On May 10, 2023, House Foods Group Inc., announced in its press release that it has decided to oppose the shareholder proposals submitted by Longchamp Sicav. The proposals are as follows: (i) Acquisition of Treasury Shares: Within 1 year from the conclusion of this General Meeting of Shareholders, obtain a total of 9,750,000 shares with acquisition price limited to 28 Billion Yen, (ii) Amendment to Articles of Incorporation regarding shares held by directors: Addition of the following paragraph under Article 9 “ Shareholding Guidelines established by the Board of Directors shall govern handling of shares held by directors”, (iii) Amendment to Articles of Incorporation concerning composition of outside directors: Addition of the following paragraph under Article 18 “ As long as the company remains listed, majority of the company's directors shall be outside directors as stipulated under Article 2 Paragraph 1 of the Companies Act”. The company has decided to oppose the proposals for the following reasons: (i) The company plans to invest its own funds in overseas business such as making Keystone Natural Holdings Inc., a US subsidiary.

It is also promoting management with an awareness on capital costs and will take decisions after identifying risks, suitability and ensuring that returns exceed the cost of capital. However, the scale of acquisition mentioned in the proposal greatly exceeds the company's annual profit levels and poses a risk to the sustainable improvement of stock, (ii) The proposal seeks to establish guidelines without specifying the specifics. Under company's current compensation system, it does not believe that it is necessary to stipulate such guidelines in the Articles of Incorporation, (iii)The current BOD is diverse and independent, and this system helps strengthen the governance.

Establishment of a provision based on the proposal will limit discussion on an ideal form of Board of Directors and the scope of selection of candidates.