1. The instant lawsuit shall be dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

1. Basic facts

A. In order to improve productivity, the Defendant is an agricultural corporation established for the purpose of corporate agricultural management and the integrated marketing business for ancillarys, and the Plaintiff was appointed as the director and the representative director on July 31, 2019 by a resolution of the Defendant’s general meeting of shareholders.

B. On May 7, 2020, C, D, E, F, and G (hereinafter “C, etc.”) who were directors of the Defendant at the time of the Defendant requested the Plaintiff to convene a meeting of the board of directors by dismissing the Plaintiff’s representative director and appointing a new representative director. However, the Plaintiff did not comply with the request.

C. On May 14, 2020, C, etc. notified the Defendant’s directors and auditors at the time of the Defendant’s refusal to convene a board of directors without justifiable grounds, on the ground that the Plaintiff’s refusal to convene a board of directors, as the case of dismissal of the representative director of the Plaintiff, on May 22, 2020.

On May 20, 2020, the Plaintiff responded to C, etc. on May 20, 2020 to the effect that the notice of convening a board of directors was not effective by notification by a person without authority.

C et al. held a board of directors on May 22, 2020 to dismiss the Plaintiff from the Defendant’s representative director and appoint C as the Defendant’s representative director (hereinafter “instant board of directors”).

Part IV directors and auditors under Article 22 (Number of Directors and Auditors) shall be three or more directors of the defendant, and one or more auditors.

Article 23 (Appointment of Directors) Directors and auditors shall be appointed at a general meeting of shareholders, and at least 1/2 of directors shall be farmers.

Article 24 (Business Performance and Representation of Company) The defendant's business performance and the representative of Company shall be conducted by a representative director appointed by a resolution of the board of directors.

Article 25 (Term of Office) The term of office of directors and the representative director shall be two years, and that of the auditor, until the closing date of the annual meeting in respect of the final settlement term within three years.

Provided, That the term of office may be extended until the end of the general meeting when the term of office expires before the regular general meeting of shareholders concerning the final closing date of office.

Part V. The Board of Directors.