Kintetsu : NOTICE OF THE 112TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

This document has been translated from the Japanese original for the convenience of non-Japanese shareholders. In the event of any discrepancy between this translation and the Japanese original, the original shall prevail.

Securities identification code: 9041

June 12, 2023

To our shareholders:

Toshihide Ogura

President

Kintetsu Group Holdings Co., Ltd.

6-1-55, Uehommachi, Tennoji-ku,Osaka-shi, Osaka, Japan

NOTICE OF THE 112TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

We are pleased to announce the 112th Ordinary General Meeting of Shareholders of Kintetsu Group Holdings Co., Ltd. (the "Company"), which will be held as described below.

If you are unable to attend the meeting, you can exercise your voting rights in writing or via electromagnetic means (the Internet and others). Please review the Reference Documents for the General Meeting of Shareholders (from page 5 to page 19) and the Information on Exercise Method of Voting Rights (on page 3 and page 4) and exercise your voting rights by 6:00 p.m. on Monday, June 26, 2023 (Japan Standard Time).

Meeting Details

1. Date and Time: Tuesday, June 27, 2023 at 10:00 a.m. (Japan Standard Time)
2. Venue: 6-1-55, Uehommachi, Tennoji-ku,Osaka-shi, Osaka, Japan Sheraton Miyako Hotel Osaka, 4F "Naniwa"
3. Purposes:

Items to be reported:

Business Report, Consolidated Financial Statements and Non-Consolidated Financial Statements for the 112th Term (from April 1, 2022 to March 31, 2023), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board

Items to be resolved:

Proposal 1: Dividends of surplus

Proposal 2: Amendment to the Articles of Incorporation

Proposal 3: Election of twelve (12) Directors

Proposal 4: Election of one (1) Audit & Supervisory Board Member

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4. Items concerning measures for electronic provision

The Company takes measures for providing in electronic format information that constitutes the content of the Reference Documents for the General Meeting of Shareholders, etc. (items for which measures for providing information in electronic format are to be taken) in accordance with the provisions of laws and regulations and Article 16, paragraph 1 of the Articles of Incorporation of the Company. Items concerning measures for electronic provision are as follows.

Internet address of materials for which measures for electronic provision are taken The Company's website: https://www.kintetsu-g-hd.co.jp/ir/kabunushi/index.html (in Japanese)

Website for posted informational materials for the General Meeting of Shareholders https://d.sokai.jp/9041/teiji/ (in Japanese)

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Information on Exercise Method of Voting Rights

You may exercise your voting rights by one of the following three methods.

When you exercise your voting rights in writing:

Please indicate your approval or disapproval of each of the proposals on the enclosed Voting Rights Exercise Form and send the Exercise Form to us by return mail no later than the deadline below.

Deadline

Monday, June 26, 2023 at 6:00 p.m. (Japan Standard Time)

When you exercise your voting rights via the Internet:

Please see below and the following page.

Deadline

Monday, June 26, 2023 at 6:00 p.m. (Japan Standard Time)

When you attend the General Meeting of Shareholders in person:

Please submit the enclosed Voting Rights Exercise Form to the reception desk at the site of the General Meeting of Shareholders.

Date of the Ordinary General Meeting of Shareholders

Tuesday, June 27, 2023 at 10:00 a.m. (Japan Standard Time)

Cases in which you do not indicate your approval or disapproval for each of the proposals on the Voting Rights Exercise Form when exercising your voting rights in writing (by postal mail) will be treated as you having indicated your approval for that particular proposal.

Information on Exercise of Voting Rights via the Internet

• Shareholders can exercise their voting rights only by indicating approval or disapproval of each of the proposals on the voting rights exercise site designated by the Company (https://evote.tr.mufg.jp/ (in Japanese)) no later than the deadline. (However, please note that you cannot exercise your voting rights via the Internet on the designated website between the hours of 2:00 a.m. and 5:00 a.m.)
• If you exercise your voting rights both in writing and via electromagnetic means, including the Internet, the voting via the electromagnetic means shall be deemed valid. If you exercise your voting rights more than once via electromagnetic means, the last exercise of voting rights shall be deemed valid.
• Shareholders are cordially requested to exercise their voting rights as early as possible to facilitate the counting of votes.
• Please call the Help Desk as mentioned in the following page with any inquiries or questions.

Institutional investors may use the platform for electronic exercise of voting rights, operated by ICJ, Inc.

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How to scan the QR code

You can log in to the Website for Exercising Voting Rights by scanning the QR code without entering your login ID and temporary password.

1. Please scan the QR code provided at the right of the Voting Rights Exercise Form by using a smartphone.
2. • "QR Code" is a registered trademark of DENSO WAVE INCORPORATED.
3. Please enter your approval or disapproval of each of the proposals in accordance with the instructions on the screen.

How to enter login ID and temporary password

Website for Exercising Voting Rights:

https://evote.tr.mufg.jp/ (in Japanese)

1. Please access the Website for Exercising Voting Rights via PC or smartphone.
2. Please log in by entering the "login ID and temporary password" indicated on the Voting Rights Exercise Form.
3. Please register a new password.
4. • Please note that, in order to prevent unauthorized access to the designated website (impersonation) and to prevent the alteration of votes, we request that you change your "temporary password" to a permanent password. You will receive a new login ID and a new temporary password with each convocation notice for a General Meeting of Shareholders.
5. Please enter your approval or disapproval of each of the proposals in accordance with the instructions on the screen.

Notes

• Please note that, depending on your Internet settings, you may not be able to exercise your voting rights via PC or smartphone on the designated website for the exercise of voting rights if you are connecting through a firewall or anti-virus software, if you are not using TLS encryption, or if you are using a proxy server.
• All costs associated with accessing the website for the exercise of voting rights (cost of Internet connections etc.) are to be borne by the shareholder.

If you have any inquiries about the operation of a PC or a smartphone regarding the exercise of voting rights via the Internet, contact the following:

Mitsubishi UFJ Trust and Banking Corporation Transfer Agent Department (Help Desk)

Phone: [phone] (toll free only within Japan; 9:00 a.m. to 9:00 p.m. (Japan Standard Time))

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Reference Documents for the General Meeting of Shareholders

Proposals and Reference Documents

Proposal 1: Dividends of surplus

For this term as well, although there continued to be an impact from the novel coronavirus disease (COVID-19), the Company successfully secured a level of profit attributable to owners of parent exceeding that of the previous term. This was due to the flow of people experiencing a recovery trend and revenues of the Group increasing in its Transportation Business, Merchandise Sales Business, and Hotel and Leisure Business, as well as due to the Group converting Kintetsu World Express, Inc., previously an equity-method affiliate of the Group, into a consolidated subsidiary. The Company makes it a basic policy to maintain stable dividend payments while we strive to strengthen our management base and financial position. After taking into total consideration our business performance, financial position and other factors this term based on that policy, we propose to pay a year-end dividend as follows.

1. Type of dividend property Cash
2. Allocation of dividend property to shareholders and the total amount thereof 50 yen per common share of the Company
   Total amount of dividends: 9,524,043,750 yen
3. Effective date of dividends of surplus June 28, 2023

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