Nomura Holdings Inc

**8.** **Governance and management systems**

For Nomura Group to be sustainable, enhancing corporate governance is one of our top priorities with
various initiatives already implemented.

[https://www.nomuraholdings.com/company/cg/measures.html](https://www.nomuraholdings.com/company/cg/measures.html)

The Sustainability Committee, which is chaired by the Group CEO and comprises the same members as
the Executive Management Board, deliberates on matters concerning sustainability strategies. The
Sustainability Committee, which was previously the CSR Committee established in 2008, has increased
the number of meetings and developed discussions. The Sustainability Committee has oversight
responsibility for formulating, approving and, making decisions regarding group level sustainability risks
and opportunities, sustainability policies and activities. The Sustainability Committee reports about its
activities to the Board of Directors and the Executive Management Board as necessary. This statement
was approved by the Sustainability Committee based on the opinions of the Board of Directors.

Nomura's Board of Directors oversee three Executive committees, which ensures a separation of management oversight and business execution to strengthen corporate governance. The oversight function and the executive side play respective roles in recognizing climate change risks and opportunities, promoting various measures, and managing risks. [...] In the following sections, we explain how the Board of Directors, which provides oversight, and the Sustainability Committee, which is responsible for execution, are tackling climate change, and the role of the Group Sustainability Officer. [...] The Board of Directors offers advice on sustainability reports prepared by executive officers, based on our basic sustainability policy which states: "Nomura will contribute to the creation of a truly enriched society through our business activities based on the principles embodied in the Nomura Group Corporate Philosophy, and actively pursue initiatives to resolve social issues and create a sustainable world." [...] The Board Risk Committee was established in October 2021 to assist with the overall supervision of risk management and enhance our risk management framework. The Committee discussed sustainability risks at a meeting held in December 2021. Five of the six members of the Committee are outside directors, ensuring a high degree of independence from the executive side and strengthening the supervisory function of the Committee. [...] The Sustainability Committee is an executive committee responsible for approving strategies related to sustainability. In April 2021, a Group Sustainability Officer was appointed to consolidate the company's sustainability knowledge and accelerate the formulation and promotion of strategies. [...] The Sustainability Committee has five working groups (WGs) that serve as sub-committees. Matters discussed by each working group are reported to the Sustainability Committee. [...] In August 2021, we established the Sustainability Council as an advisory body to the Sustainability Committee. The Council conducts in-depth discussions across departments and regions, and shares this information with the Sustainability Committee. [...] In September 2020, Wholesale Division set out the Wholesale Division: ESG Sectoral Appetite Statement which has evolved over time and was revised in January 2022. The appetite forms the basis for the transaction screening process, which is live across the regions to ensure the firm operates in a consistent manner to address ESG risks. Where material ESG risks are identified in new transactional and product opportunities, they are escalated to the firm's senior management committee for the top of the house decision making.

**7.** **Governance and management systems**
For Nomura Group to be sustainable, enhancing corporate governance is one of our top priorities with various initiatives already implemented.
[https://www.nomuraholdings.com/company/cg/measures.html](https://www.nomuraholdings.com/company/cg/measures.html)

The Sustainability Committee, which is chaired by the Group CEO and comprises the same members as the Executive Management Board, deliberates on matters concerning sustainability strategies. The Sustainability Committee, which was previously the CSR Committee established in 2008, has increased the number of meetings and developed discussions. The committee has oversight responsibility for formulating, approving and, making decisions regarding group level sustainability risks and opportunities, sustainability policies and activities. The committee reports about its activities to the Board of Directors and the Executive Management Board as necessary. This statement was approved by the Sustainability Committee based on the opinions of the Board of Directors.

The Sustainability Committee, an executive committee responsible for approving strategies related to sustainability, also reports on the implementation status of PRB principles as appropriate, and has a structure in place that enables management to properly ascertain the status of implementation. The committee is chaired by the Group CEO and is composed of Executive Management Board members.[[2]] [...] As per the Wholesale Division ESG Sectoral Appetite Statement, our sector-specific approaches cover the following sectors: energy generation, oil and gas, mining, agriculture, forestry, and weapons. We review the list of sectors on a regular basis and, where appropriate, may expand the list. We actively monitor emerging issues, regulatory developments, concerns of key stakeholders, as well as best practices relating to environmental and social risk management. We screen all relevant transactions in all sectors/industries for ESG issues as part of our transaction approval process. Wherever significant ESG issues are identified, we undertake ESG due diligence, including engagement with clients and external assessments of the client's management of environmental and social issues, where necessary. Transactions that have significant ESG issues are escalated for consideration by the senior management committees.[ [4] [5]]

In 2009, we published our Environmental Statement and Environmental Policy, which underpin our ongoing initiatives to protect the environment. In light of this, the Board of Directors of Nomura Holdings has stated in its Corporate Governance Guidelines that it will embed ESG considerations, including climate change, in its business activities in order to address social issues and achieve sustainable growth for our company. In the area of risk management, the Group Integrated Risk Management Committee established a Risk Appetite Statement and a Risk Management Policy, which both recognize that ESG factors, including climate change, have a significant impact on various risk categories. Our Sustainability Committee, chaired by our Group CEO, approves the policies and activities that inform our approach to ESG risks and opportunities, including climate change. In April 2021, an executive officer in charge of sustainability development was appointed, and will work to raise awareness within the Group, enhance our efforts, and increase information disclosure and external communications. To provide enhanced disclosures in line with TCFD recommendations, we set up a TCFD Working Group under the Sustainability Committee. The TCFD Working Group is focused on various themes including ESG business opportunities and risks, as well as initiatives to lower the impact of our business activities on the environment. The working groups under the Sustainability Committee collaborate with the TCFD Working Group on key initiatives. In April 2021, the D&I (Diversity & Inclusion) Working Group was established as the fifth working group to promote sustainability related initiatives. Matters discussed by the working groups are subject to deliberations by the Sustainability Committee. Reports are made periodically to the Executive Management Board, and, as necessary, to the Board of Directors, which oversees group-wide climate change initiatives.

Nomura Group monitors progress toward the targets set above based on the following system.  To achieve net zero greenhouse gas emissions − The Environmental Activities Working Group has oversight of and governs the progress on Own Emission Targets (Scope 1 and 2) and 100% Renewable Energy by 2030. − In order to meet our Net Zero 2050 commitment, we have established a Net Zero Steering Committee, a Group-wide forum reporting into the Group Sustainability Council. − Our milestones include developing a GHG accounting methodology, analyzing our current emissions and preparing a trajectory pathway for 2050.  $125 billion in Sustainable Financing for five fiscal years ending 2026. − The overall supervision and review of the target sits within our Wholesale Sustainability Forum. − We will develop a reporting framework for internal review of revenue earned and financing raised in relation to climate and other ESG issues  Achievement of a cumulative total of 1 million participants in financial and economic education − The overall supervision and implementation of the target will be undertaken by the Sustainability Development Department. − The action plans and milestones for this target are under discussion.

Describe the process(es) your organization has in place to ensure that your engagement activities are consistent with your overall climate change strategy[…]Contributing to the early realization of a decarbonized society by providing direct input to policy makers or through industry associations

Does your organization have a public commitment or position statement to conduct your engagement activities in line with the goals of the Paris Agreement?[…]Yes