Sanix Incorporated (Ticker: 4651, TSE/OSE/FSE, President & CEO: Shin-ichi Munemasa) resolved at a meeting of its Board of Directors on May 18, 2005 to propose an agenda asking for authorization to issue stock acquisition rights for the purpose of granting stock options, pursuant to Articles 280-20 and 280-21 of the Commercial Code of Japan. The proposal will be made at its 27th ordinary general meeting of shareholders to be held on June 29, 2005.

I. Reason for issuing stock acquisition rights upon especially favorable terms    towards persons other than the shareholders
	It aims to raise auditors’ awareness of audit services and to give directors and employees of the Company and its subsidiaries an incentive to contribute towards the improvement of the business performance of the Company and its group companies (the ‘Group’) and thereby improving such business performance of the Group.
II. Persons to whom common stock acquisition rights will be allocated
	Directors, corporate auditors and employees of the Company, and directors and employees of its subsidiaries approved by the meeting of its Board of Director.
III. Summary of the issuance of stock acquisition rights
	1. Class and number of shares under stock acquisition rights:
	Not exceeding 900,000 shares of common stock of the Company. Provided, that if the company splits or consolidates its common stock, the number of shares to be issued upon exercise of the Rights shall be adjusted according to the following formula. However, such adjustment shall be made only to those Rights that remain unexercised at the relevant time. Any fractions less than one share arising as a result of such adjustment shall be rounded down to the nearest whole number.
	Furthermore, upon merger, consolidation or split with other corporations, the Company will make the necessary adjustment of the number of shares to be issued.
	2. Total number of stock acquisition rights to be issued
	Not exceeding 9,000 in total.
	3. Issue Price of Common Stock Acquisition Rights
	No consideration shall be paid.
	4. The amount to be paid upon exercise of stock acquisition rights
	The amount to be paid upon exercise of each stock acquisition right shall be the average of closing prices of the common stock of the company in regular trading on the Tokyo Stock Exchange for each day (excluding days on which there is no such closing price) of the full calendar month prior to the issuance of the Rights. Any fraction less than one yen arising as a result of such calculation shall be rounded up to the nearest whole number. However, if such calculated price is lower than the closing price on the day before issuance of the Rights (if there is no closing price on such date, then the closing price on the immediately preceding trading day), the exercise price shall be the closing price on the day of issuance of the Rights. Upon stock split or consolidation after the date of issuance of the right, the exercise price shall be adjusted according to the following formula, and any fraction less than one yen arising as a result of such calculation shall be rounded up the nearest whole number.
	Furthermore, upon merger, consolidation or split with other corporations after the date of issuance of the Rights, or if it is necessary adjustment of the payment amount per share in accordance with that case, the Company will make the necessary adjustment of the payment amount per share.
	5. Exercise period of stock acquisition rights
	From July 2, 2007 to June 30, 2009.
	6. Conditions for exercise of stock acquisition rights
	(1) Upon exercise of the rights, he/she should be a director, employee or corporate auditor of the Company or of its subsidiaries. However, it is not applicable if he/she retires from termination of term, mandatory retirement age, or with other reasonable cause. (2) Heir shall not exercise stock acquisition right. (3) The Board of Directors of the Company shall determine other conditions for exercise.
	7. Reason and conditions for cancellation of stock acquisition rights
	(1) Where a merger agreement in which the Company becomes a defunct company is approved at the general meeting of shareholders, if a stock exchange agreement or a proposal regarding transfer of the shares in which the Company becomes a wholly-owned subsidiary is approved at the general meeting of shareholders, or if it is necessary, the Company may cancel all of the common stock acquisition rights without charge. (2) Where a person who was allocated the Rights becomes unable to exercise the Rights for the reason set out in 6 above, the Company may cancel such Rights without charge.
	8. Limit on transfer of stick acquisition rights
	The transfer of the Rights requires the approval of a meeting of the Board of Directors.
	9. Other details
	Other details will be fixed in the meeting of the Board of Directors.