HONMA GOLF LIMITED (本間高爾夫有限公司) issued an updated Audit Committee Terms of Reference (the “Terms”), adopted pursuant to a Board resolution dated November 28, 2025. The document sets out committee membership guidelines, scope of authority, and procedures for overseeing the financial reporting process and risk management framework.

The Terms outline that the Audit Committee shall comprise only non-executive directors, with a majority being independent and at least one possessing appropriate accounting or financial expertise. Frequency of meetings is set at no fewer than two per year, including sessions with external auditors, and at least one meeting must be held without management present. The quorum requires two members, one of whom is an independent non-executive director.

Under these updated guidelines, the Audit Committee holds authority to investigate any activity within its remit, request information from employees, and obtain independent professional advice at the Company’s expense. Key responsibilities include overseeing financial statements, reviewing risk management and internal control systems, monitoring auditor independence, and coordinating with both internal and external auditors. The Terms also highlight procedures related to whistleblowing, focusing on confidential channels for reporting potential improprieties. The updated Terms will be reflected in the Company’s corporate governance report as part of its annual report disclosure.