Convocation of the 112th Ordinary General Meeting of Shareholders

Please note that the following is an unofficial English translation of Japanese original text of Notice of Convocation of the 112th Ordinary General Meeting of Shareholders of Toyo Seikan Group Holdings, Ltd. The Company provides this translation for reference and convenience purposes only, without any warranty as to its accuracy or otherwise. In the event of any discrepancy between this translation and the Japanese original, the latter shall prevail.

Securities Code: 5901

May 30, 2025

Ichio Otsuka President

Toyo Seikan Group Holdings, Ltd.

2-18-1 Higashi-Gotanda, Shinagawa-ku, Tokyo

We are pleased to announce that the 112th Ordinary General Meeting of Shareholders of Toyo Seikan Group Holdings, Ltd. will take place on June 20, 2025, as described below.

We have posted the content of the reference documents and related materials for the shareholders meeting on the following websites, in accordance with the legal provisions concerning electronic provision of materials for general meetings of shareholders.

[Official website of Toyo Seikan Group Holdings, Ltd.] https://www.tskg-hd.com/en/ir/stocks/meeting/

[Tokyo Stock Exchange’s “Listed Company Search”]* https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

* Access the Listed Company Search of the Tokyo Stock Exchange through the link above, enter the company name (“Toyo Seikan Group Holdings”) or security code (“5901”) and click “Search” to find the company’s page. Then, select “Basic information” and, on the following page, select the tab named “Documents for public inspection/PR information” and click the button to access “Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting.”

If you are unable to attend the shareholders meeting, please review the reference documents and exercise your voting rights, electronically or in writing (by mail), by 5:15 p.m., Thursday, June 19, 2025, Japan time.

* * *

1. Time and date: 10:00 a.m., Friday, June 20, 2025

2. Place: 2F Meeting Room, Osaki Forest Building, 2-18-1 Higashi-Gotanda, Shinagawa-ku, Tokyo, Japan

3. Agenda items

   Items to be reported:

   1. Business report and consolidated financial statements for the 112th term (from April 1, 2024 to March 31, 2025) and results of audit of the consolidated financial statements by the Accounting Auditor and the Audit and Supervisory Board

   2. Non-consolidated financial statements for the 112th term (from April 1, 2024 to March 31, 2025)

      Items to be resolved:

      Proposal 1: Appropriation of surplus Proposal 2: Election of nine (9) Directors

4. Important matters related to voting

   1. If you exercise your voting rights in writing (by mail) and if there is no indication of approval or disapproval on any agenda item on the voting form, you will be deemed to have expressed your approval on such agenda item.

   2. If you vote multiple times by electronic means (the Internet, etc.), the most recent vote will be deemed valid.

   3. If you vote both by electronic means (the Internet, etc.) and in writing (by mail), the vote exercised by electronic means (the Internet, etc.) will be deemed valid, regardless of the time or date of arrival of the votes.

   4. If you intend to vote by proxy, one other shareholder with voting rights may attend the shareholders meeting as your proxy. Please note, however, that such shareholder will be required to submit a written authority to act as proxy.

* * *

* Toyo Seikan Group Holdings, Ltd. is referred to as the “Company” and the Toyo Seikan Group, which consists of the Company and its subsidiaries and affiliates, is referred to as the “Group” in this document.

Contents:

Reference Documents for the 112th General Meeting of Shareholders 4

Proposal 1: Appropriation of surplus 4

Proposal 2: Election of nine (9) Directors 5

The 112th Term Business Report 16

Consolidated Financial Statements 50

Non-Consolidated Financial Statements 68

We submit the following proposal for the appropriation of surplus.

1. Matters concerning the year-end dividend

   Rewarding shareholders is one of our most important management issues. Following our basic dividend policy of ensuring stable and constant payment, we will distribute dividends for the five years from fiscal 2021 to 2025 in accordance with the following criteria stated in our Mid-Term Management Plan 2025: i) we aim for a payout ratio of 50 percent or higher on a consolidated basis, and ii) we set a minimum annual dividend of 46 yen per share and will gradually increase the amount.

   Based on the above-mentioned policy, we have decided to distribute the year-end dividend for the year under review as follows:

   1. Type of dividend property: Cash

   2. Allotment of dividend property to shareholders and its total amount

      Year-end dividend for the Company’s common shares: 46 yen per share Total amount of payout: 7,340,635,518 yen

      As the Company has already paid an interim dividend of 45 yen per share, the aggregate amount of annual dividend for the year under review will be 91 yen per share.

   3. Effective date of the distribution of surplus: June 23, 2025

      Shareholder return policy of the Mid-Term Management Plan 2025

      We will distribute profit to our shareholders with a target total return ratio of 80 percent during the period of the Mid-Term Management Plan 2025.

      1. Dividend

         We aim for a payout ratio of 50 percent or higher on a consolidated basis. We set a minimum annual dividend of 46 yen per share and will gradually increase the amount.

      2. Share repurchase

         We will implement share repurchase in an agile manner.

         Note: The extraordinary income and losses arising from the disposal of assets are not taken into account, in principle, when we calculate the total return ratio and the consolidated payout ratio.

2. Matters concerning the appropriation of surplus

   We ask our shareholders to approve a partial reversal of general reserve in order to allow for various measures to implement our capital strategy, including the stable and constant payment of dividends and the cancellation of treasury shares.

   1. Item and amount of surplus to decrease

      General reserve: 30,000,000,000 yen

   2. Item and amount of surplus to increase

Retained earnings brought forward: 30,000,000,000 yen

The term of office of the nine existing directors of the board, including four outside directors, will expire at the close of the 112th Ordinary General Meeting of Shareholders. We thus ask our shareholders to approve the appointment of nine new directors, including four outside directors, as listed below:

Candidates for Directors of the Company

Note: 1. As Mizuho Taneoka and Yoshihiro Ikegawa assumed office as Director at the 111th Ordinary General Meeting of Shareholders held on June 21, 2024, the total number of the Board of Directors meetings they could attend was ten (10).

1. “Independent” marked in the above table means that the relevant candidate is independent from the Company on the basis of both the independent criteria of the Tokyo Stock Exchange (TSE) and those of the Company.

2. The Company has registered Mami Taniguchi, Kenzo Oguro, Mizuho Taneoka and Yoshihiro Ikegawa as Independent Directors with the TSE under the TSE’s independent criteria.