, Hino-shi, Tokyo
3. Title and name of representative Takashi Matsumaru, Representative Director and President
4. Description of business R&D, customized product design, and management of intellectual property assets
5. Capital YEN50 million
6. Date of incorporation October 1, 2002
7. Number of shares issued 2,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(nonconsolidated) (nonconsolidated) (nonconsolidated)
Net assets (YEN million) 2,670 2,868 2,928
Total assets (YEN million) 8,736 7,771 9,185
Net sales (YEN million) 15,452 15,228 16,253
Operating income (YEN million) 469 592 633
Ordinary income (YEN million) 525 645 667
Net income (YEN million) 266 387 257


Company consolidated through merger (7)
1. Trade name Konica Minolta Business Expert, Inc.
2. Location of head office 2970 Ishikawa-machi, Hachioji-shi, Tokyo
3. Title and name of representative Kiyofumi Tanida, Representative Director and President
4. Description of business Provision of various shared services for the Group in the fields of engineering, logistics, environment, safety and others
5. Capital YEN495 million
6. Date of incorporation October 1, 2002
7. Number of shares issued 20,000 shares
8. Fiscal year-end March 31
9. Major shareholders and shareholding ratios Konica Minolta Holdings, Inc. 100 %
Fiscal year ended March Fiscal year ended March Fiscal year ended March
10. Financial results for and financial conditions as of the most recent fiscal year 31, 2010 31, 2011 31, 2012
(nonconsolidated) (nonconsolidated) (nonconsolidated)
Net assets (YEN million) 6,767 6,611 6,681
Total assets (YEN million) 11,648 9,841 10,102
Net sales (YEN million) 9,559 5,952 5,785
Operating income (YEN million) 1,049 399 642
Ordinary income (YEN million) 1,361 695 1,134
Net income (YEN million) 870 497 686


Attachment 3: Revisions in the Articles of Incorporation

(Revisions are underlined.)

Current Articles of Incorporation Draft Revisions
(Corporate Name) (Corporate Name)
Article 1 The name of the Company shall be Konica Minolta Holdings Kabushiki Kaisha. The Company shall be called "KONICA MINOLTA HOLDINGS, Article 1 The name of the Company shall be Konica Minolta Kabushiki Kaisha. The Company shall be called "KONICA MINOLTA, INC." in English.
INC." in English.
(Purpose) (Purpose)
Article 2 The objects and purposes of the Company shall be to engage in the following operations: Article 2 The objects and purposes of the Company shall be to engage in the following operations:
1. To govern and control the business activities of the companies engaged in the businesses set out below and of overseas companies engaged in (deletion)
the corresponding businesses, through the shareholding or equity holding in those companies.
(1) To manufacture and sell office machines and implements, and materials thereof. 1. To manufacture and sell office machines and implements, and materials thereof.
(2) To manufacture and sell photographic apparatus and accessories thereof, and other optical apparatus, lenses, and physical and chemical 2. To manufacture and sell optical apparatus, lenses, and physical and chemical machines and implements.
machines and implements.
(3) To manufacture and sell photographic sensitive materials in general. 3. To manufacture and sell functional films, performance materials and ingredients, etc.
(4) To manufacture and sell printing machinery and implements, and materials thereof. 4. To manufacture and sell printing machinery and implements, and materials thereof.
(5) To manufacture and sell pharmaceuticals, medical-related products, medical machines and implements, and materials thereof. 5. To manufacture and sell pharmaceuticals, medical-related products, medical machines and implements, and materials thereof.
(6) To manufacture and sell gauges and measuring instruments. 6. To manufacture and sell gauges and measuring instruments.
(7) To manufacture and sell electric, electronic and magnetic and communication machinery and implements, and materials thereof. 7. To manufacture and sell electric, electronic and magnetic and communication machinery and implements, and materials thereof.
(8) To manufacture and sell precision apparatus and tools, etc. 8. To manufacture and sell precision apparatus and tools, etc.
(addition) 9. To manufacture and sell industrial and general machinery, and implements and materials using image input and output technologies, etc.
(9) To manufacture and sell devices and parts etc. related to (1), (2), (4), (5), (6), (7), and (8) above. 10. To manufacture and sell devices and parts etc. related to 1. through 9. above
(10) To develop and sell software related to (1), (2), (3), (4), (5), (6), (7), (8), and (9) above, and to provide information processing and 11. To develop and sell software related to 1. through 10. above, and to provide information processing and transmission services.
transmission services.
(11) To manufacture and sell industrial chemicals. 12. To manufacture and sell industrial chemicals and medical and printing chemicals (including poisonous or deleterious substances).
(12) To manufacture and sell synthetic chemical products. 13. To manufacture and sell synthetic chemical products.
(13) To develop technologies related to image input and output technologies and information processing technologies. (deletion)
(14) To engage in printing and plate making business. (deletion)
(15) To perform construction work related to (2) above by contract. 14. To perform installation work related to 2., 5., 6., 7., 10., and 11. above by contract.
(16) To import and export the products described in (1), (2), (3), (4), (5), (6), (7), (8), (9), (11) and (12). 15. To import and export the products described in 1. through 13. above.
(17) To perform all operations related or incidental to (1), (2), (3), (4), (5), (6), (7), (8), (9),(10), (11), (12), (13), (14), (15) and (deletion)
(16) above.
(addition) 16. To reuse, recycle, buy and sell secondhand articles of products described in 1. through 13. above.
2.To lease real estate. 17. To lease real estate.
3.To perform all operations related or incidental to each of the foregoing. 18. To perform all operations related or incidental to each of the foregoing.
Article 3 - Article 38 (Articles are omitted.) Article 3 - Article 38 (no revisions)
Supplementary Provisions
(addition) Article 1 Revisions to the provisions of the Article 1 (Corporate Name) and Article 2 (Purpose) shall be effective on April 1, 2013. The provisions of
this Article shall be deleted on the day on which the said revisions become effective.

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