Notice Concerning Extension of Evaluation Period of Board of Directors for Large-Scale Purchase of Share Certificates, etc. of TOHO HOLDINGS, CO., LTD.(119 KB)

April 10, 2026

To whom it may concern:

TOHO HOLDINGS CO., LTD. (hereinafter the "Company") has adopted a policy against large-scale purchases by 3D Investment Partners Pte. Ltd. (hereinafter "3D") of the Company's share certificates, etc. (hereinafter the "Response Policy") as of October 31, 2025. As announced in the "Notice of Receipt of a Large-Scale Purchase Explanation Related to Large-Scale Purchases of Share Certificates, Etc." dated January 16, 2026, the Company received on the same day an explanatory statement related to large-scale purchases of the Company's share certificates, etc. from 3D (hereinafter the "Explanatory Statement"; and large-scale purchases by 3D described in the Explanatory Statement is hereinafter referred to as the "Large-Scale Purchase").

In accordance with the Response Policy, the Company established the period, during which the Board of Directors would evaluate the pros and cons of the Large-Scale Purchase, starting from January 16, 2026 through April 14, 2026 (a total of 60 business days, including the first and last days). Based on information submitted by 3D, the Board of Directors has conducted an evaluation and review, seeking advice from external experts and others as necessary.

As announced in the "Notice Regarding Re-Request to Provide Additional Information on Large-Scale Purchases of Share Certificates, Etc." dated April 2, 2026, the Company sent 3D a "Request for Provision of Additional Information (2)" on the same day. When examining the appropriateness of the Large-Scale Purchase, it is necessary to carefully review the information provided by 3D, the large-scale purchaser, including the information contained in the document response to the said request, and therefore, the examination will take time.

In addition, as described in the "Consolidated Financial Results for the Nine Months Ended December 31, 2025" dated February 12, 2026, the Company announced that, in November 2025, it resumed the Management Strategy Committee, which consists of executive directors, corporate officers, and outside directors of the Company, as well as outside experts, to consider and implement measures to address a number of issues identified as important for realizing transformation, including strategic alliances to maximize

corporate value, portfolio restructuring based on profitability, and business process reform, and to discuss the formulation of a new Medium-term Management Plan covering the period from FY2026 to FY2028, and also announced that the results of the discussion at the Management Strategy Committee were scheduled to be released in April 2026. The Management Strategy Committee examines and discusses a wide range of issues, from the Company's business challenges to measures to enhance corporate value. The results of the formulation of the new Medium-term Management Plan are slated to be announced on April 28, 2026. We believe that, in order for our shareholders to make an informed judgment regarding the pros and cons of the Large-Scale Purchase, it is essential for our management to present our management policies; furthermore, the Independent Committee has expressed the view that the Board of Directors must take such information into account when making its recommendation.

After carefully considering all of the above circumstances, the Company's Board of Directors has determined that there is insufficient information and time within the initial evaluation period to properly assess and review the pros and cons of the Large-Scale Purchase, and has therefore decided to extend the evaluation period until April 28, 2026.

The Response Policy provides that if it is reasonably determined that there is insufficient information or time to conduct the aforementioned evaluation and review even after the initial evaluation period of the Board of Directors has expired, the period may be extended, based on the recommendation of the Independent Committee, to the extent reasonably necessary, up to a maximum of 20 business days. The Company's Board of Directors has received a recommendation from the Independent Committee stating that it is appropriate to extend the evaluation period of the Board of Directors until April 28, 2026.

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