On February 13, 2024, The Torigoe Co., Ltd. announced in its press release that it had decided to oppose the shareholder proposals by LIM Advisors Limited. The proposals were as follows, (i) Appropriation of Surplus, (ii) Acquisition of Treasury Stock, (iii) Partial Amendment to Articles of Incorporation (Cost of Capital Disclosure), (iv) Partial Amendment to Articles of Incorporation (Disclosure of Director Compensation), (v) Partial Amendment to Articles of Incorporation (Sale of strategic stock holdings). The company opposes the proposals for the following reasons, (i) and (ii) The proposal will not contribute to the enhancement of medium to long term corporate value and the common interests of shareholders as it will narrow investment opportunities for growth strategies, (iii) The disclosure of cost of capital and basis of calculation is not required.

In addition, it is not appropriate to place the contents of this proposal in the Articles of Incorporation as it could be an obstacle to the implementation of management measures in response to changes in the business environment, (iv) The company?s compensation system for directors is designed to contribute to the common interests of shareholders, and it discloses the total amount of remuneration in the business report, annual securities and governance report every fiscal year, in accordance with the provisions of the law. Further, the Articles of Incorporation is a fundamental code of the company and it is not appropriate to include contents of this proposal to the same, (v) The company believes that this proposal will not contribute to the enhancement of the corporate value as it requires the company to dispose all of its policy shareholdings within a short period of time.