Corporate Governance Report (Updated on April 3, 2026)

April 3, 2026 Seibu Holdings Inc.

NISHIYAMA Ryuichiro, President Inquiries: Corporate Communication:

+81-3-6709-3112

https://www.seibuholdings.co.jp/en/

The corporate governance of Seibu Holdings Inc. (hereinafter, the “Company”) is described below.

1. Basic Views on Corporate Governance, Capital Structure, Corporate Attributes and Other Basic Information

   1. Basic views

      The Seibu Group strives to maximize corporate value and shareholder value by fulfilling its social responsibilities through its business activities and earning the trust of its shareholders, customers, and all other stakeholders based on its Group Vision, which incorporates its management philosophy and management policy, and the Seibu Group Code of Corporate Ethics, which sets forth the Group’s fundamental rules on compliance. To further promote corporate governance, the Group works to improve management soundness and transparency, to raise the level of and to

      accelerate decision-making by management, centered on the Board of Directors, and to continuously strengthen the entire Group’s internal control systems. In addition, to ensure the rights and equal treatment of shareholders, the Group engages in constructive dialogue with shareholders to improve corporate value and shareholder value over the medium-to long-term, and strives for

      timely and appropriate disclosure of information and appropriate cooperation with its stakeholders.

1. Reasons for non-compliance with the principles of the Japan’s Corporate Governance Code

   The Company’s statements are based on the Japan’s Corporate Governance Code after its amendment in June 2021 and complies with the principles of that Code.

1. Disclosure based on the principles of the Japan’s Corporate Governance Code======================================================================

   The following items were updated.

   • Supplementary Principle 2.4.1 Ensuring Diversity

   • Principle 3.1 Full Disclosure

   • Supplementary Principle 3.1.3 Sustainability Initiatives, TCFD and Equivalent Frameworks, and Investments in Human Capital, Intellectual Property, Etc.

   • Supplementary Principle 4.11.1 Policies and Procedures for Nominating Directors

   • Supplementary Principle 4.11.2 Concurrent Positions Held by Directors and Audit & Supervisory Board Members

   • Supplementary Principle 4.11.3 Analysis and Evaluation and Disclosure of Results of the Board of Directors’ Effectiveness as a Whole

   • Principle 5.1 Description of the Policy for Promoting Constructive Dialogue with Shareholders

     ======================================================================[Principle 1.4 Cross-Shareholdings]

     The Company will hold shares in other stock companies (excluding subsidiaries and associates comprising the Seibu Group) if management makes the overall decision that doing so will contribute to improving the Seibu Group’s corporate value over the medium to long term and help benefit stakeholders by strengthening a trade relationship and thereby generating business synergies, or yielding other advantages.

     Each year, the Company comprehensively reviews the rationale for continuing to hold individual cross-shareholdings from a qualitative and a quantitative perspective. From a qualitative

     perspective the Board of Directors considers matters such as the notion of strengthening the trade relationship, business synergies in that regard, and potential going forward in light of changes in the Company’s business environment and other factors, and from a quantitative perspective the Board of Directors considers matters such as whether or not capital efficiency indicators calculated on the basis of contribution to annual earnings (trading profit, dividends, etc.) exceed the Company’s capital cost. The Company reduces holdings of shares for which results of the review indicate that rationale to retain such holdings is lacking.

     When exercising its voting rights, the Company appropriately exercises such rights from the perspective of whether or not a proposal put forward by the company in question will contribute to

     improving the corporate value of the company in question and the Seibu Group over the medium to long term. The Company makes overall decisions to approve or disapprove of important proposals that could particularly affect the corporate value of the company in question and the Seibu Group, upon having engaged in dialogue with the company in question. Proposals that are to be deemed as important by the Seibu Group include the following.

   • Proposals involving election of Directors and Audit & Supervisory Board Members (in cases of prolonged slump in business results, misconduct, legal violations, etc.)

   • Proposals involving organizational restructuring

   • Proposals involving anti-takeover measures, etc.

When the Company’s Directors conduct related party transactions, including transactions involving conflicts-of-interest transactions and competitive transactions, etc., those Directors adhere to the Companies Act, the provisions of the Regulations on the Board of Directors and Rules on

Directors, and in principle obtain the approval of the Board of Directors. When deliberating on such transactions, the Board of Directors carefully deliberates on whether the transaction is rational and its conditions are appropriate. Thus, the Board of Directors strives to ensure that the transaction does not harm the interests of the Company or the common interests of its shareholders, and to prevent any concerns with respect to such harm.

In addition, investigations are carried out in the Company on a regular basis in regard to related party transactions carried out by corporate officers in the Seibu Group and major shareholders in order to grasp and recognize related party transactions and stop transactions that are in conflict of interest with the interests of the Company or shareholders.

The Seibu Group operates diverse businesses such as the real estate, hotel and leisure, and urban transportation and regional businesses. To be a Group that is trusted and preferred by all stakeholders by fulfilling its social responsibilities and creating new activities and sensations, we conduct business activities that are sensitive to the natural environment and the global environment in accordance with the Group Vision and the Seibu Group Code of Corporate Ethics, which serve as codes of conduct for all employees. Furthermore, the Group conducts business activities with close ties to regions and society in order to advance together with its customers and with local communities.

The Group has positioned its measures related to these activities as “sustainability actions,” set six materialities (objectives) for social issues and matters warranting special attention in terms of risks and opportunities relevant to the Company, and is working on each measure while ensuring consistency extending from concept through to strategy and execution of all our initiatives. The Group will conduct these sustainability actions by working aggressively to contribute to the

maximization of corporate value from both risk management and CSV perspectives, starting with

mitigation and adaptation to climate change.

The materialities (objectives) are as follows. We have set a vision, non-financial KPI and monitoring indicators for each materiality (objective).

Decarbonization and effective use of resources Building towns people want to live in or visit

Creation of experience that stimulates the five senses Provision of safe and secure services

Development and advancement of diverse human capital Compliance and collaboration

For details, please refer to the following website.

URL: https://www.seibuholdings.co.jp/en/sustainability/

The Seibu Group has prepared the Seibu Group Code of Corporate Ethics, which sets out five

items: respect for human rights, customer-focused, compliance, obligation as a corporate citizen, and conduct of executives. In April 2022, the Group formulated the Seibu Group Human Rights Policy, which provides detailed explanation of the respect for human rights stipulated in that code, seeking to ensure that officers and employees and all stakeholders understand the policy, while also indicating the Group’s stance on respecting human rights.

For details of the Seibu Group Human Rights Policy, please refer to the following website. https://www.seibuholdings.co.jp/en/ir/management/governance/Human_Rights_Policy/

In November 2022, the Group formulated the Seibu Group’s Sustainable Procurement Policy, which stipulates matters warranting the Group’s compliance in regard to procurement, and also formulated the Seibu Group Supplier Guidelines, which stipulate matters for which the Group

seeks cooperation from its suppliers who serve as its business partners, thus setting forth its stance on ensuring fair and appropriate transactions throughout the entire supply chain.

For details of the Seibu Group’s Sustainable Procurement Policy and Seibu Group Supplier Guidelines, please refer to the following website.

https://www.seibuholdings.co.jp/sustainability/compliance/

In November 2019, the Group formulated the Seibu Group’s Environmental Policy and is actively engaging in environmental initiatives as a group.

For details of the Seibu Group’s Environmental Policy, please refer to the following website. https://www.seibuholdings.co.jp/en/sustainability/environment/policy/

In addition, the Seibu Group has prepared a framework that enables risk identification, preemptive

risk response, and rapid countermeasures in the event risk occurrence, based on the Seibu Group Risk Management Policy, the Seibu Group Rules on Risk Management, and the Seibu Group Rules on Crisis Management, which stipulate fundamental approaches and control frameworks for managing risk in the Seibu Group.

1. Approach to ensuring diversity

   To generate innovation and increase corporate value amid a decrease in working-age population and dramatic changes in values regarding work, the Seibu Group needs to cultivate an organizational culture in which diverse individual employees of different genders, ages, nationalities, values, lifestyles, etc. are respected, enabling all employees to demonstrate their abilities and enthusiasm to the greatest extent. The Group considers that in cultivating such an organizational culture it is particularly important to ensure diversity in the management team, which makes up the core of management and conducts decision making, and has therefore set numerical targets for the ratio of female managers and is actively promoting the creation of an environment in which women can play a role. The Group is committed to ensuring diversity

   among its core human capital, including the aggressive recruitment of not only women, but also non-Japanese and experienced hires who have the requisite skills and experience.

   Item	Current status	Target (end of FY2025)
   Ratio of female managers	7.9%	15.0%
   Ratio of non-Japanese managers	0.2%	Current ratio or higher
   Ratio of experienced hire	17.3%	Current ratio or higher
   managers

   * Target values for the Company and core Group companies (Seibu Railway, Seibu Prince Hotels Worldwide, Seibu Realty Solutions (currently Seibu Real Estate))

2. Human capital development policy for ensuring diversity, policy for establishing an internal environment, and status of their implementation

   With enabling each and every diverse employee to grow and demonstrate their abilities and enthusiasm to the greatest extent as its basic policy for ensuring diversity, the Seibu Group advances various initiatives, such as human capital development and internal environmental improvement.

   1. Encouraging women’s career advancement

The Group is encouraging women’s career development and fostering women’s networks through the SEIBU Women’s College for female employees and their superiors. In addition, the Group holds healthcare seminars on themes such as female-only physical ailments for