Kintetsu : Announcement Regarding the Transition to a Company With an Audit and Supervisory Committee

Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.

December 25, 2025

Press Release

Name of company: Kintetsu Group Holdings Co.,Ltd.

Representative: Takashi Wakai, Representative Director

and President

Code No.: 9041

Listing exchange: Tokyo Stock Exchange (Prime Market) Contact: Hirokazu Kawaguchi, General

Manager of Administrative General

Affairs Div. - Administration Headquarters

Telephone: [phone]

Announcement Regarding the Transition to a Company With an Audit and Supervisory Committee

Kintetsu Group Holdings Co.,Ltd. (the "Company") hereby announces that, at a meeting of the Board of Directors held today, it resolved to transition to a company with an Audit and Supervisory Committee, subject to approval at the 115th Ordinary General Meeting of Shareholders scheduled for June 2026, as described below.

1. Purpose of the transition

   The Company formulated and announced the "Kintetsu Group Medium-Term Management Plan 2028" in March this year. Under this plan, the Company has been proceeding with initiatives aimed at enhancing corporate value and shareholder value. The Company will also strengthen and enhance corporate governance, which is an important foundation of management, including reinforcing the supervisory function of the Board of Directors.

   As one of the concrete measures to achieve these objectives, and from the perspective of enhancing the Group's ability to appropriately respond to changes in its business environment, the Company has decided to transition to a company with an Audit and Supervisory Committee.

   Not only will the supervisory function of the Board of Directors be strengthened by granting officers with supervisory responsibilities (including external officers) voting rights at the Board meetings, but the delegation of authority for business execution to management will also be expanded, enabling swifter and more agile decision-making. Furthermore, deliberation at Board of Directors meetings on medium- to long-term management strategies and other important matters will be further enhanced. The Company expects that these measures will lead to sustainable corporate value creation and further growth.

2. Transition schedule

   The Company plans to transition to a company with an Audit and Supervisory Committee upon approval of the necessary amendments to the Articles of Incorporation and other related matters at the 115th Ordinary General Meeting of Shareholders scheduled for June 2026.

3. Other

The Company will later announce details on the transition process, including the content of the amendments to the Articles of Incorporation and the structure of officers, as soon as these matters have been considered further and resolved.

End